TCR_Public/100415.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Thursday, April 15, 2010, Vol. 14, No. 103

                            Headlines

ADMIRAL CONSTRUCTION: Case Summary & Creditors List
ADVANCED MICRO: Has $325MM Non-Cash Gain on GF Deconsolidation
ADVANCED MICRO: Prudential Financial No Longer Holds Shares
ADVANCED MICRO: RiskMetrics Recommends Incentive Plan Changes
AMERICAN HOMEPATIENT: Enters Into 10th Forbearance Deal on Debt

AMERICAN RESIDENTIAL: S&P Gives Neg. Outlook; Affirms 'B' Rating
AMIR'S ANTIQUES: Case Summary & 6 Largest Unsecured Creditors
ARLIE & COMPANY: Files Amended Schedules of Assets and Liabilities
ASSOCIATED MATERIALS: Reports $24,073,000 Net Income for 2009
ATP OIL: S&P Assigns Corporate Credit Rating at 'B'

BALLY TECHNOLOGIES: Moody's Assigns 'Ba2' Rating on $75 Mil. Loan
BAKARR ENTERPRISES: Case Summary & 18 Largest Unsecured Creditors
BEAZER HOMES: Deutsche Bank Holds 4.61% of Common Stock
BAINBRIDGE SHOPPING: Files for Chapter 11 Protection
BAUSCH & LOMB: Moody's Gives Stable Outlook; Affirms 'B2' Ratings

BERRY CHILL: Files for Chapter 11 Bankruptcy Protection
BLOCKBUSTER INC: Icahn Ceases to Be More Than 5% Shareholder
BLOCKBUSTER INC: Meyer Advised on $140MM Cost Savings Plan
BUFFETS HOLDINGS: Trustee Sues Former Owners Sentinel & Caxton
BUTTRUM GOODYEAR: Voluntary Chapter 11 Case Summary

CABLEVISION SYSTEM: Fitch Assigns 'B-' Rating on $750 Mil. Notes
CABLEVISION SYSTEMS: Annual Stockholders' Meeting on May 21
CABLEVISION SYSTEMS: CSC Lenders Agree to Extend Loan Maturity
CABLEVISION SYSTEMS: To Issue 2018 & 2020 Notes to Raise $1.224BB
CAJUN CONCRETE: Case Summary & 20 Largest Unsecured Creditors

CAMERON-811 RUSK: Files Schedules of Assets and Liabilities
CAMERON 6001: Chapter 11 Case Summary & Unsecured Creditor
CELL THERAPEUTICS: Adjourns Shareholders' Meeting Until May 14
CELL THERAPEUTICS: Confirms Novartis Talks on Pixantrone Drug
CELL THERAPEUTICS: Issues Series 4 Preferred Stock; Raises $20MM

CENTAUR INC: Wells Fargo Bank Seeks Chapter 7 Liquidation
CENTURY REINSURANCE: Merger Cues Fitch to Withdraw 'CCC IFS Rating
CHAPARRAL ENERGY: December 31 Balance Sheet Upside-Down by $4.4MM
CITIGROUP INC: To Present 2010 Q1 Financial Results on April 19
CITIGROUP INC: Sells 3 Hedge Fund Businesses to SkyBridge

CLEAVER-BROOKS INC: Moody's Assigns 'B2' Corporate Family Rating
CLUB CONCEPTS: Case Summary & 20 Largest Unsecured Creditors
CONTINENTAL AIRLINES: Reports March 2010 Operational Performance
CONTINENTAL AIRLINES: Annual Report for 2004 Employee Plan Filed
CORRADI ARMS: Case Summary & 20 Largest Unsecured Creditors

DANA HOLDING: Annual Shareholders' Meeting on April 28
DANA HOLDING: Avenue Capital Holds 5.0% of Common Stock
DANE BAIRD: Case Summary & 17 Largest Unsecured Creditors
DAVID CHUN: Case Summary & 20 Largest Unsecured Creditors
DAVID SUGAR: Voluntary Chapter 11 Case Summary

DEAYDRE PULLIAM: Case Summary & 15 Largest Unsecured Creditors
DEER VALLEY: Voluntary Chapter 11 Case Summary
DELFASCO INC: Group Buys Delfasco of Tennessee as Part of Plan
DELTA FINANCIAL: Settles FLSA Class Actions
DELUXE CORP: Custom Direct Deal Won't Affect Moody's 'Ba1' Rating

DS WATERS: Moody's Reviews 'B3' Corporate Family Rating
EAST WEST: Proposes to Pay 100% to Most of Unsecured Claims
ELECTRICAL COMPONENTS: Files Prepackaged Plan of Reorganization
ENERGYCONNECT GROUP: Board Approves Incentive Plan
ENERGYCONNECT GROUP: RBSM Out, SingerLewak In as Auditor

ENERGY FUTURE: Files Prospectuses on Goldman Notes Offering
FANITA RANCH: Voluntary Chapter 11 Case Summary
FLEETWOOD ENTERPRISES: Updates Disclosure Statement
FOLEY 15: Case Summary & 5 Largest Unsecured Creditors
FRANK CONSTANTINO: Case Summary & 20 Largest Unsecured Creditors

FX REAL ESTATE: December 31 Balance Sheet Upside-Down by $353 Mln
FORTUNE INDUSTRIES: Unveils Results of Shareholders' Meeting
GALLERY LLC: Case Summary & 7 Largest Unsecured Creditors
GEMS TV: Organizational Meeting to Form Panel on April 15
GENERAL GROWTH: Simon Properties Offers to Invest $2.5 Billion

GENERAL MOTORS: Reports $4.3 Billion Net Loss for 2009
GENERAL MOTORS: Submits Third Quarter 2009 Results
GENERAL MOTORS: Tort Claimants Lose Challenge to GM Asset Sale
GENERAL MOTORS: Winds Down Hummer, Offers Rebates
GENERAL MOTORS: U.S. Govt. Slashes Pay for New GM Execs.

GLOBAL CROSSING: UK Finance Unit to Buy Back Senior Secured Notes
GLOBAL CROSSING: UK Unit's Balance Sheet Upside Down by GBP214MM
GOLDBERG-BAYMEADOWS: Files Schedules of Assets and Liabilities
GOLDSPRING INC: Dec. 31 Balance Sheet Upside-Down by $27.2 Million
GREGORY THEODORE: Case Summary & 16 Largest Unsecured Creditors

HAKIM & YALDO: Voluntary Chapter 11 Case Summary
HANDY BUTTON: Case Summary & 20 Largest Unsecured Creditors
HARRAH'S OPERATING: Moody's Assigns 'Ca' Rating on $500 Mil. Notes
HARRAH'S ENTERTAINMENT: S&P Raises Corporate Credit Rating to 'B-'
HAWKER BEECHCRAFT: Delays Plan to Offer 2015 and 2017 Notes

HIGHGATE LTC: Northwoods Health Keeps Chapter 11 Proceeding
HONOLULU SYMPHONY: Parties Allowed to File Competing Plans
HORSEHEAD INDUSTRIES: Unsecureds to Recover 5.9% of Claims
HY&Y, INC: Voluntary Chapter 11 Case Summary
IKARIA ACQUISITION: Moody's Affirms 'B1' Corporate Family Rating

IKARIA HOLDINGS: S&P Affirms 'B+' Corporate Credit Rating
IMPERIAL CAPITAL: Seeks to Retain E&Y as Tax Services Provider
INNOVATIVE TECHNOLOGY: Files Schedules of Assets and Liabilities
INTERNATIONAL COAL: Annual Stockholders' Meeting on May 19
INTERNATIONAL COAL: Buys Back 82.1% of 2012 Convertible Sr. Notes

INTERNATIONAL ALUMINUM: U.S. Trustee Slams Release Provisions
INTERSIL CORPORATION: Moody's Assigns 'Ba2' Corp. Family Rating
INTERSIL CORP: S&P Assigns 'BB-' Corporate Credit Rating
JAMES BRAME: Voluntary Chapter 11 Case Summary
JANICE DEHESH: Case Summary & 13 Largest Unsecured Creditors

JOHN RICHINS: Case Summary & 20 Largest Unsecured Creditors
KERRY LANGLEY: Case Summary & 20 Largest Unsecured Creditors
KEYVAN YOUSEFIAN: Case Summary & 14 Largest Unsecured Creditors
KILROY REALTY: S&P Assigns 'BB' Rating on Preferred Securities
KINDER MORGAN: Fitch Affirms Issuer Default Rating at 'BB+'

LEHMAN BROTHERS: All Documents in Examiner Report Now Available
LEHMAN BROTHERS: Hid Assets in Small Investment Firm
LEHMAN BROTHERS: Committee Supports LAMCO Transactions
LEHMAN BROTHERS: Files Progress Report on 65,000 Claims
LEHMAN BROTHERS: LB Somerset, 2 Others Want More Time for Plan

LEHMAN BROTHERS: Proposes to Settle Tax Refund Claims
LEHMAN BROTHERS: Proposes Deal with Fenway
LEHMAN BROTHERS: Metavante Drops $5.4-Mil. Swap Claim
LIQUIDATION OUTLET: Asks for Court OK to Sell Assets
LODGIAN INC: Agrees to Settle Class Action on LSREF Lodging Deal

MARK ALLEN: Section 341(a) Meeting Scheduled for May 3
MARK ALLEN: Files Schedules of Assets & Liabilities
MGM MIRAGE: To Sell Up to $750-Mil. of 2015 Convertible Notes
MGM MIRAGE: Elects Burton Cohen to Board of Directors
MGM MIRAGE: Expects to Report $11-Mil. Operating Loss for Q1 2010

MICHAEL ADELSON: Case Summary & 20 Largest Unsecured Creditors
MOHAMMAD ASIF: Case Summary & 10 Largest Unsecured Creditors
MOONLIGHT BASIN: Court Fixes May 28 as Claims Bar Date
MOONLIGHT BASIN: Files Amended Schedules of Assets & Liabilities
MORGAN STANLEY FUND: May Lose 2/3 of $8.8-Bil. Fund

MPG GATEWAY: Voluntary Chapter 11 Case Summary
NEW YORK CHOCOLATE: Files For Bankruptcy Protection
NEXSTAR BROADCASTING: Sells $325 Million in 8.875% Notes
NEXSTAR BROADCASTING: Offers to Buy Back $42.6MM of PIK Notes
NEXSTAR BROADCASTING: Sees Up to $69.5MM Q1 Net Operating Revenue

NILESH SHAH: Case Summary & 20 Largest Unsecured Creditors
OPTIMA TECHNOLOGY: Organizational Meeting Set for April 19
ORLEANS HOMEBUILDERS: NVR Has $170 Million "Stalking Horse Bid"
PALM INC: Reached Out to Huawei's Bankers Two Months Ago
PALM INC: "Strategic Fit" for Nokia & Motorola, Analysts Say

PALM INC: T. Rowe Price Holds 7.5% of Common Stock
PATRICK WAYNE NEAL: Files Schedules of Assets and Liabilities
PEARL ARTIST: Files for Chapter 11 Bankruptcy Protection
POINT BLANK: Files Voluntary Petition for Chapter 11
POLYMER GROUP: S&P Puts 'B' Rating on CreditWatch Developing

REGENT COMMS: Ch. 11 Plan OK'd Over Resilient's Challenge
RENEW PAPER: Amzak Capital Acquires Assets for $9.9 Million
RENFRO CORPORATION: Moody's Upgrades Corp. Family Rating to 'B2'
ROBERT N LUPO: Wants Access to Rental Income Until July 2
ROBERT N LUPO: Wants Plan Filing Deadline Extended Until June 9

RODNEY CLARKE: Case Summary & 20 Largest Unsecured Creditors
SEVEN FALLS: Administrator Wants Case Converted to Chapter 7
SHILOH INDUSTRIES: S&P Gives Positive Outlook; Affirms 'B' Rating
SILVER CREEK: Case Summary & 20 Largest Unsecured Creditors
SMURFIT-STONE: Reorganization Plan Gets Votes for Confirmation

SMURFIT-STONE CONTAINER: Creditors Won't Pay Execs' Legal Bills
SOUTHEAST TELEPHONE: Has Access to CTB's Cash Until April 30
SPANSION INC: Court to Rule on Revised Plan on April 16
SPANSION INC: Skadden Arps Bills $941,000 for Sept.-Nov. Work
STADIUM VIEW: Case Summary & 4 Largest Unsecured Creditors

STUART GROTEN: Case Summary & 17 Largest Unsecured Creditors
SUPERMERCADO: Case Summary & 20 Largest Unsecured Creditors
TAYLOR-WHARTON INT'L: Wants to Propose Ch. 11 Plan Until July 16
TELCORDIA TECHNOLOGIES: S&P Assigns 'B+' Rating on Senior Notes
TEXANS CUSO: Former President/CEO Kevin Curley to Get $21 Million

THE DAIRY DOZEN-THIEF: Case Summary & 20 Largest Unsec. Creditors
THE DAIRY DOZEN-MILNOR: Case Summary & 20 Largest Unsec. Creditors
THE STRAND CORP: Voluntary Chapter 11 Case Summary
THREE SEAS: Voluntary Chapter 11 Case Summary
TOMMIE ZITO: Financial Woes Prompts Chapter 11 Bankruptcy Filing

TOOTS INDUSTRIES: Case Summary & 2 Largest Unsecured Creditors
TOUSA INC: Amends Remington Exchange Agreement
TOUSA INC: Committee Seeks to Set Final Payment Amounts by Lenders
TP INC: Files Schedules of Assets and Liabilities
TRANSAX INT'L: Delays Filing of 2009 Annual Report on Form 10-K

TYME PROPERTIES: Case Summary & 8 Largest Unsecured Creditors
US CONCRETE: S&P Downgrades Corporate Credit Rating to 'D'
VALENCE TECHNOLOGY: Maturity of iStar Loan Extended to Feb. 2011
VEBLEN WEST: Case Summary & 20 Largest Unsecured Creditors
VISTEON CORP: Davidson Kempner, et al., Have 7.87% Stake

WAREHOUSING INC.: Case Summary & 20 Largest Unsecured Creditors
WESTLAND DEVCO: Organizational Meeting to Form Panel on April 19
WESTMORELAND COAL: Annual Stockholders' Meeting on May 20
WESTMORELAND COAL: Unit Settles Dispute on Rosebud Cleanup Costs
WESTMORELAND COAL: Tontine, et al., Hold 11.5% of Common Stock

WL HOMES: Homeowners Get Court OK to Proceed Lawsuit Over Defects
YONKERS INDUSTRIAL: S&P Gives Stable Outlook on 'B-' Debt Rating

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


                            *********


ADMIRAL CONSTRUCTION: Case Summary & Creditors List
---------------------------------------------------
Debtor: Admiral Construction Corp
        28441 144th Ave SE
        Kent, WA 98042

Bankruptcy Case No.: 10-13926

Chapter 11 Petition Date: April 8, 2010

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

Judge: Samuel J. Steiner

Debtor's Counsel: Jeffrey B. Wells, Esq.
                  Attorney at Law
                  500 Union St, Suite 502
                  Seattle, WA 98101
                  Tel: (206) 624-0088
                  E-mail: eajbwellaw@aol.com

Estimated Assets: $1,000,0000, to $10,000,000

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

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

          http://bankrupt.com/misc/wawb10-13926.pdf

The petition was signed by Jaswinder Sekhon, President.


ADVANCED MICRO: Has $325MM Non-Cash Gain on GF Deconsolidation
--------------------------------------------------------------
Advanced Micro Devices Inc. said it will recognize a non-cash,
one-time gain of approximately $325 million related to the
deconsolidation GLOBALFOUNDRIES Inc. for the fiscal quarter ended
March 27, 2010.

As disclosed in the Company's 2009 Annual Report on Form 10-K,
effective December 27, 2009, the Company deconsolidated the
accounts of GLOBALFOUNDRIES and began to account for its
investment in GF under the equity method of accounting. Under the
accounting guidelines pertaining to deconsolidation, the Company's
opening investment in GF is required to be recorded at fair value
as of the date of deconsolidation.  The difference between this
initial fair value of the investment in GF and the net carrying
book value is recognized as a gain or loss in earnings.

On April 7, 2010, the Company completed a valuation analysis to
determine the initial fair value of its investment in GF.

                   About Advanced Micro Devices

Headquartered in Sunnyvale, California, Advanced Micro Devices
Inc. (NYSE: AMD) -- http://www.amd.com/-- provides innovative
processing solutions in the computing, graphics and consumer
electronics markets.

AMD swung to a $293 million net income for the fiscal year ended
December 26, 2009, after posting net losses in 2006, 2007 and
2008.  AMD reported a net loss of $3.096 billion in fiscal 2008;
$3.359 billion in fiscal 2007; and $138 million in fiscal 2006.

As of December 26, 2009, the Company had total assets of
$9.078 billion against total current liabilities of
$2.210 billion; deferred income taxes of $197 million; long-term
debt and capital lease obligations, less current portion of
$4.252 billion; other long-term liabilities of $695 million; and
noncontrolling interest of $1.076 billion; resulting in
stockholders' equity of $648 million.

                          *     *     *

As reported by the Troubled Company Reporter on October 7, 2009,
Standard & Poor's Ratings Services affirmed Advanced Micro's
'CCC+' corporate credit rating and revised its outlook to positive
from negative.


ADVANCED MICRO: Prudential Financial No Longer Holds Shares
-----------------------------------------------------------
Prudential Financial, Inc., said Monday it no longer holds shares
of Advanced Micro Devices, Inc. common stock.  Prudential ceased
to be deemed the beneficial owner of more than 5% of the
outstanding AMD Common Stock.

As reported by the Troubled Company Reporter on March 4, 2010,
Prudential disclosed that it may be deemed to beneficially own
34,922,338 shares or roughly 5.2% of AMD common stock.  Prudential
said the shares are held for its own benefit or for the benefit of
its clients by its separate accounts, externally managed accounts,
registered investment companies, subsidiaries or other affiliates.
The shares were acquired in the ordinary course of business, and
not with the purpose or effect of changing or influencing control
of AMD.

                   About Advanced Micro Devices

Headquartered in Sunnyvale, California, Advanced Micro Devices
Inc. (NYSE: AMD) -- http://www.amd.com/-- provides innovative
processing solutions in the computing, graphics and consumer
electronics markets.

AMD swung to a $293 million net income for the fiscal year ended
December 26, 2009, after posting net losses in 2006, 2007 and
2008.  AMD reported a net loss of $3.096 billion in fiscal 2008;
$3.359 billion in fiscal 2007; and $138 million in fiscal 2006.

As of December 26, 2009, the Company had total assets of
$9.078 billion against total current liabilities of
$2.210 billion; deferred income taxes of $197 million; long-term
debt and capital lease obligations, less current portion of
$4.252 billion; other long-term liabilities of $695 million; and
noncontrolling interest of $1.076 billion; resulting in
stockholders' equity of $648 million.

                          *     *     *

As reported by the Troubled Company Reporter on October 7, 2009,
Standard & Poor's Ratings Services affirmed Advanced Micro's
'CCC+' corporate credit rating and revised its outlook to positive
from negative.


ADVANCED MICRO: RiskMetrics Recommends Incentive Plan Changes
-------------------------------------------------------------
In an April 13 letter to stockholders, Derrick R. Meyer, Chief
Executive Officer and President of Advanced Micro Devices, Inc.,
said RiskMetrics Group recommends that stockholders approve the
amendment of the Advanced Micro Devices, Inc., 2004 Equity
Incentive Plan.  According to Mr. Meyer, RMG said in a report that
"A vote FOR this amendment is warranted since the estimated
shareholder value transfer of the company's plans . . . is equal
to the allowable cap for the company."

Mr. Meyer notes that RiskMetrics, formerly known as Institutional
Shareholder Services, is the nation's leading proxy voting
advisory service.  RMG provides voting analysis on 20,000
shareholder meetings per year to mutual funds, financial
institutions and hedge funds.

The 2010 Annual Meeting of AMD Stockholders will be held at the
Hyatt Regency Austin, 208 Barton Springs Road, in Austin, Texas,
on Thursday, April 29, 2010.  The meeting will start at 9 a.m.
CDT.

At the meeting, stockholders will be asked to:

     -- elect nine directors;

     -- ratify the appointment of Ernst & Young LLP as independent
        registered public accounting firm for the current fiscal
        year;

     -- approve the amendment of the Advanced Micro Devices, Inc.
        2004 Equity Incentive Plan, as amended and restated, which
        amends the existing plan to increase the number of shares
        authorized for issuance thereunder by 20,500,000 shares;
        and

     -- transact any other business that properly comes before the
        meeting or any adjournment or postponement thereof.

A full-text copy of the Company's proxy statement is available at
no charge at http://ResearchArchives.com/t/s?5ff0

On March 23, 2010, the Compensation Committee of the Company's
Board of Directors adopted policies concerning agreements with the
Company (i) for taxes due as a result of pension payments to
executives and (ii) for severance payments as a result of a
termination of employment following a change in control of the
Company.  The Compensation Committee believes that these policies
are consistent with best practices.

After the date of the adoption of this policy, the Company will
not enter into any agreements with executive officers to reimburse
them for any taxes incurred by them with respect to pension
payments made to them by the Company.

After the date of the adoption of this policy, the Company will
not enter into any change of control provisions with executive
officers that would cause severance payments in the event of a
termination of employment after a change in control of the Company
to exceed (i) two times the sum of the executive officers' (A)
base compensation and (B) target annual bonus, plus (ii) a pro-
rata bonus for the year in which such termination of employment
occurs, assuming performance at target levels.

                   About Advanced Micro Devices

Headquartered in Sunnyvale, California, Advanced Micro Devices
Inc. (NYSE: AMD) -- http://www.amd.com/-- provides innovative
processing solutions in the computing, graphics and consumer
electronics markets.

AMD swung to a $293 million net income for the fiscal year ended
December 26, 2009, after posting net losses in 2006, 2007 and
2008.  AMD reported a net loss of $3.096 billion in fiscal 2008;
$3.359 billion in fiscal 2007; and $138 million in fiscal 2006.

As of December 26, 2009, the Company had total assets of
$9.078 billion against total current liabilities of
$2.210 billion; deferred income taxes of $197 million; long-term
debt and capital lease obligations, less current portion of
$4.252 billion; other long-term liabilities of $695 million; and
noncontrolling interest of $1.076 billion; resulting in
stockholders' equity of $648 million.

                          *     *     *

As reported by the Troubled Company Reporter on October 7, 2009,
Standard & Poor's Ratings Services affirmed Advanced Micro's
'CCC+' corporate credit rating and revised its outlook to positive
from negative.


AMERICAN HOMEPATIENT: Enters Into 10th Forbearance Deal on Debt
---------------------------------------------------------------
American HomePatient, Inc., has entered into a tenth forbearance
agreement with NexBank, SSB, the agent for its senior debt, and
the holders in interest of a majority of the senior debt.

Approximately $226 million was due to be repaid in full on the
maturity date of August 1, 2009 pursuant to the terms of the
Company's secured promissory note.  The Company and its lenders
continue to work toward a resolution of the debt maturity issue.
Under the forbearance agreement, the lenders may not take any
actions against the Company available to them as a result of the
default, prior to May 16, 2010.

American HomePatient, Inc., is one of the nation's largest home
health care providers with operations in 33 states.  Its product
and service offerings include respiratory services, infusion
therapy, parenteral and enteral nutrition, and medical equipment
for patients in their home.  American HomePatient, Inc.'s common
stock is currently traded in the over-the-counter market or, on
application by broker-dealers, in the NASD's Electronic Bulletin
Board under the symbol AHOM or AHOM.OB.


AMERICAN RESIDENTIAL: S&P Gives Neg. Outlook; Affirms 'B' Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
outlook on Memphis, Tenn.-based American Residential Services LLC
to negative from stable.  At the same time, S&P affirmed its
ratings on ARS, including the 'B' corporate credit rating.

In addition, Standard & Poor's affirmed its issue-level and
recovery ratings on ARS's $165 million (increased from
$150 million originally) senior secured second-lien notes due
2015, which will be issued under Rule 144A without registration
rights.  The $165 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% to 50%)
recovery in the event of a payment default.  Ratings are based on
preliminary terms and are subject to review upon receipt of final
information.

"The outlook revision reflects S&P's view that ARS is pursuing a
more aggressive financial policy than originally expected, and
that the company's EBITDA interest coverage ratio will be below
medians over the next several quarters, about 1.6x on a pro forma
basis, which is weak for the current rating category," explained
Standard & Poor's credit analyst Mark Salierno.  S&P expects that
the company will strengthen its key metrics from current levels
and maintain credit protection measures at or better than the 'B'
rating category medians, and that the company will restore its
interest coverage ratio closer to 2x in the near term through
continued improvement in operating performance.  S&P estimates
that following the upsized transaction, total funded debt
outstanding will be about $169 million, and pro forma adjusted
debt to EBITDA will be about 5.4x, compared with S&P's original
expectation of leverage in the 5x-area.

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.

Privately held and majority owned by CI Partners, ARS has a narrow
business focus and participates in extremely competitive niche
service industries, including plumbing, heating, venting, and air
condition 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
benefit's from its scale relative to its competitors.

The negative outlook reflects S&P's view that the increased debt
issue represents a more aggressive financial policy than
originally anticipated.  S&P still expects ARS to continue to grow
EBITDA and strengthen credit measures that are consistent with
rating category medians, although S&P would consider a lower
rating if margin improvement reverses and liquidity weakens, which
could result in a meaningful increase in debt leverage and
deterioration in cash flow measures.  Specifically, S&P estimates
that EBITDA coverage of interest expense would fall below the 1.5x
area in the event EBITDA declines by about 15% or more, which
could result in a downgrade.  S&P would consider a stable outlook
if the company demonstrates further consistency in operating
performance and margin expansion, while maintaining good liquidity
and improved cash flow metrics.  An upgrade is less likely in the
near term, but S&P could consider it over time if ARS reduces and
sustains leverage below 3.5x.


AMIR'S ANTIQUES: Case Summary & 6 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Amir's Antiques & Decorative Rugs, Inc.
        9441 Brink Road
        Germantown, MD 20874

Bankruptcy Case No.: 10-12749

Chapter 11 Petition Date: April 8, 2010

Court: United States Bankruptcy Court
       Eastern District of Virginia (Alexandria)

Judge: Not Available

Debtor's Counsel: Leslie D. Silverman, Esq.
                  Law Offices of Leslie D. Silverman
                  4704 Hollywood Road
                  College Park,, MD 20704
                  Tel: (301) 441-9000
                  Fax: (301) 441-4704
                  E-mail: lsilver33@aol.com

Estimated Assets: $1,000,0000, to $10,000,000

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

A list of the Company's 6 largest unsecured creditors filed
together with the petition is available for free at:

                 http://bankrupt.com/misc/vaeb10-12749.pdf

The petition was signed by Mehdi Navid, President


ARLIE & COMPANY: Files Amended Schedules of Assets and Liabilities
------------------------------------------------------------------
Arlie & Company filed with the U.S. Bankruptcy Court for the
District of Oregon amended items in A and B of the schedules of
assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property              $219,566,889
  B. Personal Property            $7,625,034
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                       N/A
  E. Creditors Holding
     Unsecured Priority
     Claims                                               N/A
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                               N/A
                                 -----------      -----------
        TOTAL                   $227,191,924              N/A

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

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


ASSOCIATED MATERIALS: Reports $24,073,000 Net Income for 2009
-------------------------------------------------------------
Associated Materials, LLC, filed with the Securities and Exchange
Commission its annual report on Form 10-K for the year ended
January 2, 2010.

Associated Materials reported net income of $24,073,000 for the
year ended January 2, 2010, from net income of $21,236,000 for the
year ended January 3, 2009, and net income of $39,655,000 for the
year ended December 29, 2007.  Net sales were $1,046,107,000 for
the year ended January 2, 2010, from $1,133,956,000 for the year
ended January 3, 2009, and $1,204,056,000 for the year ended
December 29, 2007.

At January 2, 2010, the Company had total assets of $786,797,000
against total current liabilities of $171,128,000, deferred income
taxes of $43,303,000, other liabilities of $61,326,000, and long-
term debt of $207,552,000, resulting in member's equity of
$303,488,000.

A full-text copy of the Company's annual report is available at no
charge at http://ResearchArchives.com/t/s?5ffb

                   About Associated Materials

Based in Cuyahoga Falls, Ohio, Associated Materials LLC fka
Associated Materials Inc. -- http://www.associatedmaterials.com/
-- is a manufacturer of exterior residential building products,
which are distributed through company-owned distribution centers
and independent distributors across North America.  AMI produces a
broad range of vinyl windows, vinyl siding, aluminum trim coil,
aluminum and steel siding and accessories, as well as vinyl
fencing and railing.  AMI is a privately held, wholly owned
subsidiary of Associated Materials Holdings Inc., which is a
wholly-owned subsidiary of AMH, which is a wholly owned subsidiary
of AMH II, which is controlled by affiliates of Investcorp S.A.
and Harvest Partners Inc.

                          *     *     *

In June 18, 2009, Standard & Poor's Ratings Services affirmed its
'CCC+' corporate credit ratings and negative outlook on AMH
Holdings Inc. and Associated Materials Inc.  S&P says the ratings
and outlook on AMH Holdings and AMI incorporate a highly leveraged
financial profile and a significant increase in cash interest
expense starting September 2009.


ATP OIL: S&P Assigns Corporate Credit Rating at 'B'
---------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to independent oil and gas company ATP Oil & Gas
Corp.  S&P also assigned a 'B' issue-level rating on ATP's
proposed $1.5 billion senior second-lien notes.  The recovery
rating on this debt is '4', indicating expectations of average
(30%-50%) recovery in the event of a payment default.

Independent exploration and production company ATP Oil & Gas Corp.
plans to issue $1.5 billion in senior second-lien notes due 2015
and use those notes to repay its outstanding term loans.  ATP
concomitantly intends to arrange a $100 million senior secured
credit facility.

"The ratings on Houston-based ATP reflect its participation in the
cyclical and highly competitive oil and gas industry, its evolving
deep-water development strategy in the Gulf of Mexico, execution
risk related to developing and establishing production platforms,
high capital spending requirements, lumpy production numbers, and
elevated debt leverage levels," said Standard & Poor's credit
analyst Patrick Lee.  The ratings also reflect the potential for
significant production growth in 2010, an experienced management
team, and good production mix between crude oil and natural gas.

S&P finds ATP's business risk profile to be vulnerable.  ATP seeks
to acquire and develop reserves from large independents and
integrated companies that would otherwise remain undeveloped,
often due to their small scale relative to other assets of these
entities.  As of Dec. 31, 2009, ATP had net proved reserves of
135.2 million barrels of oil equivalent (mmboe), 58% of which was
crude oil and 13% of which was proved developed.  Around 68% of
the reserves were located in the Gulf of Mexico, which typically
exhibit sharp decline curves.  Since 2004, the company has
gradually shifted from exploiting its expertise in the Gulf of
Mexico shelf to newer, deeper water markets.  Whether ATP can
replicate its success in the Gulf of Mexico shelf in more complex,
deeper waters is a concern.

The stable outlook reflects S&P's expectation that ATP will see
sizable production growth from the ATP Titan and other projects,
augmenting cash flow, and improving credit metrics.  Near-term
prospects for an upgrade are minimal due to the company's sizable
capital needs, limited liquidity, and considerable deepwater
development risk that has yet to be vetted over a number of years.
S&P may downgrade the company if liquidity tightens markedly or if
production stalls with respect to the Telemark hub and other
projects so that credit metrics do not improve by the end of 2010.


BALLY TECHNOLOGIES: Moody's Assigns 'Ba2' Rating on $75 Mil. Loan
-----------------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to Bally
Technologies, Inc.'s new $75 million revolving credit facility
that expires in March 2014.  The company's Ba2 Corporate Family
and Probability of Default ratings were affirmed along with the
Ba2 rating on its $225 million term loan due September 2012 and
$75 million revolving credit facility expiring September 2012.
Bally's has a stable outlook and SGL-1 Speculative Grade Liquidity
rating.

The ratings reflect Bally's game development and technology risks,
and an uncertain outlook for slot machine replacement demand and
gaming play levels.  Ratings are supported by a good product line-
up, increasing market share, solid returns and margins, low
leverage, and strong interest coverage.  "Although Bally recently
revised its earning guidance slightly downward, the company's
credit profile is expected to remain solid," stated Peggy
Holloway, Moody's Vice President.  As of the last twelve months
ended 12/31/09, debt to EBITDA was just 0.7 times and
EBITDA/interest was 19 times.  The stable ratings outlook
anticipates that credit metrics may deteriorate modestly given
weak replacement demand and possible debt supported share
repurchase activity.

Ratings affirmed and assessments updated:

Bally Technologies, Inc.

  -- $75 million senior secured guaranteed revolving credit
     facility at Ba2 (LGD 4,51%) from (LGD 4, 52%)

  -- $225 million senior secured term loan at Ba2 (LGD 4, 51%)
     from (LGD 4, 52%)

Speculative Grade Liquidity rating at SGL-1

Rating assigned:

  -- $75 million senior secured guaranteed revolving credit
     facility due March 2014 at Ba2 (LGD 4, 51%)

Moody's most recent rating action for Bally occurred on
September 3, 2009, when Moody's upgraded the company's Corporate
Family rating and Probability of Default rating to Ba2 from Ba3.

Bally Technologies, Inc. (manufactures, distributes and operates
games devices and computerized monitoring and accounting systems
for gaming devices sold to the legalized gambling industry.  The
company generates annual revenues of about $823 million.


BAKARR ENTERPRISES: Case Summary & 18 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Bakarr Enterprises, Inc
        935 Wake Dr.
        Westerville, OH 43082

Bankruptcy Case No.: 10-54101

Chapter 11 Petition Date: April 8, 2010

Court: United States Bankruptcy Court
       Southern District of Ohio (Columbus)

Judge: John E. Hoffman Jr.

Debtor's Counsel: Matthew J Thompson, Esq.
                  Nobile & Thompson Co., L.P.A.
                  4511 Cemetery Road, Suite B
                  Hilliard, OH 43026
                  Tel: (614) 529-8600
                  Fax: 614-529-8656
                  E-mail: hrobinson@ntlegal.com

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

Estimated Debts: $1,000,0000, to $10,000,000

A list of the Company's 18 largest unsecured creditors filed
together with the petition is available for free at:

         http://bankrupt.com/misc/ohsb10-54101.pdf

The petition was signed by Abu Bundu, President.


BEAZER HOMES: Deutsche Bank Holds 4.61% of Common Stock
-------------------------------------------------------
Deutsche Bank AG disclosed it may be deemed to beneficially own
2,878,815 shares or roughly 4.61% of the common stock of Beazer
Homes USA, Inc.

                       About Beazer Homes

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

The Company reported $2.02 billion in total assets and
$1.77 billion in total liabilities, resulting to a $250.0 million
stockholders' equity, as of Dec. 31, 2009.  At September 30, 2009,
Beazer had $2,029,410,000 in total assets, including $507,339,000
in cash and cash equivalents, against $1,832,855,000 in total
liabilities, resulting in $196,555,000 in stockholders' equity.
Beazer had $374,851,000 in stockholders' equity at September 30,
2008.

                          *     *     *

According to the Troubled Company Reporter on April 6, 2010,
Standard & Poor's Ratings Services raised its corporate credit
rating on Beazer Homes USA Inc. to 'CCC+' from 'CCC'.  At the same
time, S&P raised its rating on roughly $1.3 billion of senior
secured, senior unsecured, and subordinated notes.  The rating
outlook is positive.


BAINBRIDGE SHOPPING: Files for Chapter 11 Protection
----------------------------------------------------
Market Place filed for Chapter 11 bankruptcy protection, listing
assets of $94,000, and $45.7 million in liabilities.  The Company
was filed under the name Bainbridge Shopping Center II LLC,
according to Paul Brinkmann at Business Journal of South Florida.

Market Place owns a shopping center at Four Corners in Bainbridge,
Ohio, outside of Cleveland.


BAUSCH & LOMB: Moody's Gives Stable Outlook; Affirms 'B2' Ratings
-----------------------------------------------------------------
Moody's Investors Service changed the rating outlook of Bausch &
Lomb Incorporated to stable from negative.  At the same time,
Bausch's Speculative Grade Liquidity Rating was raised to an SGL-2
from SGL-3 while all debt ratings were affirmed.

The stable outlook reflects Moody's view that Bausch's organic
growth rates have stabilized and should benefit from new product
launches over the next year.  The outlook further assumes that a
recent change in senior management will not result in significant
operational disruption or strategic shifts.  Moody's expect free
cash flow generation to remain pressured in the short-run, but
should strengthen as restructuring related outflows wind-down.

"New product launches should help Bausch maintain moderate growth
rates during 2010," said Diana Lee, a Moody's Senior Credit
Officer.  "Combined with improved margins from cost-cutting
initiatives, cash flow generation should improve over time," Lee
continued.

The B2 Corporate Family Rating considers very high leverage,
modest free cash flow relative to debt, ongoing litigation risk
stemming from tax and product recall matters, and the presence of
larger, more diversified competitors.  Positive offsets include
Bausch's brand equity, geographic diversity and its good size
relative to other "B" rated companies.

The SGL-2 rating reflects Bausch's ability to fund operating needs
over the next 12 months with internal cash although the company
may need to tap its revolver to refinance upcoming debt
maturities.

These ratings were affirmed with a stable outlook:

Bausch & Lomb Incorporated

  -- Corporate Family Rating at B2
  -- Probability of Default Rating at B2
  -- $500 million Senior Secured Revolver at B1,LGD3,37%
  -- $1,200 million U.S.  Senior Secured Term Loan at B1,LGD3,37%
  -- $300 million Delayed Draw Term Loan at B1,LGD3,37%
  -- $650 million Senior Unsecured Notes at Caa1,LGD5,89%

Bausch & Lomb, B.V.:

  -- $575 million European Senior Secured Term Loan at B1,LGD3,37%

Rating upgraded:

Bausch & Lomb Incorporated

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

The last rating action taken on Bausch was on April 1, 2009 when
the rating outlook was changed to negative from stable.  At the
same time, the company's SGL was moved to SGL-3 from SGL-2.

Headquartered in Rochester, New York, Bausch & Lomb Incorporated
is a leading worldwide provider of eyecare products, including
contact lens, lens care, ophthalmic pharmaceuticals, and surgical
products.  Bausch was acquired by Warburg Pincus, a private equity
firm in October 2007.


BERRY CHILL: Files for Chapter 11 Bankruptcy Protection
-------------------------------------------------------
David Sterrett at Chicago Business reports that Berry Chill filed
for Chapter 11 bankruptcy protection, listing both assets and
debts of between $1 million and $10 million.  The Company blamed
the filing on the opening several stores in bad locations.

The Company owes $447,000 to Drinker Biddle & Reath LLP and
$309,000 to Illinois Department of Revenue.

Berry Chill -- http://www.berrychill.com/-- sells chilled yogurt.


BLOCKBUSTER INC: Icahn Ceases to Be More Than 5% Shareholder
------------------------------------------------------------
Icahn Enterprises L.P. and its affiliated companies disclosed that
on April 7, 2010, they ceased to be the beneficial owners of more
than 5% of either the Class A or Class B common stock of
Blockbuster Inc.

On April 6, 2010, Icahn et al. sold 48,234 Class A shares for
$0.25 a share.  On April 6 and 7, 2010, Icahn et al. sold
4.06 million in Class B shares for $0.19 or $0.20 apiece.

On April 6, 2010, Icahn et al. sold 3,795 shares of preferred
stock -- which were convertible into 736,894 shares of Class A
Shares -- for an aggregate sale price of $186,714 or $49.20 per
share.

As of the close of business on April 7, 2010, Icahn et al. may be
deemed to beneficially own, in the aggregate, 5,216,719 Class A
Shares -- composed of 23,515 Class A Shares which Icahn et al. own
an 5,193,204 additional Class A Shares which they would hold if
the approximately $26,745,000 of the face amount of the Preferred
Shares held by Icahn et al. were fully converted into Class A
Shares -- representing approximately 3.50% of Blockbuster's
outstanding Class A Shares -- based upon 142,451,398 Class A
Shares and 72,000,000 Class B Shares stated to be outstanding as
of April 2, 2010.

                      About Blockbuster Inc.

Dallas-Tex.-based Blockbuster Inc. is a leading global provider of
rental and retail movie and game entertainment, with over 6,500
stores in the United States, its territories and 17 other
countries as of January 3, 2010.

The Company's balance sheet as of January 3, 2010, showed
$1.538 billion in assets and $1.852 billion of debts, for a
stockholders' deficit of $314.3 million.

PricewaterhouseCoopers LLP, in Dallas, expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted that the Company has incurred a net
loss from operations for the year ended January 3, 2010, and has a
stockholders' deficit as of January 3, 2010.  In addition, the
increasingly competitive industry conditions under which the
Company operates have negatively impacted the Company's results of
operations and cash flows and may continue to in the future.

                           *     *     *

As reported in the Troubled Company Reporter on March 22, 2010,
Standard & Poor's Ratings Services lowered its corporate credit
rating on Dallas-based Blockbuster Inc. to 'CC' from 'CCC'.  The
'CC' rating indicates that, in S&P's opinion, Blockbuster is
highly vulnerable to default.  The outlook is negative.


BLOCKBUSTER INC: Meyer Advised on $140MM Cost Savings Plan
----------------------------------------------------------
Gregory S. Meyer, CFA, told Blockbuster Inc. shareholders in an
open letter on Monday that he advised a "key member" of
Blockbuster's Board of Directors in May 2005 of a plan that would
have allowed the Company to realize over $140 million per year in
cost savings.

Mr. Meyer is eyeing a seat in Blockbuster's Board of Directors,
and seeking shareholders' support of his candidacy for a board
seat.  As reported by the Troubled Company Reporter, Blockbuster
has snubbed the move.  In a press release on April 8, CEO Jim
Keyes stated "While we have an appreciation for Mr. Gregory
Meyer's investment and interest in the company, those are not
sufficient reasons for his candidacy for the board."

In his May 2005 letter to the key board member -- which Mr. Meyer
declined to identify to protect his privacy -- Mr. Meyer said
Blockbuster's labor costs can be significantly reduced through the
use of Automated DVD rental kiosks which enable customers to rent
DVDs 24/7 while at the same time reducing store hours.  "If store
hours were reduced by just 3 hours per day, we estimate that
Blockbuster's 6500 stores could achieve over $140 million per year
in cost savings.  This could be done without diminishing the value
proposition to customers.  In fact, by having a DVD rental kiosk
in its front window, Blockbuster could offer DVD rentals 24/7 and
thereby actually increase its topline revenues with a reduced cost
base," the letter said.

Mr. Meyer noted that at the time of his 2005 proposal, Blockbuster
was trading above $9 per share.  Blockbuster shares traded at
$0.2870 as of April 13, according to data from Yahoo! Finance.

Mr. Meyer on Monday told shareholders the content of the 2005
letter "speaks for itself, as does the failure of the Blockbuster
board to act on its message, to the detriment of all
stakeholders."

"Imagine what Blockbuster's balance sheet would look like today if
the firm had saved $140 million annually for the past 5 years.
Shareholders should keep in mind that at the time the letter was
sent, the leading kiosk operator had just a few hundred machines
installed nationwide compared to well over 20,000 today, and that
firm would have had severe difficulty raising financing had
Blockbuster entered the kiosk channel in a meaningful way, which
it could have done with minimal capex.  This missed opportunity is
the reason one of Blockbuster's toughest competitors exists
today," Mr. Meyer said.

Mr. Meyer said he is the beneficial owner of 620,000 shares of
Class A common stock and 25,000 shares of Class B common stock of
Blockbuster Inc., representing approximately 0.44% of the
outstanding shares of Class A common stock of the Company.

Blockbuster will hold its annual meeting of stockholders May 26,
2010, at 10:00 a.m. Central Standard Time, at 1201 Elm Street,
42nd Floor, in Dallas, Texas.

A full-text copy of Mr. Meyer's proxy statement is available at no
charge at http://ResearchArchives.com/t/s?5ff6

                      About Blockbuster Inc.

Dallas-Tex.-based Blockbuster Inc. is a leading global provider of
rental and retail movie and game entertainment, with over 6,500
stores in the United States, its territories and 17 other
countries as of January 3, 2010.

The Company's balance sheet as of January 3, 2010, showed
$1.538 billion in assets and $1.852 billion of debts, for a
stockholders' deficit of $314.3 million.

PricewaterhouseCoopers LLP, in Dallas, expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted that the Company has incurred a net
loss from operations for the year ended January 3, 2010, and has a
stockholders' deficit as of January 3, 2010.  In addition, the
increasingly competitive industry conditions under which the
Company operates have negatively impacted the Company's results of
operations and cash flows and may continue to in the future.

                           *     *     *

As reported in the Troubled Company Reporter on March 22, 2010,
Standard & Poor's Ratings Services lowered its corporate credit
rating on Dallas-based Blockbuster Inc. to 'CC' from 'CCC'.  The
'CC' rating indicates that, in S&P's opinion, Blockbuster is
highly vulnerable to default.  The outlook is negative.


BUFFETS HOLDINGS: Trustee Sues Former Owners Sentinel & Caxton
--------------------------------------------------------------
Santosh Nadgir at Reuters reports that JLL Consultants Inc.,
trustee in charge of recovering money for creditors in Buffets
Holdings Inc.' case, sued former owners Sentinel Capital Partners
and Caxton-Iseman Capital nka CI Capital Partners alleging that
they received million of dollars in fees and dividends after they
acquired Buffets in 2000 in a leveraged deal valued at
$643 million.  The trustee told the court in Minnesota that the
former owners bilked millions of dollars.

                     About Buffets Holdings

Headquartered in Eagan, Minnesota, Buffets Holdings Inc. --
http://www.buffet.com/-- is the parent company of Buffets,
Inc., which operates 626 restaurants in 39 states, comprised of
615 steak-buffet restaurants and eleven Tahoe Joe's Famous
Steakhouse restaurants, and franchises sixteen steak-buffet
restaurants in six states.  The restaurants are principally
operated under the Old Country Buffet, HomeTown Buffet, Ryan's and
Fire Mountain brands.  Buffets, Inc., employs approximately 37,000
team members and serves approximately 200 million customers
annually.

Buffets and all of its subsidiaries filed Chapter 11 protection on
January 22, 2008 (Bankr. D. Del. Case Nos. 08-10141 to 08-10158).
Joseph M. Barry, Esq., M. Blake Cleary, Esq., and Pauline K.
Morgan, Esq., at Young Conaway Stargatt & Taylor LLP, represent
the Debtors in their restructuring efforts.  The Debtors selected
Epiq Bankruptcy Solutions LLC as claims and balloting agent.  The
U.S Trustee for Region 3 appointed seven creditors to serve on an
Official Committee of Unsecured Creditors.  The Committee selected
Otterbourg Steindler Houston & Rosen PC and Pachulski Stang Ziehl
Young & Jones as counsels.

Buffets emerged from Bankruptcy in April 2009.  In connection with
its Chapter 11 plan, Buffets obtained a $117.5 million in new
first lien exit financing from various lenders.  This financing
was in addition to a $139.8 million in second lien rollover
financing remaining from the pre-petition lenders.


BUTTRUM GOODYEAR: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Buttrum Goodyear Commerce Center, LLC
        1725 West Williams
        Suite 51
        Phoenix, AZ 85027

Chapter 11 Case No.: 10-10712

Chapter 11 Petition Date: April 13, 2010

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

Judge: Eileen W. Hollowell

Debtor's Counsel: Don C. Fletcher, Esq.
                  Lake and Cobb
                  1095 West Rio Salado Parkway #206
                  Tempe, AZ 85281
                  Tel: (602) 523-3000
                  Fax: (602) 523-3001
                  Email: dfletcher@lakeandcobb.com

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

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

The petition was signed by Roger Buttrum, a member at the company.

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


CABLEVISION SYSTEM: Fitch Assigns 'B-' Rating on $750 Mil. Notes
----------------------------------------------------------------
Fitch Ratings has assigned a 'B-' rating to Cablevision System
Corporation's $750 million issuance of 7.75% senior unsecured
notes due 2018 and $500 million issuance of 8% senior unsecured
notes due 2020.  Proceeds generated from the issuance are expected
to be used to fund the cash tender offer for CVC's 8% senior notes
due 2012 as well as general corporate purposes.  CVC and its
subsidiary CSC Holdings, Inc. have a 'BB-' Issuer Default Rating,
and all the ratings have a Stable Rating Outlook.  As of Dec. 31,
2009, CVC had approximately $11.4 billion of debt outstanding.

Fitch also indicates that the 'BB+' rating assigned to CSC's
senior secured credit facility (approximately $4.1 billion
outstanding as of Dec. 31, 2009) will not be affected by the
company's announced amendment and extension of scheduled bank debt
maturities.  More specifically CSC received required consents
to extend the commitment expiration date of approximately
$820 million of commitments under its $1 billion revolving
credit facility from February 2012 to March 2015.  Additionally
the lenders agreed to extend the maturity date of $460 million
outstanding under its existing $650 million Term Loan A credit
facility from February 2012 to March 2015, and extend
approximately $1.7 billion outstanding under its existing
$2.2 billion Term Loan B from March 2013 to March 2016.  Finally,
the size of CSC's revolver commitment increased by approximately
$410 million (maturing during March 2015).

The anticipated tender of CVC's senior notes due 2012 coupled with
the extension of scheduled credit facility amortization and
revolver commitments improves CVC's liquidity position and
financial flexibility by alleviating a material portion of the
refinancing risk associated with the large scheduled maturity
towers during 2011 through 2013.  As of Dec. 31, 2009, scheduled
debt maturities during 2011 and 2012 totaled approximately
$4.4 billion.  Importantly, Fitch believes that 2012 scheduled
maturities, totaling approximately $3.4 billion, will be reduced
to under $800 million.  Scheduled maturities during 2013, which
totaled approximately $1.5 billion as of Dec. 31, 2009, are
expected to be reduced to approximately $1 billion.  As of
March 31, 2010, $200 million was outstanding under CSC's revolver
leaving nearly $1.2 billion of available borrowing capacity after
adjusting for the transactions.

Overall, Fitch's ratings for CVC reflect the solid operating
profile and competitive strength of the company's core cable
business derived from its tightly clustered subscriber base,
efficiently managed cable plant, and growing revenue diversity
owing to the success of CVC's Triple Play service offering and
growing commercial business.  CVC's scale and system clustering
provide the company with competitive advantages in terms of
driving higher operating efficiencies through its cable plant,
taking cost out of customer premise equipment, lowering
programming costs growth, and positioning the company to enhance
its product offerings so that it can differentiate them from the
competition's offering.  CVC's cable business consistently
produces industry leading service penetration levels, average
revenue per unit and ARPU growth rates in an increasingly
competitive operating environment.  Within the context of existing
competitive pressures and weak economic conditions, the ratings
incorporate Fitch's expectation that the company will continue to
generate solid operating metrics and sustainable free cash flow
growth over Fitch's rating horizon.  Additionally, the ratings
recognize that ARPU, revenue and EBITDA growth rates will slow
relative to historical growth rates.

Also incorporated in CVC's ratings are the continuing
strengthening of the company's credit profile, its improved
liquidity position and financial flexibility and Fitch's
expectation of sustainable free cash flow generation.  On a
consolidated basis, CVC's leverage metric for the last 12 months
ended Dec. 31, 2009 was 4.4 times, reflecting steady improvement
from 6.86x as of year-end 2006.  Fitch expects that CVC's leverage
metric will improve modestly during 2010 due to lower debt levels
and ongoing EBITDA growth.  After generating nearly $383 million
of free cash flow during 2008, CVC produced nearly $704 million of
free cash flow during 2009.  Based on the expectation of a stable
operating profile and modestly declining capital intensity, Fitch
believes that CVC is positioned to generate consistent levels of
free cash flow during the current rating horizon.

Rating concerns center on CVC's ability to maintain its relative
competitive position given the changing competitive and economic
environment, growing revenues beyond its core Triple Play service
offering, efficiently managing its cable plant to maximize
desirable high-definition content while balancing capital
expenditures to maximize free cash flow generation.  Fitch
believes event risks surrounding CVC's acquisition and non-core
investment strategy as well as its financial policies related to
the allocation of capital to CVC shareholders is expected to
remain a key rating consideration.

The Stable Outlook reflects Fitch's expectation that CVC's
operating profile will remain relatively consistent during the
near term in the face of competition and slowing economic
conditions.  Further, the Stable Outlook considers that the
company will accommodate non-core acquisitions and investments in
a credit neutral manner as well as the absence of other leveraging
transactions.


CABLEVISION SYSTEMS: Annual Stockholders' Meeting on May 21
-----------------------------------------------------------
The annual meeting of stockholders of Cablevision Systems
Corporation will be held at 10:00 a.m. on May 21, 2010, at the
corporate headquarters building at 1111 Stewart Avenue, in
Bethpage, New York.  The purpose of the meeting is to:

     -- elect directors;
     -- ratify appointment of independent registered public
        accounting firm; and
     -- conduct other business if properly raised.

Management will also report on the Company's activities during
2009.

Only stockholders of record on March 31, 2010, may vote at the
meeting.

A full-text copy of the Company's proxy statement is available at
no charge at http://ResearchArchives.com/t/s?5ff2

On February 9, 2010, Cablevision distributed to its stockholders
all of the common stock of Madison Square Garden, Inc., a company
which owns the sports, entertainment and media businesses
previously owned and operated by the Madison Square Garden segment
of Cablevision.  The Distribution took the form of a distribution
by Cablevision of one share of MSG, Inc. Class A Common Stock for
every four shares of Cablevision NY Group Class A Common Stock
held of record at the close of business in New York City on
January 25, 2010, and one share of MSG, Inc. Class B Common Stock
for every four shares of Cablevision NY Group Class B Common Stock
held of record on the Record Date.

On February 9, 2010, immediately prior to the Distribution, CSC
Holdings, LLC, distributed to Cablevision, its sole member, all of
the common stock of MSG, Inc.

Subsequent to the Distribution, Cablevision and CSC Holdings will
no longer consolidate the financial results of MSG, Inc. for the
purpose of their own financial reporting.  After the date of
Distribution, the historical combined financial results of MSG,
Inc. will be reflected in the consolidated financial statements of
Cablevision and CSC Holdings as discontinued operations for all
periods presented through the Distribution date, beginning with
the financial statements to be filed for the quarter ending March
31, 2010.  Cablevision has filed with the Securities and Exchange
Commission unaudited pro forma consolidated balance sheets of
Cablevision and CSC Holdings dated as of December 31, 2009, and
unaudited pro forma consolidated statements of operations of
Cablevision and CSC Holdings for the years ended December 31,
2009, 2008 and 2007, in each case giving effect to the
Distribution.  A full-text copy of the unaudited pro forma
consolidated balance sheets is available at no charge at
http://ResearchArchives.com/t/s?5ff3

The Company also filed with the SEC the Indenture, dated
September 23, 2009, relating to its $900,000,000 8-5/8% Senior
Notes due 2017.  A full-text copy of the Indenture is available at
no charge at http://ResearchArchives.com/t/s?5ff4

Cablevision Systems reported net earnings of $285.3 million on
revenue of $7.77 billion for the year ended December 31, 2009,
compared with a net loss of $236.17 million on revenue of
$7.23 billion for 2008.  Cablevision reported $9.32 billion in
total assets and $14.47 billion in total liabilities, resulting to
a $5.16 billion stockholders' deficit as of December 31, 2009.

                    About Cablevision Systems

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

                          *     *     *

Cablevision carries Standard & Poor's 'BB' corporate credit rating
and Moody's "Ba2" Corporate Family and Probability of Default
Ratings.


CABLEVISION SYSTEMS: CSC Lenders Agree to Extend Loan Maturity
--------------------------------------------------------------
Cablevision Systems Corp. said its subsidiary, CSC Holdings, has
received required consents from its lenders under its credit
facility to:

     -- extend the commitment expiration date of approximately
        $820 million of the commitments under its $1.0 billion
        revolving credit facility from February 2012 to March
        2015;

     -- extend the maturity date of approximately $460 million of
        its existing $650 million Term Loan A from February 2012
        to March 2015; and

     -- extend the maturity date of approximately $1.7 billion of
        its existing $2.2 billion Term Loan B from March 2013 to
        March 2016.

CSC Holdings also has reached agreements with lenders to increase
commitments under its revolving credit facility by approximately
$410 million, also with a commitment expiration date of March
2015.

"These transactions are consistent with our desire to lengthen our
debt maturity profile, and to reduce the volume of maturities in
the 2012-2013 timeframe," Cablevision said in a regulatory filing.
The closing of the amendments to the CSC Holdings credit facility
to effect these changes was expected to occur on April 13, 2010,
subject to the satisfaction of customary closing conditions.

                    About Cablevision Systems

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

Cablevision Systems reported net earnings of $285.3 million on
revenue of $7.77 billion for the year ended December 31, 2009,
compared with a net loss of $236.17 million on revenue of
$7.23 billion for 2008.  Cablevision reported $9.32 billion in
total assets and $14.47 billion in total liabilities, resulting to
a $5.16 billion stockholders' deficit as of December 31, 2009.

                          *     *     *

Cablevision carries Standard & Poor's 'BB' corporate credit rating
and Moody's "Ba2" Corporate Family and Probability of Default
Ratings.


CABLEVISION SYSTEMS: To Issue 2018 & 2020 Notes to Raise $1.224BB
-----------------------------------------------------------------
Cablevision Systems Corporation is seeking to issue:

     -- $750,000,000 of 7.75% Senior Notes due 2018; and
     -- $500,000,000 of 8.00% Senior Notes due 2020.

In a regulatory filing on Monday, the Company said it estimates
that the net proceeds from the offering will be approximately
$1.224 billion, after deducting the underwriting discounts and
commissions and estimated expenses payable by the Company.

Cablevision intends to use the net proceeds from the offering to
address upcoming debt maturities, including in the tender offer it
has commenced for $1 billion of its 8% Senior Notes due 2012, and
for general corporate purposes.

Cablevision said it expects to raise additional funds in the
future.

The Joint Book-Running Managers for the offering are:

     * J.P. Morgan Securities Inc.
     * Banc of America Securities LLC
     * Barclays Capital Inc.
     * Citigroup Global Markets Inc.
     * Credit Suisse Securities (USA) LLC
     * Goldman, Sachs & Co.
     * RBS Securities Inc.
     * UBS Securities LLC

The Co-Managers for the offering are:

     * SunTrust Robinson Humphrey, Inc.
     * U.S. Bancorp Investments, Inc.
     * Morgan Stanley & Co. Incorporated

A full-text copy of the Final Term Sheet filed by the Company with
the Securities and Exchange Commission is available at no charge
at http://ResearchArchives.com/t/s?5ff5

                    About Cablevision Systems

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

Cablevision Systems reported net earnings of $285.3 million on
revenue of $7.77 billion for the year ended December 31, 2009,
compared with a net loss of $236.17 million on revenue of
$7.23 billion for 2008.  Cablevision reported $9.32 billion in
total assets and $14.47 billion in total liabilities, resulting to
a $5.16 billion stockholders' deficit as of December 31, 2009.

                          *     *     *

Cablevision carries Standard & Poor's 'BB' corporate credit rating
and Moody's "Ba2" Corporate Family and Probability of Default
Ratings.


CAJUN CONCRETE: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Cajun Concrete Services, Inc.
        42723 Merchants Court
        Ponchatoula, LA 70454

Bankruptcy Case No.: 10-11161

Chapter 11 Petition Date: April 7, 2010

Court: U.S. Bankruptcy Court
       Eastern District of Louisiana (New Orleans)

Judge: Elizabeth W. Magner

Debtor's Counsel: Paul Douglas Stewart, Jr., Esq.
                  Stewart Robbins & Brown, LLC
                  P.O. Box 66498
                  Baton Rouge, LA 70896-6498
                  Tel: (225) 231-9998
                  Fax: (225) 709-9467
                  E-mail: dstewart@stewartrobbins.com

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

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

A copy of the Company's list of 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/laeb10-11161.pdf

The petition was signed by Harry G. LeBlanc III, president.


CAMERON-811 RUSK: Files Schedules of Assets and Liabilities
-----------------------------------------------------------
Cameron-811 Rusk, L.P., filed with the U.S. Bankruptcy Court for
the Southern District of Texas its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                $8,473,512
  B. Personal Property              $492,053
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $15,700,683
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                          $134,016
                                 -----------      -----------
        TOTAL                     $8,965,565      $15,834,699

Houston, Texas-based Cameron-811 Rusk, L.P., filed for Chapter 11
bankruptcy protection on March 2, 2010 (Bankr. S.D. Texas Case No.
10-31856).  Adrian Stanley Baer, Esq., who has an office in
Cordray Tomlin PC, assists the Company in its restructuring
effort.  The Company estimated its assets and liabilities at
$10,000,001 to $50,000,000.


CAMERON 6001: Chapter 11 Case Summary & Unsecured Creditor
----------------------------------------------------------
Debtor: Cameron 6001, LLC, an Arizona Limited Liability
        Corporation
        6001 N. 56th Street
        Paradise Valley, AZ 85253

Bankruptcy Case No.: 10-09961

Chapter 11 Petition Date: April 7, 2010

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

Judge: Charles G. Case II

Debtor's Counsel: Carlos M. Arboleda, Esq.
                  Arboleda Brechner
                  4545 E. Shea Boulevard, #120
                  Phoenix, AZ 85028
                  Tel: (602) 482-0123
                  Fax: (602) 482-4068
                  E-mail: arboledac@abfirm.com

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

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

In its list of 20 largest unsecured creditors, the Company placed
only one entry:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Thomas M. Connelly        Legal Services         $500
2425 E CAMELBACK, Ste. 880
Phoenix, AZ 85016-4208

The petition was signed by Bonnie J. Barrett, owner/manager.


CELL THERAPEUTICS: Adjourns Shareholders' Meeting Until May 14
--------------------------------------------------------------
Cell Therapeutics, Inc., has adjourned the Special Meeting of
Shareholders scheduled for April 9, 2010, to 10:00 a.m. Pacific
Daylight Time, Friday, May 14, 2010.  The Company's proxy
materials previously filed with the Securities and Exchange
Commission on February 23, 2010, and the proposals being submitted
to a vote of the shareholders at the Special Meeting as described
in those proxy materials remain unchanged.  The Company encourages
those shareholders that held shares as of the February 19, 2010,
the record date of the Special Meeting, to vote their shares on
the proposals.

The rescheduled Special Meeting will be held at the Company's
headquarters at 501 Elliott Avenue West, Suite 400, in Seattle,
Washington, to discuss and resolve these matters:

     (i) approval of an amendment to the Company's Amended and
         Restated Articles of Incorporation to increase the number
         of authorized shares of the Company from 810,000,000 to
         1,210,000,000 and to increase the number of authorized
         shares of common stock of the Company from 800,000,000 to
         1,200,000,000; and

    (ii) approval of an amendment to the Company's 2007 Equity
         Incentive Plan, as amended.

A full-text copy of the notice to Shareholders is available at no
charge at http://ResearchArchives.com/t/s?6001

                     About Cell Therapeutics

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

The Company reported $69.59 million in total assets and $87.73
million in total liabilities, resulting in $18.76 million in
stockholders' deficit at Dec. 31, 2009.

                       Going Concern Doubt

San Francisco-based Stonefield Josephson, Inc., has included an
explanatory paragraph in their report on Cell Therapeutics, Inc.'s
December 31, 2009, 2008 and 2007 consolidated financial statements
regarding their substantial doubt as to the Company's ability to
continue as a going concern.  The independent auditors reported
that the Company has sustained loss from operations over the audit
periods, incurred an accumulated deficit, and has substantial
monetary liabilities in excess of monetary assets as of
December 31, 2009.

                      Bankruptcy Warning

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


CELL THERAPEUTICS: Confirms Novartis Talks on Pixantrone Drug
-------------------------------------------------------------
Cell Therapeutics, Inc., has confirmed that it is in discussions
with Novartis Oncology with regards to development and
commercialization of its pixantrone drug candidate.  CTI said the
Novartis talks were previously disclosed on its March 25, 2010
conference call.  CTI, however, declined to comment on reports of
a potential takeover of CTI by Novartis.

CTI made the confirmation following a mandatory request from
CONSOB pursuant to Section 114 of Legislative Decree n. 58/1998.
Subject to Italian law, CTI said it undertakes no obligation to
provide further updates as the preliminary discussions progress.

On April 9, 2010, CTI said it had received a Complete Response
Letter from the U.S. Food and Drug Administration regarding its
New Drug Application for PixuvriTM (pixantrone dimaleate) for
relapsed or refractory aggressive non-Hodgkin's lymphoma.
According to CTI, the FDA cited as its primary reason for the
action its concerns previously raised at the Oncologic Drugs
Advisory Committee meeting on March 22, 2010, and recommended the
Company conduct an additional trial to demonstrate the safety and
effectiveness of its product.  Based on the FDA's ODAC
presentation, which provided the Committee and the Company with
alternative options to consider to make investigational drugs
available to patients if drugs need to be studied further prior to
approval, the Company has decided to pursue expanded access
program for pixantrone while it conducts an additional study in
aggressive NHL.

"This is a sad outcome for our patients with relapsed/refractory
aggressive NHL," said Dr. Stanley M. Marks, Director of Clinical
Services and Chief Medical Officer for the University of
Pittsburgh Cancer Centers and Chief of the Division of
Hematology/Oncology at UPMC.  "I was disappointed that an agency
charged with providing treatment hope for patients with life
threatening diseases like relapsed/refractory NHL would ignore
clinically meaningful improvements in overall response rate and
progression-free survival, let alone complete responses, something
we all wish for our patients, but with existing treatments rarely
achieve."

The Company plans to request a meeting with the FDA on both the
design of the follow-on study as well as expanded access program
for patients who are not participating in the Company's clinical
trial.

Later this month, the Company is scheduled to meet with its
clinical expert and the co-rapporteurs as it prepares to submit
its Marketing Authorization Application to the European Medicines
Agency for review.  Based on their feedback and guidance, the
Company expects to submit the application in the third quarter of
2010.

                     About Cell Therapeutics

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

The Company reported $69.59 million in total assets and $87.73
million in total liabilities, resulting in $18.76 million in
stockholders' deficit at Dec. 31, 2009.

                       Going Concern Doubt

San Francisco-based Stonefield Josephson, Inc., has included an
explanatory paragraph in their report on Cell Therapeutics, Inc.'s
December 31, 2009, 2008 and 2007 consolidated financial statements
regarding their substantial doubt as to the Company's ability to
continue as a going concern.  The independent auditors reported
that the Company has sustained loss from operations over the audit
periods, incurred an accumulated deficit, and has substantial
monetary liabilities in excess of monetary assets as of
December 31, 2009.

                      Bankruptcy Warning

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



CELL THERAPEUTICS: Issues Series 4 Preferred Stock; Raises $20MM
----------------------------------------------------------------
Cell Therapeutics, Inc., disclosed that on March 30, 2010, it
entered into a Securities Purchase Agreement with three
institutional investors, which CTI did not identify.  Pursuant to
the Agreement, the Company agreed to issue to the Purchasers in a
registered offering (i) an aggregate of 20,000 shares of the
Company's Series 4 Preferred Stock, no par value per share,
initially convertible into 40,000,000 shares of the Company's
common stock, no par value per share, and (ii) warrants to
purchase up to 20,000,000 shares of Common Stock for an aggregate
offering price of $20 million.  Prior to the closing, the
Purchasers elected to convert all 20,000 shares of Preferred
Shares and to receive the 40,000,000 shares of Common Stock
issuable upon conversion at the closing.  On April 6, 2010, the
Company closed the Offering.

Each Warrant has an exercise price of $0.6029 per share of Common
Stock.  The Warrants are exercisable six months and one day after
the date of issuance and terminate four years and one day after
the date of issuance.  If certain "fundamental transactions"
occur, such as an all cash transaction, a transaction involving an
entity not traded on a national securities exchange or a Rule 13e-
3 transaction, in each case in which the Company is not the
"successor entity," the holders of the Warrants, at their option,
will be entitled to receive the "Black Scholes value" of the
Warrants as of the time of any such "fundamental transaction" as
determined in accordance with the terms of the Warrants.

Rodman & Renshaw, LLC, a wholly owned subsidiary of Rodman &
Renshaw Capital Group, Inc., acted as the exclusive placement
agent for the offering.  Trout Capital LLC provided financial
advisory services.

On March 31, 2010, the Company filed Articles of Amendment to its
Amended and Restated Articles of Incorporation with the Secretary
of State of the State of Washington, establishing the Series 4
Preferred Stock.  Each share of Series 4 Preferred Stock is
entitled to a liquidation preference equal to the stated value of
such share of Series 4 Preferred Stock plus any accrued and unpaid
dividends before the holders of Common Stock or any other junior
securities of the Company receive any payments upon such
liquidation.  The Series 4 Preferred Stock is not entitled to
dividends except to share in any dividends actually paid on the
Common Stock or any pari passu or junior securities.  The Series 4
Preferred Stock is convertible into Common Stock, at the option of
the holder, at an initial conversion price of $0.50 per share,
subject to a 4.99% blocker provision.  A holder of Series 4
Preferred Stock may elect to increase the blocker provision to
9.99% by providing the Company with 61 days' prior notice.  The
Series 4 Preferred Stock has no voting rights except for limited
protective provisions and except as is otherwise required by law.

                     About Cell Therapeutics

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

The Company reported $69.59 million in total assets and $87.73
million in total liabilities, resulting in $18.76 million in
stockholders' deficit at Dec. 31, 2009.

                       Going Concern Doubt

San Francisco-based Stonefield Josephson, Inc., has included an
explanatory paragraph in their report on Cell Therapeutics, Inc.'s
December 31, 2009, 2008 and 2007 consolidated financial statements
regarding their substantial doubt as to the Company's ability to
continue as a going concern.  The independent auditors reported
that the Company has sustained loss from operations over the audit
periods, incurred an accumulated deficit, and has substantial
monetary liabilities in excess of monetary assets as of
December 31, 2009.

                      Bankruptcy Warning

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


CENTAUR INC: Wells Fargo Bank Seeks Chapter 7 Liquidation
---------------------------------------------------------
Peter Schnitzler at Indianapolis Business Journal reports that
Wells Fargo Bank sought to have Centaur Inc.'s Chapter 11 case
converted to Chapter 7 liquidation, point out that nearly all the
benefits of the company's reorganization plan would go to the
first lien group while the second lien lenders would get jut 2.2%
of the PIK notes, and general unsecured creditors would receive no
recovery under the company's plan.

The Company, however, according to the report, said it considers
Wells Fargo's case conversion plea a negotiating tactic aimed at
increasing its leverage.

Centaur, LLC, aka Centaur Indiana, LLC --
http://www.centaurgaming.net/-- is an Indianapolis, Indiana-based
company involved in the development and operation of entertainment
venues focused on horse racing and gaming.  The Company filed for
Chapter 11 bankruptcy protection on March 6, 2010 (Bankr. D.
Delaware Case No. 10-10799).  Jeffrey M. Schlerf, Esq., at Fox
Rothschild LLP, assists the Company in its restructuring effort.
The Company estimated its assets and debts at $500,000,001 to
$1,000,000,000 as of the Petition Date.


CENTURY REINSURANCE: Merger Cues Fitch to Withdraw 'CCC IFS Rating
------------------------------------------------------------------
Fitch Ratings has affirmed the ratings of ACE Limited and its
subsidiaries.  The Rating Outlook is Stable.  Additionally, Fitch
has withdrawn its rating on Century Reinsurance Company as a
result of the company's merger with the surviving entity, its
parent, Century Indemnity Company.

The rating actions reflect ACE's recent strong operating
performance, solid balance sheet and financial flexibility, and
diverse sources of revenues and earnings.  Partially offsetting
these positives is the effect of modestly rising accident-year
combined ratios and the effect of continued significant
competition in the company's chosen markets.

Fitch views ACE's recent operating performance as strong
characterized by improved investment performance and low combined
ratios, reflecting modest favorable reserve development, and
comparatively light catastrophe losses.  ACE reported net income
of $2.5 billion for the year ended Dec. 31, 2009, versus
$1.2 billion for 2008 in the midst of a recessionary economic
environment and a competitive property/casualty market.  The
company reported continued strong underwriting profitability as
evidenced by combined ratios of 88.3% and 89.6% for years ended
Dec. 31, 2009 and 2008, respectively.

ACE has steadily grown its ordinary shareholders' equity with
solid earnings.  As a result, ordinary shareholders' equity has
increased by 67% since year-end 2005 to $19.7 billion at Dec. 31,
2009.  Tangible equity has grown in conjunction with the growth in
shareholders' equity and has more than tripled since 2001.  The
rating actions also consider the results of Fitch's stress test
results of ACE's investment portfolio.  Fitch believes that these
results demonstrate ACE's ability to withstand potential near-term
investment losses and volatility without a material impact on its
capitalization.

Fitch's rating on ACE's indirect subsidiary, Century Indemnity
Co., reflects Fitch's view that the company's importance to ACE is
limited due to Century's run-off status and thin capitalization.
The company maintains inactive operations largely consisting of
asbestos and environmental reserves that are in run-off.  Fitch
views Century's potential A&E exposure as an increasingly smaller
component of ACE's overall exposures.

Fitch has affirmed these ratings with a Stable Outlook:

ACE Limited

  -- IDR at 'A+'.

ACE INA Holdings Inc.

  -- IDR at 'A+';
  -- $500 million senior notes due 2014 at 'A';
  -- $450 million senior notes due 2015 at 'A';
  -- $500 million senior notes due 2017 at 'A';
  -- $300 million senior notes due 2018 at 'A';
  -- $500 million senior notes due 2019 at 'A';
  -- $100 million senior debentures due 2029 at 'A';
  -- $300 million senior notes due 2036 at 'A'.

ACE Capital Trust II

  -- $300 million Capital Securities due 2030 at 'BBB+'.

ACE American Insurance Company
ACE Bermuda Insurance Limited
ACE Fire Underwriters Ins.  Company
ACE Indemnity Insurance Company
ACE Insurance Company of the Midwest
ACE Property and Casualty Insurance Company
ACE Tempest Reinsurance Limited
Atlantic Employers Insurance Company
Bankers Standard Fire & Marine Company
Bankers Standard Insurance Company
Combined Insurance Company of America
Combined Life Insurance Company of New York
Illinois Union Insurance Company
Indemnity Insurance Company of North America
Insurance Company of North America
Pacific Employers Insurance Company
Westchester Fire Insurance Company
Westchester Surplus Lines Insurance Company

  -- Insurer Financial Strength Ratings at 'AA-'.

Century Indemnity Company

  -- IFS at 'B-'.

Fitch has withdrawn this rating:

Century Reinsurance Company

  -- IFS at 'CCC'.


CHAPARRAL ENERGY: December 31 Balance Sheet Upside-Down by $4.4MM
------------------------------------------------------------------
Chaparral Energy, Inc., filed on April 14, 2010, its annual report
on Form 10-K for the year ended December 31, 2009.

The Company's balance sheet at December 31, 2009, showed
$1.354 billion in assets and $1.358 billion in liabilities, for a
stockholders' deficit of $4.4 million.

The Company reported a net loss of $144.3 million on revenue of
$311.8 million for 2009, compared to a net loss of $54.7 million
on revenue of $425.3 million for 2008.

The Company's production for 2009 was 7,638 MBoe, an 8% increase
over 2008, primarily due to the Company's capital expenditures in
the Permian and Mid-Continent areas during 2008 and 2009.  However
a 46% decline in the Company's average sales price before
derivative settlements resulted in a 42% decrease in revenue from
oil and natural gas sales compared to 2008.  Although total
operating costs and expenses decreased by 13% compared to 2008,
the decrease was not commensurate with the decrease in revenue.
In addition, due primarily to changes in the NYMEX forward
commodity price curves, the Company's gain on non-hedge
derivatives decreased by 91%.

Historically, the Company's primary sources of liquidity have been
cash generated from its operations and debt.  At December 31,
2009, the Company had roughly $73.4 million of cash and cash
equivalents and $3.1 million of availability under its Seventh
Restated Credit Agreement with a borrowing base of $513.0 million.

Operating activities provided net cash of $98.7 million during
2009, compared to $145.8 million provided during 2008.
Substantially all of the Company's cash flow from operating
activities is from the production and sale of oil and natural gas,
reduced or increased by associated hedging activities.  Cash
inflows from oil and natural gas sales net of hedging settlements
and cash outflows for operating expenses both decreased sharply
from 2008 to 2009 due to the decline in commodity prices after
having increased significantly from 2007 to 2008 as commodity
prices rose.

The Company uses the net cash provided by operations to partially
fund its acquisition, exploration and development activities.  For
the years ended December 31, 2009, and 2008, cash flows provided
by operating activities were roughly 55% and 48% of cash used for
the purchase of property and equipment and oil and natural gas
properties.

During 2009 and 2008, the monetization of derivatives provided
investing cash inflows of $111.9 million and $32.6 million,
respectively, and the return of the Company's prepaid production
tax credits provided investing cash inflows of $13.5 million and
$1.1 million, respectively.  Cash flows provided by investing
activities for the year ended December 31, 2009, also included
proceeds of $25.3 million from the sale of the Electric
Submersible Pumps and Chemicals divisions of Green Country Supply,
Inc.

Net cash provided by (used in) financing activities was
($99.3) million and $157.5 million, during 2009 and 2008,
respectively.  As a result of the Company's monetization of
derivatives in the second quarter of 2009, the borrowing base
under the Company's Seventh Restated Credit Agreement was reduced
from $600.0 million to $513.0 million, and proceeds from the
monetization of $87.0 million were paid to the banks.  Borrowings
under the Company's Seventh Restated Credit Agreement were
$147.0 million in 2008, and were used to finance the Company's
capital expenditures.

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

                  http://researcharchives.com/t/s?6004

Headquartered in Oklahoma City, Chaparral Energy, Inc.
-- http://www.chaparralenergy.com/-- is an independent oil and
natural gas company engaged in the production, exploitation, and
acquisition of oil and natural gas properties.  The Company's core
areas of operation include the Mid-Continent and Permian Basin
with additional operations in the Gulf Coast, Ark-La-Tex, North
Texas, and the Rocky Mountains.

                         *      *      *

As reported in the Troubled Company Reporter on Feb. 23, 2010,
Standard & Poor's Ratings Services has revised the CreditWatch
implications on Chaparral Energy, Inc.'s 'CCC+' issue-level rating
to developing from positive.  The ratings were initially placed on
CreditWatch on Feb. 9, 2010.  The CreditWatch revisions reflects
the withdrawal of Chaparral's $400 million note offering, and the
significant impact to liquidity if the company does not find a new
credit facility or source of financing in the very near term.


CITIGROUP INC: To Present 2010 Q1 Financial Results on April 19
---------------------------------------------------------------
Citigroup Inc. will present its 2010 first quarter financial
results on April 19, 2010.

On Tuesday, the Company filed with the Securities and Exchange
Commission Historical Reformatted Quarterly Financial Data
Supplement of Citigroup Inc. and subsidiaries, with historical
financial data reclassified to reflect the recent move of assets
from  Citi Holdings to Citicorp.  The Historical Supplement
reflects the format Citigroup will use to present its 2010 first
quarter financial results and is being provided to facilitate the
comparison of the 2010 First Quarter Results with prior financial
periods.  The 2010 First Quarter Results will include additional
supplemental disclosures that are not included in the Historical
Supplement.

A full-text copy of the Historical Supplement is available at no
charge at http://ResearchArchives.com/t/s?5ff1

                        About Citigroup

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

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

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

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


CITIGROUP INC: Sells 3 Hedge Fund Businesses to SkyBridge
---------------------------------------------------------
SkyBridge Capital has entered into a definitive agreement to
acquire the fund of hedge funds, hedge fund seeding and hedge fund
advisory businesses from Citigroup Inc.'s Citi Alternative
Investments, LLC, with total investments under management and
advisory of $4.2 billion.  The transaction will position SkyBridge
as one of the leading global alternative asset managers with a
total of $5.6 billion in assets under management and advisory and
solidifies the firm as a global leader in hedge fund incubation.
Terms of the transaction were not disclosed.

The businesses are part of Citi Holdings, the segment which
contains Citi's non-core assets and businesses.  The sale is
consistent with Citi's strategy to reduce non-core assets, tightly
manage risks and optimize the value of assets in Citi Holdings,
while working to generate long-term profitability and growth from
Citicorp, which comprises the company's core businesses.  Raymond
Nolte, who has led these businesses at CAI since 2005, will join
SkyBridge as a managing partner and chief investment officer. He
brings a team of more than 20 professionals.

"It has been our belief for several years that the integration of
a fund of hedge funds business is a natural fit with the SkyBridge
platform, and this deal is a result of our long-term strategy to
acquire assets that maximize value for investors," said Anthony
Scaramucci, managing partner of SkyBridge Capital. "Citi's proven
investment capabilities and comprehensive suite of fund of funds
products combined with our entrepreneurial culture, marketing,
risk management and operational expertise creates an entity with
significant growth potential."

Under Mr. Nolte's leadership, these businesses experienced a
strong track record for delivering superior risk adjusted returns
to its stable client base. Before joining CAI, he served for more
than two decades in various positions at Bankers Trust and its
successor Deutsche Bank.

"I am excited to be teaming up with Anthony and his co-managing
partner Scott Prince," said Mr. Nolte. "With the combined
business, we can leverage the firm's established relationships
with hedge fund allocators globally to deliver a highly-
diversified alternative product offering."

Sandton Partners, LLC, a New York-based advisory firm, acted as
the exclusive financial advisor to SkyBridge on the acquisition.
The firm was founded by James Greenberg, who has more than 15
years of experience in providing strategic advice to investment
managers globally.

                         About Citigroup

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

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

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

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


CLEAVER-BROOKS INC: Moody's Assigns 'B2' Corporate Family Rating
----------------------------------------------------------------
Moody's Investors Service has assigned a B2 Corporate Family
Rating and a B2 Probability of Default to Cleaver-Brooks, Inc.
Concurrently, Moody's assigned a B2 to the company's new
$200 million senior secured notes and a stable ratings outlook.
Moody's did not rate the company's $40 million ABL revolver.

The ratings reflect Cleaver-Brooks' position as a leading provider
of package boilers and heating applications in non-residential
installations and its significant parts and repair business due to
a large installed base.  Although the weak economy has pressured
the company's sales and overall profitability, Moody's expects
Cleaver-Brooks credit metrics should strengthen over the next
couple of years as the economy strengthens and potential customers
are better able and are more willing to replace their aging
boilers.  The rating also reflects the company's installed base
and the significant contribution of the parts and repair business
to its operations.

The stable outlook reflects the view that the company's financial
performance should strengthen in the next 18 months.  Growth in
the company's business should come over time due in part to the
large role that the parts and repair business plays in the
company's revenue mix.  The ratings could benefit if debt to
EBITDA were to be sustained below 3.5 times and EBIT to Interest
of 2.0 times was attained.

Assignments:

Issuer: Cleaver-Brooks, Inc.

  -- Probability of Default Rating, Assigned B2

  -- Corporate Family Rating, Assigned B2

  -- Senior Secured Regular Bond/Debenture, Assigned a range of 55
     - LGD4 to B2

This is an initial rating assignment for Cleaver-Brooks.

Cleaver-Brooks, Inc., headquartered in Thomasville, GA, is a
leading manufacturer of package boilers which generate hot water
and steam used for hot water and heating applications in non-
residential installations, and process steam for institutional and
industrial purposes.  Revenue for the LTM period ended 12/31/09
was approximately $250 million.


CLUB CONCEPTS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Club Concepts, Inc.
          AKA The Intersection
        401 Hall Street, Suite 60
        Grand Rapids, MI 49503

Bankruptcy Case No.: 10-04553

Chapter 11 Petition Date: April 7, 2010

Court: U.S. Bankruptcy Court
       Western District of Michigan (Grand Rapids)

Judge: James D. Gregg

Debtor's Counsel: Terry L. Zabel, Esq.
                  Rhoades, McKee et al
                  161 Ottawa Ave NW, Suite 600
                  Grand Rapids, MI 49503
                  Tel: (616) 235-3500
                  E-mail: ECF-tlz@rhoadesmckee.com

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

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

According to the schedules, the Company says that assets total
$780,560.00 while debts total $1,918,240.21.

A copy of the Company's list of 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/miwb10-04553.pdf

The petition was signed by Lee Anne Langlois, president.


CONTINENTAL AIRLINES: Reports March 2010 Operational Performance
----------------------------------------------------------------
Continental Airlines reported a March consolidated (mainline plus
regional) load factor of 83.1%, 3.7 points above the March 2009
consolidated load factor, and a mainline load factor of 83.6%, 3.7
points above the March 2009 mainline load factor.  Both March load
factors were records for the month.  The carrier reported a record
domestic mainline March load factor of 85.8%, 1.5 points above the
March 2009 domestic mainline load factor, and an international
mainline load factor of 81.7%, 5.9 points above March 2009.

During March, Continental recorded a U.S. Department of
Transportation on-time arrival rate of 77.7% and a mainline
segment completion factor of 99.8%.

In March 2010, Continental flew 7.9 billion consolidated revenue
passenger miles (RPMs) and 9.5 billion consolidated available seat
miles (ASMs), resulting in a consolidated traffic increase of 5.2%
and a capacity increase of 0.5% as compared to March 2009.  In
March 2010, Continental flew 7.0 billion mainline RPMs and 8.4
billion mainline ASMs, resulting in a mainline traffic increase of
5.5% and a mainline capacity increase of 0.8% as compared to March
2009.  Domestic mainline traffic was 3.4 billion RPMs in March
2010, up 0.3% from March 2009, and domestic mainline capacity was
4.0 billion ASMs, down 1.4% from March 2009.

For March 2010, consolidated passenger revenue per available seat
mile (RASM) is estimated to have increased between 14.5 and 15.5%
compared to March 2009, while mainline RASM is estimated to have
increased between 13.0 and 14.0%.  For February 2010, consolidated
passenger RASM increased 7.7% compared to February 2009, while
mainline passenger RASM increased 5.8% compared to February 2009.

Continental ended the first quarter 2010 with an unrestricted
cash, cash equivalents and short-term investments balance of
approximately $3.15 billion.

Continental's regional operations had a March load factor of
79.2%, 3.5 points above the March 2009 regional load factor.
Regional RPMs were 838.5 million and regional ASMs were 1,058.1
million in March 2010, resulting in a traffic increase of 2.8% and
a capacity decrease of 1.8% versus March 2009.

A full-text copy of Continental Airlines' report is available at
no charge at http://ResearchArchives.com/t/s?5ffc

                          Investor Update

In March 2010, management provided an update for investors
presenting information relating to Continental's financial and
operational outlook for the first quarter and full year 2010, as
well as other information.  For the first quarter of 2010, the
Company expects both its consolidated and mainline load factors to
be up approximately 4 to 5 points year-over-year compared to the
same period in 2009.

The Company anticipates ending the first quarter of 2010 with an
unrestricted cash, cash equivalents and short-term investments
balance of between $3.1 and $3.2 billion.

For the full year 2010, Continental expects its consolidated
capacity to be up 1% to 2% yoy.  The Company expects its mainline
capacity to be up 1% to 2% yoy, with its mainline domestic
capacity down about 1% yoy and its mainline international capacity
up 4% to 5% yoy.  The international increase is primarily due to
the run-rate of international routes added in 2009 and the
restoration of the Company's full schedule to Mexico following its
capacity pulldown last year related to H1N1.

Earlier in the first quarter, the Company contributed $34 million
to its defined benefit pension plans.  The Company estimates its
remaining minimum funding requirements for calendar year 2010 are
approximately $85 million.

The Company estimates that its non-cash pension expense will be
approximately $215 million for 2010.  This amount excludes
non-cash settlement charges related to lump-sum distributions.
Settlement charges are possible during 2010, but the Company is
not able at this time to estimate the amount of these charges.

A full-text copy of Continental's Investor Update is available at
no charge at http://ResearchArchives.com/t/s?5ffe

                   About Continental Airlines

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

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

                           *     *     *

As reported by the Troubled Company Reporter on September 4, 2009,
Standard & Poor's Ratings Services lowered its issue-level ratings
on all senior unsecured debt of Continental to 'CCC+' from 'B-'
and revised the recovery ratings on certain unsecured debt issues,
excluding industrial revenue bonds, to '6' from '5'.  At the same
time, S&P affirmed its 'B' corporate credit rating and secured
debt ratings on Continental.  The ratings on Continental's
unsecured debt are based principally on declining aircraft values
caused by the global aviation downturn.  This could result in
reduced asset protection for unsecured creditors if Continental
were to file for bankruptcy.

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


CONTINENTAL AIRLINES: Annual Report for 2004 Employee Plan Filed
----------------------------------------------------------------
Continental Airlines, Inc., filed with the Securities and Exchange
Commission the annual report on Form 11-K for the company's 2004
Employee Stock Purchase Plan.  MFR, P.C. in Houston, Texas,
audited the report.

At December 31, 2009, the Plan's asset is a $3,185,091 receivable
from Continental, as Plan Sponsor.  The Plan's liabilities consist
of $3,185,091 in distributions due to Plan participants for the
purchase of stock.

The Continental Airlines, Inc., 2004 Employee Stock Purchase Plan
is a self-funded contributory stock purchase plan which provides
Continental as Plan Sponsor and Participating Company employees
the option to purchase Continental's Class B common stock at a
discounted price.

A full-text copy of the Annual Report on Form 11-K is available at
no charge at http://ResearchArchives.com/t/s?5ffd

                   About Continental Airlines

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

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

                           *     *     *

As reported by the Troubled Company Reporter on September 4, 2009,
Standard & Poor's Ratings Services lowered its issue-level ratings
on all senior unsecured debt of Continental to 'CCC+' from 'B-'
and revised the recovery ratings on certain unsecured debt issues,
excluding industrial revenue bonds, to '6' from '5'.  At the same
time, S&P affirmed its 'B' corporate credit rating and secured
debt ratings on Continental.  The ratings on Continental's
unsecured debt are based principally on declining aircraft values
caused by the global aviation downturn.  This could result in
reduced asset protection for unsecured creditors if Continental
were to file for bankruptcy.

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


CORRADI ARMS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Corradi Arms, Inc.
        120 North Sunset Canyon Drive
        Burbank, CA 91501

Bankruptcy Case No.: 10-23313

Chapter 11 Petition Date: April 7, 2010

Court: U.S. Bankruptcy Court
       Central District of California (Los Angeles)

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

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

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

According to the schedules, the Company says that assets total
$12,008,100 while debts total $23,636,081.

The petition was signed by Pamela Corradi, president.

Debtor's List of 20 Largest Unsecured Creditors:

         Entity                Nature of Claim        Claim Amount
         ------                ---------------        ------------
Far East National Bank         1615-1621 Scott         $20,000,000
977 N. Broadway, Suite 401     Road, Burbank, CA
Los Angeles, CA 90012

Keeton Construction Services   1615-1621 Scott          $1,278,032
2021 Catalina Way              Road, Burbank, CA
Nolensville, TN 37135

Corradi Family Trust           1615-1621 Scott            $608,000
Tte, James and Victoria        Road, Burbank, CA
Corradi
120 N. Sunset Canyon Drive
Burbank, CA 91501

Charles Huff                   1615-1621 Scott            $454,836
2238 Rim Road                  Road, Burbank, CA
Duarte, CA 91008               Loans against project

C A Huff and Associates        1615-1621                  $232,935
                               Road, Burbank, CA
                               Project Management
                               Services

Jimco Electrical Construction  1615-1621 Scott            $119,979
                               Road, Burbank, CA

Kennco Plumbing, Inc                                      $114,230

G. W. Stone                                                $57,755

William F. Powers, Jr.                                     $56,008

Oakridge Landscape, Inc                                    $45,900

Vintage Plastering                                         $41,990

D7 Consulting Services                                     $37,194

Streamline Finishes, Inc                                   $36,050

Oakridge Landscape, Inc                                    $35,499

CS Drywall, Inc.                                           $35,323

CPS Security                                               $33,982

L. Rod Ironworks               1615-1621 Scott             $33,089
                               Road, Burbank, CA

ARSS Flooring                                              $31,270

Mapco Construction                                         $30,484

J. E. Carr Construction                                    $28,020


DANA HOLDING: Annual Shareholders' Meeting on April 28
------------------------------------------------------
The 2010 Annual Meeting of Shareholders of Dana Holding
Corporation will be held at 8:30 a.m., Eastern Time, on April 28,
2010, at The Westin Detroit Metropolitan Airport, 2501
Worldgateway Place, in Romulus, Michigan.  Registration will begin
at 7:30 a.m., Eastern Time.

At the meeting, shareholders will be asked to:

     1. elect four Directors for a one-year term expiring in 2011
        or upon the election and qualification of their
        successors;

     2. ratify the appointment of PricewaterhouseCoopers LLP as
        the independent registered public accounting firm for the
        fiscal year ending December 31, 2010; and

     3. transact any other business that is properly submitted
        before the Annual Meeting or any adjournments or
        postponements of the Annual Meeting.

Dana also said the 4.0% Series A Preferred Convertible Holders
(Series A Preferred Holders) will vote separately as a class to
elect three Directors for a one-year term expiring in 2011 or upon
the election and qualification of their successors.

The record date for the Annual Meeting is March 1, 2010.
Shareholders of record at the close of business on the Record Date
can vote at the Annual Meeting.

A full-text copy of Dana's proxy statement is available at no
charge at http://ResearchArchives.com/t/s?5ff9

The Company posted a net loss available to common stockholders of
$463 million for the year ended December 31, 2009, on net sales of
$5.228 billion.

At December 31, 2009, the Company had total assets of
$5.064 billion against total liabilities of $3.285 billion.  At
December 31, 2009, total equity was $1.779 billion.  Total equity
was $2.135 billion at year end 2008.

                        About Dana Holding

Based in Toledo, Ohio, Dana Holding Corporation --
http://www.dana.com/-- designs and manufactures products for
every major vehicle producer in the world, and supplies
drivetrain, chassis, structural, and engine technologies to those
companies.  Dana employs 46,000 people in 28 countries.  Dana is
focused on being an essential partner to automotive, commercial,
and off-highway vehicle customers, which collectively produce more
than 60 million vehicles annually.  Dana has facilities in China
in the Asia-Pacific, Argentina in the Latin-American regions and
Italy in Europe.

Dana Corp., together with affiliates, affiliates filed for Chapter
11 protection on March 3, 2006 (Bankr. S.D.N.Y. Case No. 06-
10354).  Attorneys at Jones Day represented the Debtors.  It
emerged from bankruptcy Jan. 31, 2008, and the reorganized entity
was named Dana Holding Corporation.

As reported in the Troubled Company Reporter on June 9, 2009,
Moody's Investors Service lowered the Corporate Family Rating of
Dana Holding Corporation to 'Caa2', raised the Probability of
Default Rating to 'Caa1', and adjusted the ratings of certain debt
instruments.  According to Moody's, the positioning of Dana's PDR
at 'Caa1' reflects ongoing pressures the company faces from the
continued erosion in the global automotive and commercial vehicle
markets.


DANA HOLDING: Avenue Capital Holds 5.0% of Common Stock
-------------------------------------------------------
Avenue Capital Management II, L.P.; Avenue Capital Management II
GenPar, LLC; and Marc Lasry disclosed that as of March 9, 2010,
they may be deemed to hold 7,102,235 shares or roughly 5.0% of the
common stock of Dana Holding Corporation.

                        About Dana Holding

Based in Toledo, Ohio, Dana Holding Corporation --
http://www.dana.com/-- designs and manufactures products for
every major vehicle producer in the world, and supplies
drivetrain, chassis, structural, and engine technologies to those
companies.  Dana employs 46,000 people in 28 countries.  Dana is
focused on being an essential partner to automotive, commercial,
and off-highway vehicle customers, which collectively produce more
than 60 million vehicles annually.  Dana has facilities in China
in the Asia-Pacific, Argentina in the Latin-American regions and
Italy in Europe.

Dana Corp., together with affiliates, affiliates filed for Chapter
11 protection on March 3, 2006 (Bankr. S.D.N.Y. Case No. 06-
10354).  Attorneys at Jones Day represented the Debtors.  It
emerged from bankruptcy Jan. 31, 2008, and the reorganized entity
was named Dana Holding Corporation.

At December 31, 2009, the Company had total assets of
$5.064 billion against total liabilities of $3.285 billion.  At
December 31, 2009, total equity was $1.779 billion.  Total equity
was $2.135 billion at year end 2008.

As reported in the Troubled Company Reporter on June 9, 2009,
Moody's Investors Service lowered the Corporate Family Rating of
Dana Holding Corporation to 'Caa2', raised the Probability of
Default Rating to 'Caa1', and adjusted the ratings of certain debt
instruments.  According to Moody's, the positioning of Dana's PDR
at 'Caa1' reflects ongoing pressures the company faces from the
continued erosion in the global automotive and commercial vehicle
markets.


DANE BAIRD: Case Summary & 17 Largest Unsecured Creditors
---------------------------------------------------------
Joint Debtor: Dane Edward Baird, Jr.
              Sarah Dobson Baird
              221 North Hogan Street, #304
              Jacksonville, FL 32202

Bankruptcy Case No.: 10-02954

Chapter 11 Petition Date: April 8, 2010

Court: United States Bankruptcy Court
       Middle District of Florida (Jacksonville)

Debtor's Counsel: Robert D. Wilcox, Esq.
                  Wilcox Law Firm
                  Enterprise Park
                  4190 Belfort Road, Suite 315
                  Jacksonville, FL 32216
                  Tel: (904) 281-0700
                  Fax: (904) 513-9201
                  E-mail: rwilcox@wilcoxlawfirm.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 17 largest unsecured creditors is
available for free at http://bankrupt.com/misc/flmb10-02954.pdf

The petition was signed by Dane Edward Baird, Jr. and Sarah Dobson
Baird.


DAVID CHUN: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Joint Debtor: David J. Chun
              Tanya Y. Chun
              951 Hamilton Place Lane
              Lakeland, FL 33813

Bankruptcy Case No.: 10-08084

Chapter 11 Petition Date: April 7, 2010

Court: United States Bankruptcy Court
       Middle District of Florida (Tampa)

Judge: Caryl E. Delano

Debtor's Counsel: Buddy D. Ford, Esq.
                  115 N. MacDill Avenue
                  Tampa, FL 33609-1521
                  Tel: (813) 877-4669
                  Fax: (813) 877-5543
                  E-mail: Buddy@tampaesq.com

Scheduled Assets: $389,237

Scheduled Debts: $1,419,586

A list of the Company's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/flmb10-08084.pdf

The petition was signed by David J. Chun and Tanya Y. Chun.


DAVID SUGAR: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: David Allen Sugar
        Stephanie Linda Sugar
        7314 Point of Rocks Rd.
        Sarasota, FL 34242

Bankruptcy Case No.: 10-08089

Chapter 11 Petition Date: April 7, 2010

Court: United States Bankruptcy Court
       Middle District of Florida (Tampa)

Judge: K. Rodney May

Debtor's Counsel: Susan H Sharp, Esq.
                  Stichter, Riedel, Blain & Prosser, P.A.
                  110 E Madison Street, Suite 200
                  Tampa, FL 33602
                  Tel: (813) 229-0144
                  Fax: (813) 229-1811
                  E-mail: ssharp.ecf@srbp.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 David Allen Sugar and Stephanie Linda
Sugar.


DEAYDRE PULLIAM: Case Summary & 15 Largest Unsecured Creditors
--------------------------------------------------------------
Joint Debtors: Deaydre L. Pulliam
               fka Deaydre L. Robey
               Timothy J. Pulliam
               dba The Kensington Agency
                   Groundhog Coffee Bar
                   Elite Care
               855 Hamilton Heights Road
               Corvallis, MT 59828

Bankruptcy Case No.: 10-60725

Chapter 11 Petition Date: April 7, 2010

Court: U.S. Bankruptcy Court
       District of Montana (Butte)

Debtor's Counsel: Benjamin C. Tiller Esq.
                  The Law Offices of Benjamin C. Tiller
                  P.O. Box 1262
                  Helena, MT 59624
                  Tel: (406) 422-7912
                  E-mail: tiller@bctlaw.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 15 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/mtb10-60725.pdf

The petition was signed by the Joint Debtors.


DEER VALLEY: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Deer Valley Medical Center, LLC
        4455 East Camelback Road, Suite A-205
        Phoenix, AZ 85018

Chapter 11 Case No.: 10-10726

Chapter 11 Petition Date: April 13, 2010

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

Judge: Randolph J. Haines

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
                  Email: d.powell@cplawfirm.com

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

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

The petition was signed by Robert Key, the company's managing
member.

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


DELFASCO INC: Group Buys Delfasco of Tennessee as Part of Plan
--------------------------------------------------------------
John M. Jones, Jr., at the Greeneville Sun reports that the assets
of Delfasco of Tennessee, the Greeneville-based division of
Delfasco, Inc., have been purchased by an investor group who plan
to continue to operate the company's local plant with the same
employees and the same management.

According to the report, in a privately negotiated sale, the
investors, with the corporate name Delfasco Finance, LLC, acquired
the assets of the Tennessee operations and will provide capital
for the continued operation of the business.

The parties have closed the sale.  Going forward, the name of the
company itself will be Delfasco, LLC, rather than Delfasco of
Tennessee.

The operating management of Delfasco will remain the same,
including Vice-President and General Manager Mark Benko, of
Greeneville, who has been with the company since it started here
in 1977.  The Greeneville operations currently employ 65 persons.

Based in Hurst, Tex., Delfasco, Inc. -- http://www.delfasco.com/-
- makes practice bombs for Air Force and Navy pilots, and does
other metal fabrication and forging.  Delfasco filed for Chapter
11 protection on July 28, 2008 (Bankr. D. Del., Case No. 08-
11578).  Steven M. Yoder, Esq., at Potter Anderson & Corroon, LLP,
in Wilmington, Del., represents the company.  When Delfasco filed
for bankruptcy, it estimated assets and liabilities of $1,000,000
to $10,000,000.


DELTA FINANCIAL: Settles FLSA Class Actions
-------------------------------------------
A bankruptcy judge has signed off on a settlement to end a class
action overtime feud between more than 400 former loan officers
and Delta Financial Corp., Bankruptcy Law360 reports.

Founded in 1982, Delta Financial Corporation (NASDAQ: DFC) --
http://www.deltafinancial.com/-- is a Woodbury, New York-based
specialty consumer finance company that originates, securitizes
and sells non-conforming mortgage loans.

The Company filed a chapter 11 petition on December 17, 2007
(Bankr. D. Del. Lead Case No. 07-11880).  On the same day, three
affiliates filed separate chapter 11 petitions -- Delta Funding
Corp., Renaissance Mortgage Acceptance Corp., and Renaissance
R.E.I.T. Investment Corp. -- (Bankr. D. Del. Case Nos. 07-11881 to
07-11883).

The Debtors selected Morrison & Foerster LLP as their general
bankruptcy counsel and David B. Stratton, Esq. and James C.
Carignan, Esq. at Pepper Hamilton LLP as their counsel.  The
Debtors hired AlixPartners LLP as their claims agent.  The
Official Committee of Unsecured Creditors retained Landis Rath &
Cobb LLP as its Delaware counsel.

The Debtors' amended consolidated quarterly financial condition as
of Sept. 30, 2007, showed $7,223,528,000 in total assets and
$7,108,232,000 in total liabilities.  The Debtors' petition listed
D.B. Structured Products Inc. as their largest unsecured creditor
holding a $19,500,000 claim.


DELUXE CORP: Custom Direct Deal Won't Affect Moody's 'Ba1' Rating
-----------------------------------------------------------------
Moody's Investors Service indicated that Deluxe Corporation's
announcement that it has acquired all of the outstanding shares of
Custom Direct, Inc., a provider of consumer checks, for a cash
purchase price of approximately $98 million does not affect the
Company's Ba2 Corporate Family rating or stable rating outlook.

Moody's most recent rating action on Deluxe was on March 29, 2010,
when the rating agency upgraded the rating for the Company's
$200 million of 7-3/8% senior unsecured notes due 2015 to Ba1 from
Ba2.

Deluxe'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 Deluxe's core industry and Deluxe's ratings are
believed to be comparable to those of other issuers of similar
credit risk.

Deluxe, headquartered in St. Paul, MN, uses direct marketing,
distributors and a North American sales force to provide a wide
range of customized products and services: personalized printed
items (checks, stationery, greeting cards, labels, and packaging
supplies), promotional products and merchandising materials, fraud
prevention services, and customer retention programs.  Annual
revenue approximates $1.3 billion.


DS WATERS: Moody's Reviews 'B3' Corporate Family Rating
-------------------------------------------------------
Moody's Investors Service has placed the B3 corporate family
rating and probability of default rating of DS Waters of America,
Inc., on review for possible upgrade pending the completion of its
proposed financing transaction.  At the same time, Moody's
assigned a Ba2 rating to DSW America's proposed $375 million
revolving and term loan credit agreement and a B3 rating to DSW
Holdings, Inc., proposed $475 million senior secured notes.

Proceeds from the issuance of the term loan and notes are expected
to refinance the existing $165 million term loan (affirmed at
Ba3), $300 million Holdco term loan (unrated) and $298 million
Holdco PIK notes (unrated).

Upon execution of the refinancing transaction, the review for
possible upgrade will be concluded with an upgrade of the CFR and
PDR to B2 assuming there are no material changes to the draft
credit agreement and offering memorandum or operating performance.
Concurrently, Moody's will move the CFR, PDR and stable outlook of
DSW America to DSW Holdings, a parent holding company that owns
DSW America.

Finally, the Ba3 ratings on the existing revolver and term loan
will be withdrawn upon the successful completion of the
refinancing transaction.

The expected upgrade of the CFR to B2 will reflect the benefits of
an improved capital structure following the refinancing; in
particular, the extension of an unfavorable maturity profile which
had previously constrained the rating.  Further, the rating
reflects the company's ability to achieve strong margins and solid
cash flows in a challenging operating environment that saw
unemployment levels rise and customer levels fall in 2009.  While
DS Waters has yet to prove its ability to consistently grow its
customer base organically, recent trends indicate that heavy
customer quit levels seen in 2009 have abated and that customer
levels may begin to stabilize in 2010 as economic conditions
improve.  Accordingly, Moody's expects DS Waters to maintain its
strong profitability levels in 2010, supporting credit metrics and
a liquidity profile commensurate with a B2 rating even with the
substantial increase in cash interest requirements that will
result from the refinancing.

These ratings have been placed on review for possible upgrade:

DSW America:

* B3 Corporate Family Rating; and
* B3 Probability of Default Rating.

These ratings have been assigned:

DSW Holdings:

  -- B3 (LGD5, 75%) rating to the $475 million senior secured
     notes due 2017.

DSW America:

  -- Ba2 (LGD2, 18%) rating to the proposed $100 million senior
     secured revolver due 2015; and

  -- Ba2 (LGD2, 18%) rating to the proposed $275 million senior
     secured term loan due 2016.

These ratings were affirmed:

  -- Ba3 (LGD2, 20%) rating on the existing senior secured
     revolver and term loan.

The last rating action on DS Waters was the downgrade of the CFR
to B3 on March 12, 2007.

DS Water, headquartered in Atlanta, Ga, is a provider of bottled
water and related services delivered directly to residential and
commercial customers in the U.S.  Its core business is the
bottling and direct delivery of drinking water in 3 and 5 gallon
bottles to homes and offices and the rental of water dispensers.
The company also sells water in smaller bottles, cups, coffee,
flavored beverages and powdered sticks, and sells water filtration
devices.  Revenues in 2009 were $750 million.


EAST WEST: Proposes to Pay 100% to Most of Unsecured Claims
-----------------------------------------------------------
East West Resort Development V, L.P., L.L.P., et al., filed with
the U.S. Bankruptcy Court for the District of Delaware an amended
Disclosure Statement explaining their proposed Plan of
Reorganization.

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 Class
1 priority claims will be paid full in cash.

The Plan did not provide for the estimated percentage recovery by
holders of (i) Citizens secured claims ($2,881,00 plus accrued and
unpaid interest);  (ii) Citizens model secured claim ($2,350,000),
(iii) JPMorgan secured claim ($1,254,104); (iv) Plumas secured
claim ($2,971,129); and (v) SocGen secured claim ($6,000,000.)

General unsecured claims will be treated as follows: (i) general
unsecured claims of Iron Horse, NMPH, Big Horn, Village Townhomes,
Realty, Resorts and Trailside Townhomes will be paid 100% on
account of their claims; (ii) NMP general unsecured claims
($2,637,000 - $3,380,000) will recover 30% - 38% on account of
their claims; (iii) general unsecured claims of Greenwood
($1,830,000) will recover 27% on account of their claims; (iv)
Club general unsecured claims ($2,883,000 - $6,335,000) will
recover 16% - 35% on account of their claims; (v) Golf member club
general unsecured claims ($0 - $ 3,453,000) will recover 24% -
$29% and (vi) Gray's general unsecured claims will receive no
distribution on account of their claim.

Holders of Convenience Class Claims will recover $100%.

Holders of Intercompany claims and interests will receive no
distribution on account of their claims.

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

The Debtors are represented by:

     Richards, Layton & Finger, P.A.
     Daniel J. DeFranceschi, Esq.
     Paul N. Heath, Esq.
     Dana L. Reynolds, Esq.
     One Rodney Square
     920 North King Street
     Wilmington, DE 19801
     Tel: (302) 651-7700
     Fax: (302) 651-7701

     Paul Hastings, Janofsky & Walker LLP
     Richard A. Chesley, Esq.
     Gregory S. Otsuka, Esq.
     Hilla Uribe Jimenez, Esq.
     191 North Wacker Drive, 30th Floor
     Chicago, IL 60606
     Tel: (312) 499-6000
     Fax: (312) 499-6100

Avon, Colorado-based East West Resort Development V, L.P.,
L.L.L.P., is a limited partnership between Crescent Resort
Development, Inc., and long-standing developer East West Partners,
Inc., that was formed to develop residential and commercial real
estate projects on and around the Northstar at Tahoe Resort in
Lake Tahoe, California.

East West Resort filed for Chapter 11 bankruptcy protection on
February 16, 2010 (Bankr. D. Delaware Case No. 10-10452),
estimating its assets and debts at $100,000,001 to $500,000,000.

The Company's affiliates -- Tahoe Club Company, LLC Tahoe Club
Company, LLC; Tahoe Mountain Resorts, LLC; NMP Holdings, LLC;
Grays Station, LLC; Old Greenwood, LLC; Old Greenwood Realty,
Inc.; Northstar Village Townhomes, LLC; Northstar Big Horn, LLC;
Northstar Trailside Townhomes, LLC; Northstar Iron Horse, LLC; and
Northstar Mountain Properties, LLC -- filed separate Chapter 11
petitions.

The Debtors' financial advisor is Houlihan Lokey Howard & Zukin
Capital, Inc.  The Debtors' claims agent is Epiq Bankruptcy
Solutions.


ELECTRICAL COMPONENTS: Files Prepackaged Plan of Reorganization
---------------------------------------------------------------
Electrical Components International, Inc., and its debtor-
affiliates filed with the U.S. Bankruptcy Court for the District
of Delaware a joint prepackaged plan of reorganization and
disclosure statement.

The Debtors will seek approval of their prepackaged Chapter 11
plan of reorganization from the Court at a confirmation hearing on
May 11, 2010, at 4:00 p.m., prevailing Eastern Time.  Objections
to the Plan must be filed by 4:00 p.m., prevailing Eastern Time on
May 3, 2010.

The proposed financial restructuring will result in the
elimination of $165 million or approximately 50% of debt.  It will
also free up additional cash that can be reinvested in the
Debtors' businesses and position them to pursue future growth
opportunities.

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

           http://bankrupt.com/misc/ELECTRICAL_COMPONENTS_plan.pdf
           http://bankrupt.com/misc/ELECTRICAL_COMPONENTS_ds.pdf
           http://bankrupt.com/misc/ELECTRICAL_COMPONENTS_ds2.pdf

Under the Plan, holders of allowed administrative expense claims
will receive payment in full in cash of the unpaid portion of the
claims.

Persons seeking awards by the Court of compensation for services
rendered or reimbursement of expenses incurred through and
including the confirmation date will be paid in full, in cash.

Holders of allowed priority tax claims will be paid in full, in
cash.

DIP claims and DIP expense claims will be indefeasibly paid in
full, in cash from, inter alia, the proceeds of the exit facility.
Upon payment, the commitments under the DIP facility will
terminate and liens and security interests granted to secure the
obligations will be terminated.

Holders of these claims, which will be unimpaired, aren't entitled
to vote on the plan:

     a. Class 1 - Priority Non-Tax Claims (deemed to accept, and
        will be paid in full, in cash);

     b. Class 4 - Secured Tax Claims (deemed to accept, and will
        be paid in full, in cash);

     c. Class 5 - Other Secured Claims (deemed to accept);

     d. Class 6 - General Unsecured Claims (deemed to accept, and
        will be paid in full, in cash);

     e. Class 7 - Intercompany Claims (deemed to accept); and
     f. Class 9 - Equity Interest in Subsidiary Debtors (deemed to
        accept).

Holders of Class 10 - Holdings Common Equity Interests, will be
impaired, aren't allowed to vote on the plan and are deemed to
reject the plan.

Holders of these claims, which will be impaired, are entitled to
vote:

     a. Class 2 - First Lien Lender Claims;
     b. Class 3 - Second Lien Lender Claims; and
     c. Class 7 - Intercompany Claims.

Holders of Class 2 claims will receive in full satisfaction of the
claim, the holder's pro rata share of (x) 50,000,000 shares of the
New Common Stock of Reorganized Holdings unless a cash election is
made with respect to an allowed first lien lender claim, and (y)
the exit facility tranche B term loans.

In lieu of a distribution of its pro rata share of 50,000,000
shares of the new common stock, (x) each holder of an allowed
first lien lender claim may elect to receive cash on account of
all or a portion of its distribution of new common stock in an
amount equal to $1.00 per share of new common stock, provided that
the aggregate amount of shares of new common stock on account of
which the electing lenders may receive cash distributions pursuant
to the cash election will not exceed 15,000,000.

Holders of Class 3 claims will receive, in full satisfaction of
the claim, the holders' pro rata share of $10.0 million in cash.

Class 5 claims will be reinstated, will receive cash in an amount
equal to the allowed other secured claim, or will receive the
collateral securing the claim and any interest on the claim.

The legal, equitable and contractual rights of the holders of
Class 7 claims will be unaltered by the Plan.

Class 8 claims will be cancelled and each holder will receive its
pro rata share of the rights.

Equity Interests in Subsidiary Debtors (Class 9) claims will be
owned by Reorganized Holdings or Reorganized ECI, as applicable.

Shares of Holdings Common Equity Interests (Class 10) will be
cancelled, and each holder won't receive or retain any property or
interest in property on account of the claims.

On the effective date, BKC will make the BKC New Money Equity
Contribution in exchange for 13,100,000 shares of the new common
stock.  BKC will make the BKC Secondary Equity Contribution in
exchange for at least an additional 5,000,000 shares and up to
7,500,000 shares of the new common stock.  Sankaty will make the
Sankaty New Money Equity Contribution in exchange for 9,400,000
shares of the new common stock.  Sankaty will also make the
Sankaty Secondary Equity Contribution in exchange for at least an
additional 5,000,000 shares and up to 7,500,000 shares of the new
common stock.

On the effective date, the operations of Reorganized Holdings will
become the general responsibility of its board of directors.  The
initial board of directors of Reorganized Holdings will consist of
seven directors, one of whom will be the chief executive officer
of Reorganized ECI, two will be designated by BKC, two will be
designated by Sankaty and two will be independent directors
designated by the holder of a majority of the outstanding shares
of New Common Stock.

                   About Electrical Components

St. Louis, Missouri-based Electrical Components International,
Inc. -- aka Whitehouse Acquisition Co.; Electrical Components
International DE Holdings Co.; Wirekraft Employment Co.; Wire
Harness Contractors, Inc.; Wire Harness Automotive, Inc.; Wire
Harness Industries Inc.; and Wirekraft LLC -- designs,
manufactures and markets wire harnesses and provides assembly
services primarily for major white goods appliance manufacturers.

The Company filed for Chapter 11 bankruptcy protection on
March 30, 2010 (Bankr. D. Del. Case No. 10-11054).  These
affiliates also filed separate Chapter 11 petitions -- ECM Holding
Company (Case No. 10-11055), with estimated assets and debts at
$100 million to $500 million; FP-ECI Holdings Company (Case No.
10-11056); and Noma O.P., Inc. (Case No. 10-11057).  Stephen
Youngman, Esq., at Weil, Gotshal & Manges LLP, assists the Company
in its restructuring effort.  Chun I. Jang, Esq., Paul N. Health,
Esq., and Travis A. McRoberts, Esq., at Richards, Layton & Finger,
P.A., are the Company's co-counsel.  Epiq Bankruptcy Solutions is
the Company's claims agent.  In its petition, the Company
estimated its assets and debts at $100,000,001 to $500 million.


ENERGYCONNECT GROUP: Board Approves Incentive Plan
--------------------------------------------------
The Board of Directors of EnergyConnect Group, Inc., on March 30,
2010, approved the EnergyConnect Group, Inc. Incentive Plan.  The
period covered by the plan is January 3, 2010, to January 1, 2011.
The purposes of the plan is to drive superior performance of the
company, to align, motivate and reward eligible employees by
making a portion of their cash compensation dependent on the
achievement of certain performance goals and to retain key
executives.  Officers and key executives designated by the
Company's Board of Directors or the Compensation Committee thereof
are eligible to participate in the plan.

Bonuses paid under the plan will be based on attainment of
corporate and strategic business objectives or the participant's
contribution to the company.  The plan administrator will
establish the performance period or periods for the plan, the
performance goals for each performance period and the target bonus
amount for each participant.  Performance goals and target bonus
amounts must be established by the earlier of (i) 90 days after
the start of the performance period or (ii) the date that 25% of
the performance period has lapsed.

Performance goals may include one or more objective measurable
performance factors, including, but not limited to: (i) operating
income; (ii) earnings before interest, taxes, depreciation and
amortization; (iii) earnings; (iv) cash flow; (v) market share;
(vi) sales or revenue; (vii) expenses; (viii) cost of goods sold;
(ix) profit/loss or profit margin; (x) working capital; (xi)
return on equity or assets; (xii) debt or debt-to-equity; (xiii)
accounts receivable; (xiv) writeoffs; (xv) cash; (xvi) assets;
(xvii) liquidity; (xviii) operations; (xvix) product development;
(xx) regulatory activity; (xxi) management; (xxii) human
resources; (xxiii) corporate governance; (xxiv) information
technology; (xxv) business development; (xxvi) strategic
alliances, licensing and partnering; (xxvii) mergers and
acquisitions or divestitures; and/or (xxviii) financings, each
with respect to the Company or one or more of its affiliates or
operating units.

The administrator has reserved the right, in its sole discretion,
to reduce or eliminate the amount of a bonus otherwise payable to
a participant with respect to any performance period.  A
participant must be on the company's payroll at the end of the
applicable performance period to be eligible to receive a bonus
under the plan.  Bonuses paid under the plan will be paid in cash
as soon as practicable following the end of the applicable
performance period and, in any event, by March 15, 2011.

                    About EnergyConnect Group

Campbell, Calif.-based EnergyConnect Group, Inc., is a provider of
demand response services to the electricity grid.  Demand response
programs provide grid operators with additional electricity
generation capacity by encouraging consumers to curtail their
electricity usage.

The Company's balance sheet as of January 2, 2010, showed
$9,774,924 in total assets and $9,746,384 in total liabilities,
resulting in a $28,540 stockholders' 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 the Company is experiencing difficulty in
generating sufficient cash flow to meet its obligations and
sustain its operations.


ENERGYCONNECT GROUP: RBSM Out, SingerLewak In as Auditor
--------------------------------------------------------
The Audit Committee of the Board of Directors of EnergyConnect
Group, Inc., on April 7, 2010, determined to dismiss RBSM LLP as
the Company's independent registered public accounting firm.  The
Company then notified RBSM of the dismissal on April 8, 2010.

RBSM's reports on the Company's consolidated financial statements
as of and for the years ended January 2, 2010, and January 3,
2009, did not contain an adverse opinion or a disclaimer of
opinion, and were not qualified or modified as to uncertainty,
audit scope, or accounting principles, except RBSM's assumption
that the Company will continue as a going concern and that the
consolidated financial statements as of and for the years ended
January 2, 2010, and January 3, 2009, do not include any
adjustments that might result from the outcome of that
uncertainty.

During the Company's two most recent fiscal years ended January 2,
2010, and January 3, 2009, and the subsequent period through
April 3, 2010, the Company did not have any disagreements with
RBSM on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure,
which disagreements, if not resolved to the satisfaction of RBSM,
would have caused it to make reference to the subject matter of
the disagreements in connection with its report.  Also during this
period, there have been no reportable events as that term is
described in Item 304(a)(1)(v) of Regulation S-K.

As a result of a competitive request for proposal process
undertaken by the Audit Committee, on April 7, 2010, the Audit
Committee approved SingerLewak as the Company's independent
registered public accounting firm for the year ending January 1,
2011, subject to the execution of a formal engagement letter.  In
deciding to select SingerLewak, the Audit Committee reviewed
auditor independence issues and existing commercial relationships
with SingerLewak and concluded that SingerLewak has no commercial
relationship with the Company that would impair its independence.
During the fiscal year ended January 2, 2010, the Company engaged
SingerLewak to assist the Company as the Company prepared its tax
provision.  In the course of this engagement, the Company sought
advice from SingerLewak on the application of accounting
principles with respect to the tax provision.

The Company did not engage SingerLewak in any prior consultations
during the Company's fiscal years ended January 2, 2010, and
January 3, 2009.

                    About EnergyConnect Group

Campbell, Calif.-based EnergyConnect Group, Inc., is a provider of
demand response services to the electricity grid.  Demand response
programs provide grid operators with additional electricity
generation capacity by encouraging consumers to curtail their
electricity usage.

The Company's balance sheet as of January 2, 2010, showed
$9,774,924 in total assets and $9,746,384 in total liabilities,
resulting in a $28,540 stockholders' 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 the Company is experiencing difficulty in
generating sufficient cash flow to meet its obligations and
sustain its operations.


ENERGY FUTURE: Files Prospectuses on Goldman Notes Offering
-----------------------------------------------------------
Energy Future Holdings Corp. on April 9 and 13, filed with the
Securities and Exchange Commission prospectuses in connection with
a plan to offer:

     -- $1,830,546,000 of 10.875% Senior Notes due 2017; and
        $2,777,290,566 of 11.250%/12.000% Senior Toggle Notes due
        2017

        See http://ResearchArchives.com/t/s?5fee

     -- $1,000,000,000 of 5.55% Series P Senior Notes due 2014;
        $750,000,000 of 6.50% Series Q Senior Notes due 2024; and
        $750,000,000 of 6.55% Series R Senior Notes due 2034

        See http://ResearchArchives.com/t/s?5fef

     -- $115,446,000 of 9.75% Senior Secured Notes due 2019

        See http://ResearchArchives.com/t/s?5fed

Energy Future Holdings said the prospectuses have been prepared
for and may be used by Goldman, Sachs & Co. as Market Maker, and
affiliates of Goldman in connection with offers and sales of the
notes related to market-making transactions in the notes in the
secondary market effected from time to time.  Goldman and its
affiliates may act as principal or agent in such transactions,
including as agent for the counterparty when acting as principal
or as agent for both counterparties, and may receive compensation
in the form of discounts and commissions, including from both
counterparties, when it acts as agent for both.  Sales of notes
pursuant to this prospectus will be made at prevailing market
prices at the time of sale, at prices related thereto or at
negotiated prices.  EFH Corp. will not receive any proceeds from
those sales.

In its annual report on Form 10-K filed in February 2010, the
Company said income attributable to EFH Corp. was $344 million for
the year ended December 31, 2009, from a net loss of
$9.838 billion for 2008.  Operating revenues were $9.546 billion
for 2009 from $11.364 billion in 2008.

At December 31, 2009, the Company had total assets of
$59.662 billion against total liabilities of $61.498 billion.
Total equity at December 31, 2009, was $1.836 billion from
$2.318 billion at end of December 2008.

                        About Energy Future

Energy Future Holdings Corp. is a diversified energy holding
company with a portfolio of competitive and regulated energy
businesses in Texas.  Oncor, an 80%-owned entity within the EFH
group, is the largest regulated transmission and distribution
utility in Texas.  The company delivers electricity to
roughly three million delivery points in and around Dallas-
Fort Worth.

                           *     *     *

Energy Future Holdings Corp. continues to carry Moody's Investors
Service "Caa1" Corporate Family Rating, with negative rating
outlook.

As reported by the Troubled Company Reporter on April 7, 2010,
Fitch Ratings downgraded to 'B-' from 'B' the Issuer Default
Ratings of Energy Future Holdings Corp.; Energy Future
Intermediate Holding Company LLC; Texas Competitive Electric
Holdings Company LLC; and Energy Future Competitive Holdings
Company.


FANITA RANCH: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Fanita Ranch, LP
        Carlsbad
        2055 Corte Del Nogal
        Carlsbad, CA 92011
        Tel: 619-236-0800

Bankruptcy Case No.: 10-05750

Chapter 11 Petition Date: April 7, 2010

Court: U.S. Bankruptcy Court
       Southern District of California (San Diego)

Debtor's Counsel: William A. Smelko, Esq.
                  10931 Rockwood Rd.
                  El Cajon, CA 92020
                  Tel: 619-236-0800
                  E-mail: wasmelko@aol.com

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

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

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

The petition was signed by Michael Armstrong, General Managing
Member of Debtor's General Pr.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Barratt American, Inc.                 08-13249     4/07/10


FLEETWOOD ENTERPRISES: Updates Disclosure Statement
---------------------------------------------------
Fleetwood Enterprises Inc. has updated its Chapter 11 disclosure
statement to include more information on various ongoing
litigation and the company's current and projected financial
condition, in an attempt to address numerous objections from the
U.S. trustee and others, Bankruptcy Law360 reports.

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.


FOLEY 15: Case Summary & 5 Largest Unsecured Creditors
------------------------------------------------------
Debtor: Foley 15 Acres Development, LLC
        2871 Mabry Road, NE
        Atlanta, GA 30319

Bankruptcy Case No.: 10-70750

Chapter 11 Petition Date: April 8, 2010

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

Debtor's Counsel: J. Nevin Smith, Esq.
                  Smith Diment Conerly, LLP
                  402 Newman Street
                  Carrollton, GA 30117
                  Tel: (770) 834-1160
                  Fax: (770) 834-1190
                  E-mail: cstembridge@smithdiment.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 5 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ganb10-70750.pdf

The petition was signed by Martin H. Jones, MHJ Holdings, LLC's
managing manager.


FRANK CONSTANTINO: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Frank James Constantino
        10868 Forest Run Drive
        Bradenton, FL 34211

Bankruptcy Case No.: 10-08220

Chapter 11 Petition Date: April 8, 2010

Court: United States Bankruptcy Court
       Middle District of Florida (Tampa)

Debtor's Counsel: R. John Cole, II, Esq.
                  R. John Cole, II, PA
                  46 N Washington Blvd, Suite 24
                  Sarasota, FL 34236
                  Tel: (941) 365-4055
                  Fax: (941) 365-4219
                  E-mail: rjc@rjcolelaw.com

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

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/flmb10-08220.pdf

The petition was signed by Frank James Constantino.


FX REAL ESTATE: December 31 Balance Sheet Upside-Down by $353 Mln
-----------------------------------------------------------------
FX Real Estate and Entertainment Inc. filed on April 14, 2010, its
annual report on Form 10-K for the year ended December 31, 2009.

The Company's balance sheet at December 31, 2009, showed
$141.0 million in assets and $494.1 million of debt, for a
stockholders' deficit of $353.1 million.

The Company reported a net loss of $114.7 million on $18.9 million
of revenue for 2009, compared with a net loss of $461.8 million on
$6.0 million of revenue for 2008.

LL Bradford, in Las Vegas, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company is in default under the mortgage
loan, has limited available cash, has a working capital deficiency
and will need to secure new financing or additional capital in
order to pay its obligations.

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

                   http://researcharchives.com/t/s?6005

Based in New York, FX Real Estate and Entertainment Inc. owns and
operates 17.72 contiguous acres of land located at the southeast
corner of Las Vegas Boulevard and Harmon Avenue in Las Vegas,
Nevada.  The Las Vegas property is currently occupied by a motel
and several commercial and retail tenants with a mix of short and
long-term leases.  The first lien lenders had a receiver appointed
on June 23, 2009, to take control of the property and as a
consequence, the property is no longer being managed or operated
by the Company.


FORTUNE INDUSTRIES: Unveils Results of Shareholders' Meeting
------------------------------------------------------------
Fortune Industries, Inc., held its Annual Meeting of Shareholders
on March 30, 2010.  At the Meeting, the shareholders re-elected
each of the nominees to the Board of Directors of the Company for
a one-year term: Carter M. Fortune, David A. Berry, P. Andy Rayl,
Julia Reed and Patrick Ludwig.  Additionally, the shareholders
ratified the appointment of Somerset CPAs as the Company's
independent registered public accounting firm for the fiscal year
ending June 30, 2010.

                     About Fortune Industries

Fortune Industries, Inc., is a holding company of providers of
full service human resources outsourcing services through co-
employment relationships with their clients.

The Company reported $32,225,000 in total assets and $12,615,000
in total liabilities resulting to a $19,610,000 stockholders'
equity for Dec. 31, 2009.

                        Going Concern Doubt

Somerset CPAs, P.C., in Indianapolis, Indiana, expressed
substantial doubt about Fortune Industries, Inc.'s ability to
continue as a going concern after auditing the Company's financial
statements for fiscal periods ended June 30, 2009, Aug. 31, 2008,
and 2007.  The auditor noted that the Company has had recurring
losses from operations and has a net capital deficiency.


GALLERY LLC: Case Summary & 7 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Gallery, LLC, Gallery, LLC
        921 Central Ave. N
        Kent, WA 98032

Bankruptcy Case No.: 10-13934

Chapter 11 Petition Date: April 8, 2010

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

Judge: Thomas T. Glover

Debtor's Counsel: David H Fuller, Esq.
                  Law Office of David H Fuller
                  1316 Central Ave S Ste 102
                  Kent, WA 98032
                  Tel: (253) 520-2972
                  E-mail: electronicnotice@toughtimeslawyer.com

Estimated Assets: $1,000,0000, to $10,000,000

Estimated Debts: $1,000,0000, to $10,000,000

A list of the Company's 7 largest unsecured creditors filed
together with the petition is available for free at:

         http://bankrupt.com/misc/wawb10-13934.pdf

The petition was signed by Larry Almo, Manager.


GEMS TV: Organizational Meeting to Form Panel on April 15
---------------------------------------------------------
Roberta A. DeAngelis, Acting United States Trustee for Region 3,
will hold an organizational meeting on April 15, 2010, at
2:00 p.m. in the bankruptcy case of Gems TV (USA) Limited.
The meeting will be held at J. Caleb Boggs Federal Building, 844
King Street, Room 2112, in Wilmington, Delaware.

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

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

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

Reno, Nevada-based Gems TV (USA) Limited, aka Gems TV, is a
television retailer of gemstone jewelry products.  Its parent is
Gems TV Holdings Ltd., which owns and operates jewelry home
shopping TV channels in the U.S., U.K. and Japan.

The Company filed for Chapter 11 bankruptcy protection on April 5,
2010 (Bankr. D. Del. Case No. 10-11158).  Robert S. Brady, Esq.,
and Robert F. Poppiti, Jr., Esq., at Young, Conaway, Stargatt &
Taylor, assist the Company in its restructuring effort.  Focus
Management Group is the Company's financial advisor.  Epiq
Bankruptcy Solutions Inc. is the Company'[s claims and notice
agent.  The Company estimated its assets and debts at $10,000,000
to $50,000,000.


GENERAL GROWTH: Simon Properties Offers to Invest $2.5 Billion
--------------------------------------------------------------
Simon Property Group, Inc. sent a letter to General Growth
Properties, Inc. offering to invest $2.5 billion in a General
Growth reorganization at the same per share price as the plan of
reorganization sponsored by Brookfield Asset Management.  SPG's
proposal is substantially more favorable to GGP and its
equityholders than the currently proposed plan of reorganization
because it would eliminate the highly dilutive warrants that GGP
proposes to issue to Brookfield, Pershing Square and Fairholme
Capital.  SPG's proposal also includes a $1 billion co-investment
commitment by Paulson & Co.

Following is the text of the letter sent today by Simon Property
Group to General Growth:

April 14, 2010

Mr. Adam Metz

Chief Executive Officer

General Growth Properties, Inc.

110 North Wacker Drive

Chicago, Illinois 60606

Dear Adam:

This will formally confirm that Simon Property Group is prepared
to participate in the recapitalization of General Growth
Properties in the same format as the proposed plan of
reorganization sponsored by Brookfield Asset Management, but on a
basis very substantially more favorable to GGP and its
equityholders, as outlined below.

Consideration. Simon would acquire 250,000,000 shares of common
stock in GGP for $2.5 billion in the aggregate, or $10.00 per
share, the same amount as Brookfield would acquire, at the same
price, pursuant to its Cornerstone Investment Agreement.  Simon
would also backstop the GGO rights offering as contemplated in the
Brookfield sponsored recapitalization, and would otherwise enter
into agreements on the same basis as Brookfield with respect to
the recapitalization of GGP and the spin-off of GGO, subject to
the adjustments for the benefit of GGP outlined herein.

Warrants. Simon would not receive any warrants or similar payment
or fees in respect of its commitment to invest in GGP, either on
an interim basis, or as part of the post-reorganization
consideration to be issued to Simon in respect of its investment.
GGP's equityholders would accordingly not suffer the dilution
contemplated by the Brookfield investment, and their ongoing
interest in GGP would be substantially more valuable.  We estimate
that this benefit could be at least $895 million, or $2.75 per
share based on today's share count.

Governance. In order to ensure that GGP remains an independent
company for all regulatory purposes and avoid the interposition of
any challenge to the proposed transaction, Simon is prepared to
agree to the limits on its governance rights described in Annex A.
These governance mechanisms - which you and your counsel should
find familiar from other similar situations - will obviate any
possible concern about Simon exercising inappropriate or
unreasonable influence over the reorganized GGP.  Our counsel are
of course prepared to discuss these matters with yours.

Co-Investors.  If Pershing Square and Fairholme will agree to
amend their investment agreements with GGP to forego the warrants
currently contemplated by those agreements, Simon would welcome
them as co-investors in GGP's recapitalization.  However, a number
of alternative sources of capital are interested in co-investing
in GGP with Simon, on such terms, in their stead.  Pursuant to the
attached letter from Paulson & Co. Inc., Paulson is prepared to
co-invest at least $1 billion with Simon in connection with a
Simon sponsored recapitalization of GGP.  In order to ensure the
success of GGP's recapitalization, in addition to working with GGP
to negotiate and finalize the revised Pershing Square and
Fairholme co-investment commitments or replacements thereof, Simon
will itself fully backstop the entire amount of such co-investment
commitments, without any warrants, as well as backstopping an
additional $125 million investment in GGO as Pershing Square and
Fairholme are currently contemplated to do. However, it is not
Simon's intent to gain control of GGP pursuant to this backstop
obligation, and, as set forth on Annex A, Simon would agree not
only to seek the disposition of any shares issued with respect to
its backup commitment as promptly as practicable, but also to the
effective sterilization of such interest for voting and control
purposes prior to such disposition. Simon's voting interest in GGP
would generally be limited to 20% of the outstanding shares.

No Financing or Other Contingencies.  There will be no financing
condition whatsoever to Simon's obligations to close the
transaction.  Simon, which has an equity market capitalization in
excess of $27 billion, $3.5 billion of available cash on its
balance sheet, and $3.3 billion of available borrowing capacity
under its revolving credit facility, and would be fully and
immediately responsible for its commitment and backstop
obligations, in distinction to Brookfield, which does not seem to
have yet delivered an equity commitment to the shell subsidiary
with which GGP contracted and seems to be entirely free to walk
away from the agreed deal.  Simon's investment would not be
contingent on any vote of Simon shareholders, and Simon will not
require any commitment or other fee in respect of its equity
investment commitment in the recapitalization of GGP.

Improvement to Brookfield Terms. Except as specified herein, the
terms of Simon's commitment to invest in GGP would be
substantially identical to Brookfield's obligations pursuant to
the Brookfield investment agreement and the other agreements
contemplated thereby.  Our proposed form of investment agreement
is attached, along with a comparison to the Brookfield agreement.

If you are interested, we remain prepared to discuss with you
instead an acquisition of GGP in a fully-financed transaction.

We look forward to hearing from you and to working together to
consummate a transaction.

Very truly yours,

David Simon

Chairman of the Board and

Chief Executive Officer

cc: Board of Directors, General Growth Properties, Inc.

Official Committee of Equity Security Holders

Official Committee of Unsecured Creditors

Jackson Hsieh, UBS Investment Bank


                   About Simon Property Group

Simon Property Group, Inc., headquartered in Indianapolis,
Indiana, USA, is the largest retail REIT in the USA.  Simon owns,
manages, leases and develops properties, primarily regional and
super-regional malls as well as premium outlet centers.  It
currently owns or has an interest in 382 properties comprising
261 million SF of gross leaseable area in North America, Europe
and Asia.  At December 31, 2009, Simon had consolidated gross book
assets of $31.5 billion, book equity of $4.5 billion, a total
market capitalization of $53 billion, and an equity market
capitalization of $28 billion.

                       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 MOTORS: Reports $4.3 Billion Net Loss for 2009
------------------------------------------------------
General Motors Company filed its third quarter and annual
financial results for 2009 with the U.S. Securities and Exchange
Commission disclosing a $4.3 billion net loss for the period ended
December 31, 2009.

GM also disclosed a $57.5 billion global revenue and a $1.0
billion net cash provided by operating activities for the period
ended December 31, 2009.  The filings, GM said, were made after it
completed its fresh-start accounting.

The $4.3 billion net loss includes the pre-tax impact of a $2.6
billion settlement loss related to the UAW retiree medical plan
and a $1.3 billion foreign currency re-measurement loss.

"We are building the foundation that will allow us to return to
public ownership," said Chris Liddell, GM vice chairman and chief
financial officer.  "Completing fresh-start accounting is an
important step in that process."

The new company, which was formed on July 10, 2009 through the
acquisition of substantially all the assets and certain
liabilities of Motors Liquidation Company (formerly General Motors
Corporation), had to complete the process of adopting fresh-start
accounting to record the acquisition and establishment of the new
GM as well as determine the fair value of assets and liabilities
and implement new accounting policies.

Going public will enable the company to invest in designing,
building and selling the world's best vehicles, attract the best
people and access the capital markets, GM said in a public
statement.  One of the most important measures in establishing the
foundation for going public is the company's ability to return to
sustainable profitability, GM added.

"As the results for 2009 show there is still significant work to
be done.  However, I continue to believe we have a chance of
achieving profitability in 2010," said Mr. Liddell.  "We are also
dedicated to delivering on our commitments to our stakeholders.
For example we remain committed to repaying the outstanding
balance of the U.S. Treasury and Export Development Canada loans
by June 2010 at the latest."

A full-text copy of GM's 2009 Annual Financial Results Report on
Form 10-K filed with the U.S. Securities and Exchange Commission
is available for free at http://ResearchArchives.com/t/s?5f04

             GENERAL MOTORS COMPANY AND SUBSIDIARIES
                   CONSOLIDATED BALANCE SHEET
                         (In $ millions)
                     As of December 31, 2009

                              ASSETS

Current Assets:
Cash and cash equivalents                             $22,679
Marketable securities                                     134
                                                   ---------
Total cash, cash equivalents and
  marketable securities                               22,813

Restricted cash                                        13,917
Accounts and notes receivable, net                      7,518
Inventories                                            10,107
Assets held for sale                                      388
Equipment on operating leases, net                      2,727
Other current assets and deferred income taxes          1,777
                                                   ---------
Total current assets                                   59,247

Non-Current Assets:
Restricted cash                                         1,489
Equity in net assets of nonconsolidated affiliates      7,936
Assets held for sale                                      530
Equipment on operating leases, net                          3
Property, net                                          18,687
Goodwill                                               30,672
Intangible assets, net                                 14,547
Deferred income taxes                                     564
Prepaid pension                                            98
Other assets                                            2,522
                                                   ---------
Total non-current assets                               77,048
                                                   ---------
Total Assets                                         $136,295
                                                   =========

                 LIABILITIES AND EQUITY (DEFICIT)

Current Liabilities:
Accounts payable (principally trade)                  $18,725
Short-term debt and current portion of long-term debt  10,221
Liabilities held for sale                                 355
Postretirement benefits other than pensions               846
Accrued expenses                                       22,288
                                                   ---------
Total current liabilities                              52,435

Non-Current Liabilities:
Long-term debt                                          5,562
Liabilities held for sale                                 270
Postretirement benefits other than pensions             8,708
Pensions                                               27,086
Other liabilities and deferred income taxes            13,279
                                                   ---------
Total non-current liabilities                          54,905
                                                   ---------
Total liabilities                                     107,340

Commitments and contingencies:
Preferred stock, $0.01 par value                        6,998

Equity (Deficit):
Old GM
  Preferred stock, no par value                            -
  Preference stock, $0.10 par value                        -
  Common stock, $1 2/3 par value common stock              -

General Motors Company:
  Common stock, $0.01 par value                            -
  Capital surplus                                          -
  Accumulated deficit                                      -
  Accumulated other comprehensive income (loss)        1,588
                                                   ---------
Total stockholders' equity (deficit)                   21,249
Noncontrolling interests                                  708
                                                   ---------
Total equity (deficit)                                 21,957
                                                   ---------
Total Liabilities and Equity (Deficit)               $136,295
                                                   =========


                 GENERAL MOTORS COMPANY AND SUBSIDIARIES
                  CONSOLIDATED STATEMENT OF OPERATIONS
                          (In $ millions)
             For the Period July 10 to December 31, 2009

Net sales and revenue:
Sales                                                  $57,329
Other revenue                                              145
                                                    ---------
Total net sales and revenue                             57,474

Costs and expenses:
Cost of sales                                           56,381
Selling, general and administrative expense              6,006
Other expenses, net                                         15
                                                    ---------
Total costs and expenses                                62,402
                                                    ---------
Operating loss                                          (4,928)

Equity in income (loss) of and disposition
  of interest in GMAC                                       -
Interest expense                                          (694)
                                                   ---------
Interest income and other non-operating income, net        440

Gain (loss) on extinguishment of debt                     (101)
Reorganization gains, net                                    -
                                                    ---------
Income (loss) from continuing operations before
   income taxes and equity income                      (5,283)
Income tax expense (benefit)                            (1,000)
Equity income, net of tax                                  497
                                                    ---------
Income (loss) from continuing operations                (3,786)

Discontinued operations                                      -
Income from discontinued operations, net of tax              -
Gain on sale of discontinued operations, net of tax          -
                                                    ---------
Income from discontinued operations                          -
                                                    ---------
Net income (loss)                                       (3,786)

Less: Net (income) loss attributable to
   noncontrolling interests                              (511)
                                                    ---------
Net income (loss) attributable to stockholders          (4,297)
Less: Cumulative dividends on preferred stock              131
                                                    ---------
Net income (loss) attributable to common stockholders  ($4,428)
                                                    =========

              GENERAL MOTORS COMPANY AND SUBSIDIARIES
                CONSOLIDATED STATEMENT OF CASH FLOWS
                         (In $ millions)
           For the Period July 10 to December 31, 2009

Cash flows from operating activities
Net income (loss)                                      ($3,786)
Income (loss) income from discontinued operations            -
                                                    ---------
Income (loss) from continuing operations                (3,786)

Adjustments to reconcile income (loss) from
continuing operations to net cash provided by (used in)
continuing operating activities:
  Depreciation, impairment charges and
     amortization expenses                              4,241
  Goodwill impairment charges                               -
  Delphi charges                                            -
  Foreign currency translation and transaction
     (gain) loss                                          755
  Impairment charges related to investments in GMAC       270
  Amortization of discount and issuance costs
     on debt issuance                                     140
  (Gain) loss related to Saab deconsolidation
      and bankruptcy filing                               (59)
  Undistributed earnings of nonconsolidated affiliates   (497)
  OPEB expense                                          3,206
  OPEB payments                                        (1,514)
  VEBA withdrawals                                          -
  Contributions to New VEBA                              (252)
  Pension expense                                         364
  Pension contributions                                (4,318)
  Gain on extinguishment of U.S. term loan                  -
  Loss on extinguishment of UST GMAC Loan                   -
  Loss on extinguishment of other debt                    101
  Gain on disposition of GMAC Common Membership Interests   -
  Cash payments related to reorganizations gains, net       -
  Reorganization gains, net                                 -
  Provisions for deferred taxes                        (1,427)
  Change in other investments and miscellaneous assets    303
  Change in other operating assets and liabilities, net 2,605
  Other                                                   839
                                                    ---------
Net cash provided by (used in) continuing
  operating activities                                    971
Cash provided by discontinued operating activities           -
                                                    ---------
Net cash provided by (used in) operating activities        971

Cash flows from investing activities:
Expenditures for property                               (1,914)
Investments in marketable securities, acquisitions        (158)
Investments in marketable securities, liquidations         171
Investment in GMAC                                           -
Investment in stock warrants                               (25)
Acquisition of companies, net of cash acquired          (2,127)
Increase in cash due to consolidation of CAMI                -
Decrease in cash due to deconsolidation of Saab
  in February 2009                                          -
Increase in cash due to consolidation of Saab
  in August 2009                                          222
Distributions from GMAC received on GMAC common stock       72
Operating leases, liquidations                             564
Proceeds from sale of discontinued operations                -
Proceeds from sale of business units/equity investments      -
Proceeds from sale of real estate, plants,
   and equipment                                           67
Change in notes receivable                                 (31)
Change in restricted cash                                5,171
                                                    ---------
Net cash provided by (used in) continuing
  investing activities                                  2,012

Cash used in discontinued investing activities:
Net cash provided by (used in) investing activities      2,012

Cash flows from financing activities:
Net decrease in short-term debt                           (909)
Proceeds from UST Loan Facility and UST GMAC Loan            -
Proceeds from funding by EDC                             4,042
Proceeds from the Receivables Program                       30
Proceeds from DIP Facility                                   -
Proceeds from EDC Loan Facility                              -
Proceeds from issuance of long-term debt                   873
Proceeds from German Facility                              716
Payments on the UST Loans                               (1,361)
Payments on Canadian Loan                                 (192)
Payments on Receivables Program                           (140)
Payments on German Facility                             (1,779)
Payments on other long-term debt                          (541)
Cash, cash equivalents and restricted cash
  retained by MLC                                           -
Payments to acquire noncontrolling interest               (100)
Fees paid for debt modification                              -
Cash dividends paid to GM preferred stockholders           (97)
Cash dividends paid to Old GM common stockholders            -
                                                    ---------
Net cash provided by (used in) continuing
  financing activities                                    542
Cash provided by (used in) discontinued
  financing activities                                      -
                                                    ---------
Net cash provided by (used in) financing activities        542

Effect of exchange rate changes on cash
  and cash equivalents                                    532

Net increase (decrease) in cash and cash equivalents     4,057
Cash and cash equivalents reclassified as assets held     (391)
                                                    ---------
Cash and cash equivalents at beginning of the year      19,013

Cash and cash equivalents at end of the year           $22,679
                                                    =========

                       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)


GENERAL MOTORS: Submits Third Quarter 2009 Results
--------------------------------------------------
General Motors Company filed with the U.S. Securities and Exchange
Commission its third quarter results for the period ending
September 30, 2010, on Form 10-Q.

In its Form 10Q, GM Vice President, Controller and Chief
Accounting Officer Nick S. Cyprus disclosed that at September 30,
2009, the Company had available liquidity of $25.2 billion,
comprising of cash balances and marketable securities.  The amount
of available liquidity is subject to intra-month and seasonal
fluctuations and includes balances held by GM's various business
units and subsidiaries worldwide that are needed to fund their
operations.

"Although GM cost reduction initiatives have alleviated GM short-
term cash needs, we still expect to have substantial cash
requirements going forward," Mr. Cyprus noted.

Discussing GM's credit facilities, Mr. Cyprus said that at
September 30, 2009, the Company held committed credit facilities
of $4.3 billion, under which it had drawn $3.3 billion, leaving
$1.0 billion available.  Of these committed credit facilities Adam
Opel held $2.1 billion, GM Daewoo held $1.3 billion, and other
entities held $876 million, according to Mr. Cyprus.

GM Daewoo held a $1.3 billion revolving credit facility, which was
established in October 2002 with a syndicate of banks and converts
into a term loan in October 2010.  All borrowings outstanding at
October 2010 are required to be paid off in GM equal annual
installments by October 2014.  The average interest rate on
amounts outstanding under the GM Daewoo facility at September 30,
2009, was 5.35%.  The borrowings are secured by certain GM Daewoo
property, plant and equipment, and are used by GM Daewoo for
general corporate purposes, including working capital needs.  At
September 30, 2009, the facility was fully drawn with $1.3 billion
outstanding.

As of the Reporting Period, Mr. Cyprus continued, GM had
uncommitted credit facilities of $944 million, under which it had
borrowed $583 million leaving $361 million available.

GM's largest credit facility at September 30, 2009, was the German
Facility, established by the Company with the German government
and certain German states with a total commitment of up to EUR1.5
billion -- or equivalent to $2.1 billion when entered into -- and
maturing in November 2009.  Undrawn amounts were $872 million at
September 30.  At November 30, the debt was paid in full and
extinguished, Mr. Cyprus added.

"We and GM subsidiaries use credit facilities to fund working
capital needs, product programs, facilities development and other
general corporate purposes."

As of March 15, 2010, the number of shares outstanding of $0.01
par value common stock was 500,000,000 shares.

          General Motors Company and Subsidiaries
   Unaudited Condensed Consolidated Statement of Operations
                  As of September 30, 2009

ASSETS
Current Assets:
Cash and cash equivalents                           $25,092,000
Marketable securities                                   137,000
                                                 --------------
Total cash, cash equivalents & marketable
securities                                          25,229,000

Restricted cash and marketable securities            19,009,000
Accounts and notes receivable, net                    7,725,000
Inventories                                          10,610,000
Assets held for sale                                    663,000
Equipment on operating leases, net                    3,142,000
Other current assets and deferred income taxes        1,966,000
                                                 --------------
Total current assets                                  68,344,000

Non-current Assets:
Restricted cash and marketable securities             1,553,000
Equity in net assets of non-consolidated
  affiliates                                          6,088,000
Equipment on operating leases, net                        5,000
Property, net                                        18,639,000
Goodwill                                             30,633,000
Intangible assets, net                               15,385,000
Deferred income taxes                                   698,000
Prepaid pension                                          96,000
Other assets                                          2,903,000
                                                 --------------
Total non-current assets                              76,000,000
                                                 --------------
Total Assets                                        $144,344,000
                                                 ==============

LIABILITIES AND EQUITY (DEFICIT)
Current Liabilities
Accounts payable                                    $20,322,000
Short-term debt & current portion of
long-term debt                                      12,815,000
Liabilities held for sale                               492,000
Post-retirement benefits other than pensions          1,339,000
Accrued expenses                                     23,812,000
                                                 --------------
Total current liabilities                             58,780,000

Non-Current Liabilities
Long-term debt                                        2,659,000
Post-retirement benefits other than pensions         18,640,000
Pensions                                             28,915,000
Other liabilities and deferred income taxes          14,364,000
                                                 --------------
Total non-current liabilities                         64,578,000
                                                 --------------
Total liabilities                                    123,358,000

Commitments and contingencies                                 -
Preferred stock                                       1,741,000

Equity (Deficit)
Old GM
Preferred stock, no par value                                 -
Preferred stock, $0.10 par value                              -
Common stock, $1 2/3 par value common stock                   -
General Motors Company
Common stock, $0.01 par value                             4,000

Capital surplus (principally additional
paid-in capital)                                     18,787,000
Accumulated deficit                                     (899,000)
Accumulated other comprehensive income (loss)            677,000
                                                 --------------
Total stockholders' equity (deficit)                  18,569,000
Non-controlling interests                                676,000
                                                 --------------
Total equity (deficit)                                19,245,000
                                                 --------------
Total Liabilities and Equity (Deficit)              $144,344,000
                                                 ==============

            General Motors Company and Subsidiaries
   Unaudited Condensed Consolidated Statement of Operations
         For the Period July 10 to September 30, 2009

Net sales and revenue
Sales                                               $25,060,000
Other revenue                                            87,000
                                                 --------------
Total net sales and revenue                           25,147,000

Costs and expenses
Cost of sales                                        23,554,000
Selling, general & administrative expenses            2,636,000
Other expenses (income), net                            (40,000)
                                                 --------------
Total costs and expenses                              26,150,000
                                                 --------------
Operating loss                                        (1,003,000)

Equity in income (loss) of & disposition of
interest in GMAC                                              -
Interest expense                                        (365,000)
Interest income & other non-operating
income, net                                             454,000
Gain (loss) on extinguishment of debt                          -
Reorganization gains, net                                      -
                                                 --------------
Income (loss) before income taxes
& equity income                                        (914,000)
Income tax expense (benefit)                            (139,000)
Equity income, net of tax                                204,000
                                                 --------------
Net income (loss)                                      ($571,000)
                                                 ==============
Less: Net (income) loss attributable
to stockholders                                        (287,000)
                                                 --------------
Net (income) loss attributable to stockholders          (858,000)
Less: Cumulative dividends on preferred stock             50,000
                                                 --------------
Net (income) loss attributable to
common stockholders                                    (908,000)

            General Motors Company and Subsidiaries
   Unaudited Condensed Consolidated Statement of Cash Flows
         For the Period July 10 to September 30, 2009

Net cash provided by (used in) operating
activities                                           $2,857,000

Cash flows from investing activities
Expenditures for property                              (881,000)
Investment in GMAC                                            -
Increase in cash due to consolidation of CAMI                 -
Decrease in cash due to deconsolidation of
Saab in February 2009                                        -
Increase in cash due to consolidation of
Saab in August 2009                                    222,000
Distributions from GMAC received on GMAC
common shares                                           72,000
Investments in marketable securities, acquisitions      (81,000)
Investments in marketable securities, liquidations       94,000
Investment in stock warrants                            (25,000)
Operating leases, liquidations                          346,000
Change in restricted cash                                (9,000)
Other                                                  (160,000)
                                                 --------------
Net cash used in investing activities                   (422,000)

Cash flows from financing activities
Net decrease in short-term debt                        (588,000)
Proceeds from UST Loan Facility and UST GMAC Loan             -
Proceeds from funding by EDC                          4,042,000
Proceeds from the Receivables Program                    30,000
Proceeds from DIP facility                                    -
Proceeds from EDC loan facility                               -
Proceeds from issuance of long-term debt                293,000
Proceeds from German facility                           716,000
Payments on the UST loans                              (361,000)
Payments on other German facility                      (438,000)
Payments on long-term debt                             (130,000)
Cash, cash equivalents and restricted cash
retained by MLC                                              -
Fees paid for debt modification                               -
Cash dividends paid to GM preferred stockholders        (41,000)
Cash dividends paid to Old GM common stockholders             -
Payments to acquire non-controlling interest                  -
                                                 --------------
Net cash provided by financing activities              3,523,000

Effect of change rate changes on cash and
cash equivalents                                        398,000
                                                 --------------
Net increase (decrease) in cash &
cash equivalents                                       6,356,000
Cash and cash equivalents reclassified to assets
held for sale                                          (277,000)
Cash and cash equivalents at beginning of period      19,013,000
                                                 --------------
Cash and cash equivalents at end of the period       $25,092,000
                                                 ==============

A full-text copy of GM's third quarter results for September 2009
is available at the SEC at http://ResearchArchives.com/t/s?5ede

                       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)


GENERAL MOTORS: Tort Claimants Lose Challenge to GM Asset Sale
--------------------------------------------------------------
A district judge on Tuesday rejected an appeal from product
liability claimants who say a bankruptcy court should not have
allowed General Motors LLC to buy the assets of bankrupt "Old GM"
free and clear of their tort claims, according to Bankruptcy
Law360.

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: Winds Down Hummer, Offers Rebates
-------------------------------------------------
General Motors is pushing through with its move to wind down its
HUMMER sports utility vehicles.  The automaker began to
contemplate a shutdown of HUMMER's production on February 24,
after talks to sell the brand to China's Sichuan Tengzhong Heavy
Industrial Machinery Co. fell, BusinessWeek reported.

As a step toward the wind down, General Motors is giving HUMMER
buyers as much as $6,000 in rebates.  GM also told HUMMER
retailers in a conference call that the retailers will be notified
of the termination of their franchises, BusinessWeek noted.

The automaker has decided to close its Hummer-producing factory in
Shreveport, Louisiana not later than 2012, which includes selling
the equipment used to build the H3 SUV and H3T pickup, Nick
Richards, spokesman for the brand, told BusinessWeek.

Despite these developments, GM said that it would still consider
"viable alternatives" to acquire all of part of HUMMER, saying
that it needs a buyer liquid enough to invest enough cash to see
that it is building vehicles for the new owner for it to make good
business, and optimize production, BusinessWeek noted.  According
to Jim Hall, principal of a consulting firm in Birmingham,
Michigan, "anyone who buys Hummer needs cash to make it work,
that's why GM has been turning buyers away left, right and
center," BusinessWeek related.

In other news, GM is winding down Saturn after talks of selling
the brand to Penske Automotive Group failed in September.  GM has
sold Saab to Spyker Cars NV in February, and shut down the
production of Pontiac.  GM is now concentrating on the production
of its Chevrolet, Buick, GMC and Cadillac brands in the U.S.,
BusinessWeek said.

                       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)


GENERAL MOTORS: U.S. Govt. Slashes Pay for New GM Execs.
--------------------------------------------------------
The Obama administration said on March 23, 2010, that it had cut
General Motors' proposed 2010 pay for its top 25 workers, while
sharply reducing proposed stock grants by GMAC Financial Services,
the Company's former finance arm, The Detroit Free Press reported.

Kenneth Feinberg, special master for executive compensation at the
U.S. Department of the Treasury, said that he would review the pay
granted to GM top executives in 2008 and 2009 if they received aid
under the Troubled Asset Relief Program, the report added.

GM had asked for cash salaries of more than $500,000 for 16 of its
employees, which Mr. Feinberg slashed to eight.  In his
disclosure, Mr. Feinberg said GM's annual cash salaries for the
top 25 employees "will decline by 7.5%, with only three of the 25
receiving cash raise."  Five employees have no increase, while 14
workers had their compensations cut, Freep.com said.

Mr. Feinberg, however, approved GM's granting of stock awards of
up to $7.3 million. This ruling gives GM's pays 25 employees at
least $1.3 million, with GM Chairman and CEO Ed Whitacre granted
$9 million, according to the report.

The Detroit Free Press added that GM will still be covered by
Feinberg's pay limits after it repays its loans by June 2010, as
confirmed by U.S. Treasury officials.  The pay rules will stay in
place until Treasury unwinds the 60.8% stake of GM's equity, the
report clarified.

                       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)

GLOBAL CROSSING: UK Finance Unit to Buy Back Senior Secured Notes
-----------------------------------------------------------------
Global Crossing (UK) Finance plc, a wholly owned subsidiary of
Global Crossing, has begun an excess cash offer with respect to
its senior secured notes.

In accordance with the indenture governing its notes, GCUK Finance
will offer to purchase for cash up to GBP12.593 million in
aggregate principal amount, including accrued interest -- Excess
Cash -- of its 10.75% U.S. dollar-denominated senior secured notes
due in 2014 and its 11.75% British pound sterling-denominated
senior secured notes due in 2014.  The notes are guaranteed by
Global Crossing (UK) Telecommunications Limited, GCUK Finance's
immediate parent and the principal UK operating subsidiary of
Global Crossing.

The offer is being made pursuant to the terms of the indenture
governing the senior secured notes.  The indenture requires GCUK
Finance to make an offer to purchase the maximum principal amount
of the senior secured notes possible using 50% of GCUK's excess
operating cash flow for the period from December 23, 2004, to
December 31, 2005, and for each 12-month period thereafter.

The excess cash offer will expire at 4:00 p.m. London time May 11,
2010, unless extended.  The terms and conditions of the offer are
described in GCUK Finance's offer document dated April 6, 2010.

Notes that are properly tendered and accepted for purchase in
accordance with the terms and conditions of the offer document
will be purchased at a cash price equal to 100 percent of the
outstanding principal amount of the notes tendered, together with
any accrued and unpaid interest outstanding on the date of the
purchase. If the aggregate principal amount of notes tendered
exceeds the amount that can be purchased using the Excess Cash at
a purchase price of 100% of the principal amount thereof plus
accrued interest, notes will be accepted for purchase on a pro
rata basis among tendering note holders based upon the amounts
tendered.  For purposes of determining the aggregate principal
amount of the notes tendered in order to apply the pro rata
calculation, the aggregate principal amount of the sterling-
denominated notes tendered will be converted to dollars at the
noon buying rate in the City of New York for cable transfers in
pounds sterling as announced by the Federal Reserve Bank of New
York for customs purposes on April 9, 2010.

Tenders may be validly withdrawn until 10:00 a.m. London time on
May 14, 2010 or, if the offer period is extended, at 10:00 a.m.
London time three business days after the expiration date for the
offer.

Copies of the offer document, and other information relating to
the excess cash tender offer, are available from The Bank of New
York Mellon and The Bank of New York Mellon Corporation, as Tender
Agents for the Sterling and Dollar Notes respectively; BNY
Financial Services Plc, as Irish Tender Agent; The Bank of New
York Mellon, as Irish Listing Agent; the custodian for The
Depository Trust Company and the common depository for Euroclear
System and Clearstream Banking, societe anonyme.

                        About GCUK Telecom

Global Crossing UK Telecommunications Ltd., the holding company of
GCUK Finance, provides a full range of managed telecommunications
services in a secure environment ideally suited for IP-based
business applications.  The company provides managed voice, data,
Internet and e-commerce solutions to a strong and established
commercial customer base, including more than 100 UK government
departments, as well as systems integrators, rail sector customers
and major corporate clients.  In addition, Global Crossing UK
provides carrier services to national and international
communications service providers.

                        About Global Crossing

Based in Hamilton, Bermuda, Global Crossing Limited (NASDAQ: GLBC)
is a global IP and Ethernet solutions provider with the world's
first integrated global IP-based network.  The company offers a
full range of data, voice and collaboration services with an
industry leading customer experience and delivers service to
approximately 40% of the Fortune 500, as well as to 700 carriers,
mobile operators and ISPs.  It delivers converged IP services to
more than 700 cities in more than 70 countries around the world.

At December 31, 2009, the Company had total assets of US$2.488
billion and total liabilities of US$2.848 billion, resulting in a
US$360 million stockholders' deficit.

                           *     *     *

As reported by the Troubled Company Reporter on March 31, 2010,
Standard & Poor's Ratings Services raised all its ratings on
Global Crossing, including the corporate credit rating to 'B' from
'B-'.  The outlook is stable.


GLOBAL CROSSING: UK Unit's Balance Sheet Upside Down by GBP214MM
----------------------------------------------------------------
Global Crossing Limited said its subsidiary, Global Crossing (UK)
Telecommunications Limited, generated GBP78 million of revenue in
the fourth quarter of 2009.  GCUK also reported cash generated
from operations of GBP29 million before interest payments of GBP15
million.

GCUK recorded a net loss of GBP2 million for the fourth quarter,
compared with a net loss of GBP2 million in the third quarter of
2009 and a net loss of GBP25 million in the fourth quarter of
2008.  The year-over-year decrease in net loss was primarily due
to an unfavorable foreign exchange impact on net U.S. dollar-
denominated debt in the year-ago period.

GCUK generated revenue of GBP309 million in 2009, compared with
GBP323 million for 2008.  The year-over-year decline in revenue
was primarily due to the completion of the Camelot contract, which
was partially offset by increases in other "invest and grow"
revenue.

GCUK recorded net income of GBP5 million for 2009, compared with a
net loss of GBP30 million in 2008.  The year-over-year improvement
was primarily due to an unfavorable foreign exchange impact on net
U.S. dollar-denominated debt in the prior year.

                        Cash and Liquidity

As of December 31, 2009, GCUK had total assets of GBP298.307
million against total liabilities of GBP512.778 million, resulting
in total deficit of GBP214.471 million.

As of December 31, 2009, GCUK had cash and cash equivalents of
GBP37 million compared with GBP26 million at the end of
September 30, 2009, and GBP36 million at the end of December 31,
2008.

During the year, GCUK repurchased GBP7 million of the Senior
Secured Notes, excluding accrued interest.  To support the debt
repurchase and other working capital needs, GCUK borrowed $15
million -- approximately GBP10 million -- from GC Impsat.

"Despite a challenging economic environment, we observed healthy
demand for our robust suite of IP-based services in GCUK," said
John Legere, Global Crossing's chief executive officer.  "We see
an opportunity to grow the business and further diversify our
customer base in 2010, supported by an augmented sales force, our
continued investment in the products and services demanded by the
marketplace, and our recognized ability to provide a
differentiated customer experience."

A full-text copy of GCUK's earnings report is available at no
charge at http://ResearchArchives.com/t/s?5fff

                        About GCUK Telecom

Global Crossing UK Telecommunications Ltd., the holding company of
GCUK Finance, provides a full range of managed telecommunications
services in a secure environment ideally suited for IP-based
business applications.  The company provides managed voice, data,
Internet and e-commerce solutions to a strong and established
commercial customer base, including more than 100 UK government
departments, as well as systems integrators, rail sector customers
and major corporate clients.  In addition, Global Crossing UK
provides carrier services to national and international
communications service providers.

                        About Global Crossing

Based in Hamilton, Bermuda, Global Crossing Limited (NASDAQ: GLBC)
is a global IP and Ethernet solutions provider with the world's
first integrated global IP-based network.  The company offers a
full range of data, voice and collaboration services with an
industry leading customer experience and delivers service to
approximately 40% of the Fortune 500, as well as to 700 carriers,
mobile operators and ISPs.  It delivers converged IP services to
more than 700 cities in more than 70 countries around the world.

At December 31, 2009, the Company had total assets of US$2.488
billion and total liabilities of US$2.848 billion, resulting in a
US$360 million stockholders' deficit.

                           *     *     *

As reported by the Troubled Company Reporter on March 31, 2010,
Standard & Poor's Ratings Services raised all its ratings on
Global Crossing, including the corporate credit rating to 'B' from
'B-'.  The outlook is stable.


GOLDBERG-BAYMEADOWS: Files Schedules of Assets and Liabilities
--------------------------------------------------------------
Goldberg-Baymeadows, LLC, filed with the U.S. Bankruptcy Court for
the Middle District of Florida its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $12,500,000
  B. Personal Property              $151,682
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $9,505,347
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                           $90,832
                                 -----------      -----------
        TOTAL                    $12,651,682       $9,596,179

Rancho Mirage, California-based Goldberg-Baymeadows, LLC, filed
for Chapter 11 bankruptcy protection on March 2, 2010 (Bankr. M.D.
Fla. Case No. 10-01637).  Jason B. Burnett, Esq., at GrayRobinson,
P.A., 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.


GOLDSPRING INC: Dec. 31 Balance Sheet Upside-Down by $27.2 Million
------------------------------------------------------------------
Goldspring, Inc. filed on April 12, 2010, its annual report on
Form 10-K for the year ended December 31, 2009.

The Company's balance sheet as of December 31, 2009, showed
$4,925,154 in assets and $32,098,438 of debts, for a stockholders'
deficit of $27,173,284.

The Company reported a net loss of $6,064,669 on $0 revenue for
2009, compared with a net loss of $16,487,683 on $0 revenue for
2008.

Jewett, Schwartz, Wolfe & Associates expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted that the Company has operating and
liquidity concerns and has incurred historical net losses
approximating $55,000,000 as of December 31, 2009.  The Company
also used cash in operating activities of $3,564,779 in 2009.

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

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

Virginia City, Nev.-based Goldspring, Inc. a North American
precious metals mining company with significant land holdings in
the Comstock Gold-Silver District of Nevada.  GoldSpring was
incorporated in Florida in 1999 and redomiciled in Nevada in 2008.


GREGORY THEODORE: Case Summary & 16 Largest Unsecured Creditors
---------------------------------------------------------------
Joint Debtor: Gregory Theodore Ciaccio
              Chanelle Chatelain Ciaccio
              707 Indian Ridge Drive
              Huntsville, Al 35803

Bankruptcy Case No.: 10-81430

Chapter 11 Petition Date: April 7, 2010

Court: United States Bankruptcy Court
       Northern District of Alabama (Decatur)

Judge: Jack Caddell

Debtor's Counsel: Kevin D. Heard, Esq.
                  Heard Ary, LLC
                  307 Clinton Ave. W. Ste 310
                  Huntsville, AL 35801
                  Tel: (256) 535-0817
                  Fax: (256) 535-0818
                  E-mail: kheard@heardlaw.com

Scheduled Assets: $673,244

Scheduled Debts: $1,023,278

A list of the Company's 16 largest unsecured creditors is
available for free at http://bankrupt.com/misc/alnb10-81430.pdf

The petition was signed by Gregory Theodore Ciaccio and Chanelle
Chatelain Ciaccio.


HAKIM & YALDO: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Hakim & Yaldo, Inc.
        85 S. Groessbeck Hwy.
        Mt. Clemens, MI 48043

Bankruptcy Case No.: 10-51697

Chapter 11 Petition Date: April 8, 2010

Court: United States Bankruptcy Court
       Eastern District of Michigan (Detroit)

Judge: Thomas J. Tucker

Debtor's Counsel: Robert N. Bassel, Esq.
         P.O. Box T
         Clinton, MI 49236
         Tel: (248) 677-1234
         Fax: (248) 369-4749
         E-mail: bbassel@gmail.com

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

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 Ghadir Yaldo, principal.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Ghadir Yaldo                           09-75603   11/19/09


HANDY BUTTON: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Handy Button Machine Company
        dba The Handy Kenlin Group
        dba Handy Living
        29 E. Hintz Road
        Wheeling, IL 60090

Bankruptcy Case No.: 10-15572

Chapter 11 Petition Date: April 8, 2010

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

Judge: Pamela S. Hollis

Debtor's Counsel: John W. Guzzardo, Esq.
                    Tel: (312) 276-1323
                    E-mail: jguzzardo@shawgussis.com
                  Peter J. Roberts, Esq.
                    Tel: (312) 276-1322
                    Fax: (312) 275-0568
                    E-mail: proberts@shawgussis.com
                  Robert M. Fishman, Esq.
                    Tel: (312) 666-2842
                    Fax: (312) 275-0567
                    E-mail: rfishman@shawgussis.com
                  Shaw Gussis Fishman Glantz Wolfson & Tow
                  321 North Clark Street, Suite 800
                  Chicago, IL 60654

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/ilnb10-15572.pdf

The petition was signed by Michael Baritz, CEO.


HARRAH'S OPERATING: Moody's Assigns 'Ca' Rating on $500 Mil. Notes
------------------------------------------------------------------
Moody's Investors Service assigned a Ca rating to the proposed
$500 million (that may be upsized to $750 million) second-priority
senior secured notes due 2018 to be issued by Harrah's Operating
Escrow LLC and Harrah's Escrow Corporation, both wholly owned
subsidiaries of Harrah's Operating Company, Inc.  Proceeds from
the new notes will be used to repay outstanding debt, including
the redemption of existing bonds maturing in 2010 and 2011.

Harrah's Entertainment, Inc.'s Caa3 Corporate Family Rating, Caa3
Probability of Default Rating, and SGL-4 Speculative Grade
Liquidity were affirmed.  The long-term debt ratings of Harrah's
Entertainment, Inc.'s and Harrah's Operating Company, Inc. were
affirmed although the loss given default assessments were revised
to reflect the new second priority notes in Harrah's capital
structure.  The rating outlook is negative.

Harrah's Caa3 Corporate Family Rating and negative rating outlook
reflect the company's very high leverage.  Debt/EBITDA is over 10
times, a level Moody's believes is unsustainable over the
intermediate term.  The ratings and outlook also anticipate that a
continued decline in gaming revenues across Harrah's largest
markets -- Las Vegas and Atlantic City -- will negatively impact
the company's operating performance in 2010.

Once this note offering closes and existing debt is repaid,
Moody's may raise HET's Speculative Grade Liquidity rating to
SGL-3 from SGL-4.  HET continues to take steps to improve its
liquidity profile by extending the maturity date of its
$5.5 billion CMBS transaction and creating better cushion under
its senior secured leverage covenant.

Rating assigned:

  -- Harrah's Operating Escrow LLC and Harrah's Escrow Corporation
     to be assumed by HOC Senior secured second priority notes due
     2018 at Ca (LGD 5, 78%)

Ratings affirmed and assessments updated:

Harrah's Entertainment, Inc.

  -- Corporate Family Rating at Caa3
  -- Probability of Default rating at Caa3

Harrah's Operating Company

  -- Senior secured guaranteed revolving credit facility at Caa1
     (LGD 2, 28%) from (LGD 2, 26%)

  -- Senior secured guaranteed term loans at Caa1 (LGD 2, 28%)
     from (LGD 2, 26%)

  -- Senior unsecured guaranteed notes to Ca (LGD 6, 91%) from
     (LGD 5, 86%)

  -- Senior unsecured debt at Ca (LGD 6, 94%) from (LGD 6, 91%)

  -- Senior unsecured subordinated notes at Ca (LGD 6, 97%) from
     (LGD 6, 96)

Harrah's Operating Escrow LLC and Harrah's Escrow Corporation
assumed by HOC

  -- Senior secured notes at Caa1 (LGD 2, 28%) from (LGD 2, 25%)

Moody's last action on Harrah's took place on September 23, 2009,
when Moody's assigned a Caa1 rating to Harrah's new term loan.

Harrah's Entertainment, Inc., through its wholly-owned subsidiary,
Harrah's Operating Company, Inc., owns or manages approximately 50
casinos.  The company generates consolidated revenues of about
$9.7 billion.


HARRAH'S ENTERTAINMENT: S&P Raises Corporate Credit Rating to 'B-'
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit and
issue-level ratings on Las Vegas-based Harrah's Entertainment Inc.
and its wholly owned subsidiary, Harrah's Operating Co. Inc.,
along with all issue-level ratings on Harrah's debt, by one notch.
S&P raised the corporate credit rating to 'B-' from 'CCC+'.

At the same time, S&P assigned the proposed $500 million
(potentially up to $750 million) senior secured notes offering
being issued jointly by Harrah's Operating Escrow LLC and Harrah's
Escrow Corp. an issue-level rating of 'CCC' (two notches lower
than the 'B-' corporate credit rating on Harrah's).  S&P also
assigned this debt a recovery rating of '6', indicating S&P's
expectation of negligible (0% to 10%) recovery for noteholders in
the event of a payment default.

Both of the escrow issuers are wholly owned, unrestricted
subsidiaries of HOC.  Upon consummation of the offering, the
escrow issuers will deposit the gross proceeds of the offering
into a segregated escrow account until the date that certain
conditions are satisfied.  These conditions include the receipt of
approval from applicable gaming authorities and the expiration of
the redemption period in respect to certain of Harrah's senior
unsecured and subordinated notes.  Proceeds from the proposed
notes offering will be used to redeem outstanding senior unsecured
and subordinated notes due in 2010 and 2011, to repay a portion of
revolver balances, and for general corporate purposes.

"The ratings upgrade reflects S&P's assessment that several
actions taken by management over the past several quarters have
positioned the company with sufficient capacity to weather the
current downturn in the gaming sector," said Standard & Poor's
credit analyst Ben Bubeck.

While credit measures remain very weak, S&P believes Harrah's has
adequate cushion under its leverage covenant given S&P's
expectation for performance in 2010 and 2011.  In addition, it is
S&P's view that the company possesses sufficient liquidity to
support the 'B-' corporate credit rating, given very limited debt
maturities over the next few years, current cash balances, and
revolver availability.

The 'B-' rating reflects Harrah's very weak credit measures and
S&P's expectation that trends in net revenues and EBITDA will
remain negative over at least the next few quarters.  The
company's ability to weather the current downturn and to continue
to service its intermediate-term debt obligations relies on a
continued moderation of revenue and cash flow declines.  Still,
S&P believes that several actions taken by management over the
past several quarters have positioned Harrah's with sufficient
covenant cushion considering S&P's performance expectations and
very limited debt maturities over the next few years.

Harrah's is the world's largest gaming company in terms of
properties, revenue, and EBITDA.  The company owns or operates
properties in most major domestic gaming markets under brand names
including Caesars, Harrah's, and Horseshoe.  During 2009, the
company generated $8.9 billion of net revenues and over $2 billion
of consolidated EBITDA -- down 12% and 14%, respectively, from the
previous comparable period.


HAWKER BEECHCRAFT: Delays Plan to Offer 2015 and 2017 Notes
-----------------------------------------------------------
Hawker Beechcraft Acquisition Company, LLC, and Hawker Beechcraft
Notes Company on Monday filed with the Securities and Exchange
Commission a Post-Effective Amendment No. 2 to Form S-1
Registration Statement under the Securities Act of 1933 to delay
the effective date of the Registration Statement.

Pursuant to the prospectus, the Company seeks to issue these
securities:

                                           Amount to Be Registered
                                           -----------------------
     8.5% Senior Fixed Rate Notes due 2015        $400,000,000
     and related guarantees

     8.875%/9.625% Senior PIK-Election            $400,000,000
     Notes due 2015 and related guarantees

     9.75% Senior Subordinated Notes due 2017     $300,000,000
     and related guarantees

The Company said the prospectus is delivered in connection with
the sale of notes by Goldman, Sachs & Co. in market-making
transactions.  The Company will not receive any of the proceeds
from the transactions.

A full-text copy of the Registration Statement is available at no
charge at http://ResearchArchives.com/t/s?5fec

Hawker Beechcraft Acquisition Company, LLC, headquartered in
Wichita, Kansas, manufactures business jets, turboprops and piston
aircraft for corporations, governments and individuals worldwide.

                           *     *     *

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

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

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

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

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


HIGHGATE LTC: Northwoods Health Keeps Chapter 11 Proceeding
-----------------------------------------------------------
Jessica M Pasko at The Record reports that Northwoods Health
System will maintain Chapter 11 bankruptcy protection after a
federal bankruptcy judge adjourned the case until next month.

According to The Record, the Official Committee of Unsecured
Creditors asked the court not to dismiss the company's case before
the sale of Northwoods network for $23.3 million, which has yet to
close, is finalized otherwise it could impact any potential
distribution to the unsecured creditors.

Highgate LTC Management LLC and Highgate Manor Group LLC owned the
Northwoods Rehabilitation and Extended Care Facility nursing homes
in Niskayuna, East Greenbush, Schaghticoke, and Cortland, note
reports.

                      About Highgate LTC

Headquartered in Niskayuna, New York, Highgate LTC Management LLC
operates nursing homes.  The company and its affiliate, Highgate
Manor Group, LLC, filed for Chapter 11 protection on April 16,
2007 (Bankr. N.D.N.Y. Lead Case No.07-11068).  J. Ted Donovan,
Esq., at Finkel Goldstein Rosenbloom & Nash, LLP, represents the
Debtors in their restructuring efforts.

The U.S. Trustee for Region 2 appointed creditors to serve on an
Official Committee of Unsecured Creditors in the bankruptcy case.
Robert C. Yan, Esq., at Farrel Fritz P.C., represents the
Committee.

The Court appointed Mark I. Fishman, Esq., at Neubert, Pepe &
Monteith, P.C., as Chapter 11 Trustee following allegations that
the Debtors violated several health laws and falsified records.

When the Debtors filed for protection from their creditors, they
listed assets of less than $50,000 and debts of between $1 million
and $100 million.


HONOLULU SYMPHONY: Parties Allowed to File Competing Plans
----------------------------------------------------------
Michael Tsai at Honolulu Advertiser reports that a federal
bankruptcy judge denied a request to extend the period within
which Honolulu Symphony Society has the sole rights to file a
reorganization plan, paving way for other parties to submit their
own plan.

In asking for an extension, the symphony society said it took a
long time to complete a comprehensive organizational analysis,
which is needed before it can come up with a reorganization plan.

Honolulu Symphony filed for Chapter 11 on Dec. 18, 2009 in its
hometown (Bankr. D. Hawaii Case No. 09-02978), saying assets are
less than $500,000 while debt exceeds $1 million.  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.


HORSEHEAD INDUSTRIES: Unsecureds to Recover 5.9% of Claims
----------------------------------------------------------
HH Liquidating Corp. fka HorseHead Industries, Inc., et al., filed
with the U.S. Bankruptcy Court for the Southern District of New
York as Disclosure Statement explaining their proposed Plan of
Liquidation.

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 the
distribution of the remaining proceeds from the sale of
substantially all of their assets to Horsehead Acquisition Corp.,
a subsidiary of Sun Capital Partners, to their creditors.
Interest holders will receive nothing under the Plan.

The Plan contemplates the substantive consolidation of the
Debtors.  As of the effective date, a Liquidation Trust will be
appointed, to marshal the Liquidation Trust's remaining assets,
administer claims, object to claims, if appropriate, and make
distributions under the Plan.

                       Treatment of Claims

   Type of Claim                    Estimated Percentage Recovery
   -------------                    -----------------------------
Class 1 Secured Claims                        100%
Class 2 Unsecured Claims ($30,545,395)        5.9%
Class 3 Equity Interests                        0%

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

The Debtors are represented by:

     Herrick, Feinstein LLP
     Joshua J. Angel, Esq.
     Frederick Schmidt, Esq.
     Seth F. Kornbluth, Esq.
     Hanh V. Huynh, esq.
     2 Park Avenue
     New York, NY 10016
     Tel: (212) 592-1400

Horsehead Industries Inc. dba Zinc Corporation of America,
the largest zinc producer, filed for chapter 11 protection on
August 19, 2002, in the U.S. Bankruptcy Court for the Southern
District of New York.  When the Company filed for protection
from its creditors, it listed $215,579,000 in assets and
$231,152,000 in debts.


HY&Y, INC: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: HY&Y, Inc.
        29600 Harper
        St. Clair Shores, MI 48082

Bankruptcy Case No.: 10-51698

Chapter 11 Petition Date: April 8, 2010

Court: United States Bankruptcy Court
       Eastern District of Michigan (Detroit)

Judge: Marci B. McIvor

Debtor's Counsel: Robert N. Bassel, Esq.
                  P.O. Box T
                  Clinton, MI 49236
                  Tel: (248) 677-1234
                  Fax: (248) 369-4749
                  E-mail: bbassel@gmail.com

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

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 Wisam Yaldo, principal.

Debtor-affiliates that filed separate Chapter 11 petitions:

                                                  Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Ghadir Yaldo                           09-75603    11/19/09
Hakim & Yaldo, Inc.                    10-51697    04/08/10


IKARIA ACQUISITION: Moody's Affirms 'B1' Corporate Family Rating
----------------------------------------------------------------
Moody's Investors Service affirmed the B1 Corporate Family Rating
of Ikaria Acquisition Inc., the borrower and direct subsidiary of
Ikaria Holdings, Inc., in conjunction with a proposed refinancing
transaction.  Moody's also affirmed the B2 Probability of Default
Rating and assigned a B1 rating to the proposed $360 million
credit facility.  The proceeds of the proposed facility will be
used to repay existing term debt and fund a $200 million dividend
to equity holders.  Concurrently Moody's affirmed the B1 ratings
on the existing credit facility, which Moody's will withdraw upon
the completion of the refinancing transaction.  The rating outlook
is stable.

Despite the increase in leverage to fund the dividend, the
affirmation of the B1 Corporate Family Rating reflects Ikaria's
strong competitive positioning within the attractive critical care
market, high barriers to entry and lack of near-term competitive
threats.  Further, while Moody's believe that key financial
metrics, including leverage and free cash flow to debt, will
weaken considerably in 2010 versus 2009, Moody's expect them to
remain within Moody's tolerance for the B1 rating category.  The
ratings are constrained by the small size of the company and
single product concentration risk.  Other constraining factors
include a very high level of off-label usage (the company can not
legally market for off-label indications) and the expiration of
several key patents in 2013.

Ratings Affirmed:

  -- Corporate Family Rating, B1

  -- Probability of Default Rating, B2

  -- $40 million senior secured revolver due 2012, B1, LGD3, 33%
     (to be withdrawn at close)

  -- $235 million (face value) senior secured term loan due 2013,
     B1, LGD3, 33% (to be withdrawn at close)

Ratings Assigned:

  -- $40 million senior secured revolver due 2015, B1, LGD3, 34%
  -- $320 million senior secured term loan due 2016, B1, LGD3, 34%

The outlook is stable.

The last rating action was June 25, 2009, when Moody's assigned
first time ratings to Ikaria.

Ikaria, headquartered in Clinton, New Jersey, develops and
manufacturers products aimed at the critical care market.  The
company's current product, INOtherapy, delivers nitric oxide, a
pharmaceutical gas, for inhalation through a proprietary delivery
system.  INOtherapy (sold through Ikaria's INO division) is
currently FDA approved for the treatment of hypoxic respiratory
failure in full-term and near-term babies.  The product is also
used in hospitals for the treatment of other respiratory
conditions in critically ill patients.  Ikaria is currently the
only company to offer this drug in the US.  For the twelve months
ended December 31, 2009, Ikaria generated revenues of approximated
$277 million.  The company is privately owned by a number of
investors including New Mountain Capital, Linde AG, ARCH Venture
Partners and Venrock Associates.


IKARIA HOLDINGS: S&P Affirms 'B+' Corporate Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'B+'
corporate credit rating on Ikaria Holdings Inc.  The rating
outlook remains stable.  At the same time, S&P assigned its 'BB-'
issue-level and '2' recovery rating to subsidiary Ikaria
Acquisition Inc.'s proposed senior secured credit facility.  The
'2' recovery rating indicates S&P's expectation for substantial
(70%-90%) recovery of principal in the event of default.  Proceeds
from the proposed senior secured credit facility, along with
balance sheet cash, will be used to pay a shareholder dividend and
to refinance existing debt.

"The ratings on Ikaria Holdings Inc. overwhelmingly reflect the
company's heavy reliance on one product, INOmax? (nitric oxide for
inhalation), its limited scale, and the potential for debt-
financed acquisitions or dividends," said Standard & Poor's credit
analyst Michael Berrian.  These issues are partially mitigated by
the company's entrenched niche position, diverse customer base,
barriers to entry, and the potential for revenue growth.

Ikaria's weak business risk profile reflects its narrow business
focus whereby all of the company's revenues and profitability come
from its INOtherapy offering.  This high concentration makes
Ikaria susceptible to potential changes in the competitive
landscape for INOmax and its uses, such as alternative drugs and
treatments, patent expiration, or pricing pressures.  S&P views
unforeseen alternative therapies as the single largest threat to
Ikaria.  The market acceptance of INOmax would imply a superior
position to alternative therapies; however, many of those drugs
are used on an off-label basis, making it difficult to determine
their market share.  While Ikaria has an established position
relative to the current alternatives, and S&P is not aware of the
development of any superior technologies, the company's
performance remains highly subject to INOmax competitive threats.
There are few alternative therapies for neonate persistent
pulmonary hypertension, which is a component of HRF, and the other
treatments are either highly invasive or off-label.  However, on-
label revenue for HRF treatment is only 23% of total sales.  Off-
label use of INOmax provides some diversity and accounts for the
remaining 77% of total sales; any near-term shift to a higher
percentage of on-label revenue is unlikely, given that clinical
trials for indications such as bronchopulmonary disease are not
expected to be completed until 2013.


IMPERIAL CAPITAL: Seeks to Retain E&Y as Tax Services Provider
--------------------------------------------------------------
BankruptcyData.com reports that Imperial Capital Bancorp is
seeking approval from the U.S. Bankruptcy Court to hire Ernst &
Young as tax services provider.

The Debtor proposes to pay the firm at these hourly rates:


    national executive director /
      principal / partner                    $700 to $925
    executive director /
      principal / partner                    $620 to $770
    manager / senior manager                 $450 to $700
    staff / senior                           $180 to $360

La Jolla, California-based Imperial Capital Bancorp, Inc., filed
for Chapter 11 bankruptcy protection on December 18, 2009 (Bankr.
S.D. Calif. Case No. 09-19431).  Gregory K. Jones, Esq., at
Stutman, Treister & Glatt, P.C., assists the Company in its
restructuring effort.  The Company listed $10,000,001 to
$50,000,000 in assets and $50,000,001 to $100,000,000 in
liabilities.


INNOVATIVE TECHNOLOGY: Files Schedules of Assets and Liabilities
----------------------------------------------------------------
Innovative Technology Business Park, LLC, filed with the U.S.
Bankruptcy Court for the Eastern District of California its
schedules of assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $18,000,000
  B. Personal Property              $168,100
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $18,865,087
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $1,228,345
                                 -----------      -----------
        TOTAL                    $18,168,100      $20,093,432

Salida, California-based Innovative Technology Business Park, LLC,
filed for Chapter 11 bankruptcy protection on March 22, 2010
(Bankr. E.D. Calif. Case No. 10-91022).  David C. Johnston, Esq.,
who has an office in Modesto, California, assists the Company in
its restructuring effort.  The Company estimated its assets and
debts at $10,000,001 to $50,000,000.


INTERNATIONAL COAL: Annual Stockholders' Meeting on May 19
----------------------------------------------------------
The 2010 Annual Meeting of International Coal Group, Inc., will be
held on May 19, 2010, at 10:00 a.m. (Eastern Time) at the Marriott
New York East Side, 525 Lexington Avenue, in New York.

All holders of record of ICG common stock as of the close of
business on March 22, 2010, are entitled to vote at the 2010
Annual Meeting.

Shareholders will be asked at the meeting to elect two Class II
directors for three-year terms expiring in 2013; ratify the
appointment of Deloitte & Touche LLP as ICG's independent
registered public accounting firm for fiscal year ending
December 31, 2010; consider and vote upon a proposal by the Office
of the Comptroller of New York City regarding global warming, if
properly presented; and transact other business as may properly
come before the 2010 Annual Meeting or any adjournment or
postponement thereof.

The global warming proposal requests a report -- reviewed by a
board committee of independent directors -- on how the company is
responding to rising regulatory and public pressure to
significantly reduce greenhouse gas emissions from the company's
operations and from the use of its primary products.  The report
will omit proprietary information, be prepared at reasonable cost,
and be available to shareholders by September 1, 2010.

ICG's Board of Directors recommends that stockholders vote against
the proposal.  "We are mindful of the public debate concerning
climate change and existing and proposed efforts, including
regulatory and legislative efforts, to reduce carbon dioxide and
other emissions.  The Company supports efforts to develop and
install carbon capture and storage capabilities on the nation's
fleet of coal-fired power plants in order to address emissions
concerns while securing a dependable electricity supply for our
citizens," the Company said in its proxy statement.

"Nevertheless, we are primarily a coal producer serving the
electric power generation industry and other industries by
supplying coal which we mine from a number of mining complexes in
several states.  Our electric power generation customers burn
these fuels to produce energy.  Carbon dioxide is one of the
natural by-products of this combustion process.  The stockholder
proposal with its references to the global power system, the
combustion of coal, and initiatives to reduce carbon dioxide
emissions from power plants obviously has direct relevancy to
power generators.  However, our Company and its subsidiaries do
not have any power plant operations, so this proposal simply is
not directly relevant to the Company."

The Company added that, "The nature, timing and potential effect
of any greenhouse gas regulatory regime that may be put into place
are impossible to predict at this time. Many potential legislative
and regulatory approaches have been advanced, as have been
proposals to encourage the development of alternative energy
sources, such as solar, wind and water power.  However, in 2008
approximately 48% of our nation's electricity was generated by
coal-fired power plants and approximately 44% was generated by
coal-fired power plants through November 2009.  As no practical
replacement for this energy supply has been identified, mining and
consuming coal is expected to continue for many years."

"The Company recognizes, and has publicly disclosed that
regulatory and legislative actions concerning greenhouse gas
emissions could have a material adverse effect on the Company's
business, either through direct taxes and other costs, reduced
demand for our products or other impacts.  We will continue to
carefully monitor these matters and make appropriate public
disclosures in the future.  In the meantime, management
recommended, and the Board of Directors concurred, that a special
study and report of the type contemplated by the shareholder
proposal was not a useful expenditure of management time or
Company resources."

A full-text copy of the Company's proxy statement is available at
no charge at http://ResearchArchives.com/t/s?5ff8

                  About International Coal Group

Scott Depot, West Virginia-based International Coal Group, Inc.
(NYSE: ICO) produces coal in Northern and Central Appalachia and
the Illinois Basin.  The Company has 13 active mining complexes,
of which 12 are located in Northern and Central Appalachia, and
one in Central Illinois.  ICG's mining operations and reserves are
strategically located to serve utility, metallurgical and
industrial customers throughout the eastern United States.

                           *     *     *

As reported by the Troubled Company Reporter on March 11, 2010,
Standard & Poor's Ratings Services raised its corporate credit
rating on International Coal Group LLC to 'B+' from 'B-'.

The TCR on March 10, 2010, Moody's Investors Service affirmed the
ratings of International Coal Group, including the corporate
family rating of Caa1.  Moody's assigned a Caa1 (LGD 4; 57%)
rating to the company's new $200 million second lien senior
secured notes due 2018.  The rating outlook remains stable.


INTERNATIONAL COAL: Buys Back 82.1% of 2012 Convertible Sr. Notes
-----------------------------------------------------------------
International Coal Group, Inc., on April 6 unveiled the final
results of the Company's cash tender offer for any and all of the
$139.5 million aggregate principal amount of its outstanding 9.00%
Convertible Senior Notes due 2012 (CUSIP Nos. 45928HAD8,
45928HAE6), which expired at midnight, New York City time, on
April 5, 2010.  The Company has purchased all of the approximately
$114.5 million in aggregate principal amount of Convertible Notes,
or approximately 82.1% of the outstanding Convertible Notes, that
were validly tendered and not validly withdrawn at or prior to the
Expiration Time.

The purchase price per $1,000 principal amount of Convertible
Notes validly tendered and accepted for purchase pursuant to the
Tender Offer is $1,191.33.  Holders also received accrued and
unpaid interest to, but not including, the payment date on
Convertible Notes that were validly tendered and accepted for
purchase.

The Company also said its cash tender offer for any and all of its
outstanding 10.25% Senior Notes due 2014 (CUSIP No. 45928HAA4)
expired at midnight, New York City time, on April 2, 2010.  The
Company purchased an additional $50,000 in aggregate principal
amount of Senior Notes that were validly tendered at or prior to
the Senior Notes Expiration Time.  The Company previously
announced that it had purchased approximately $169.1 million in
aggregate principal amount of Senior Notes.

UBS Investment Bank and Morgan Stanley acted as Dealer Managers
for the tender offers. D. F. King & Co., Inc., acted as the
Information Agent and Depositary for the tender offers.

                  About International Coal Group

Scott Depot, West Virginia-based International Coal Group, Inc.
(NYSE: ICO) produces coal in Northern and Central Appalachia and
the Illinois Basin.  The Company has 13 active mining complexes,
of which 12 are located in Northern and Central Appalachia, and
one in Central Illinois.  ICG's mining operations and reserves are
strategically located to serve utility, metallurgical and
industrial customers throughout the eastern United States.

                           *     *     *

As reported by the Troubled Company Reporter on March 11, 2010,
Standard & Poor's Ratings Services raised its corporate credit
rating on International Coal Group LLC to 'B+' from 'B-'.

The TCR on March 10, 2010, Moody's Investors Service affirmed the
ratings of International Coal Group, including the corporate
family rating of Caa1.  Moody's assigned a Caa1 (LGD 4; 57%)
rating to the company's new $200 million second lien senior
secured notes due 2018.  The rating outlook remains stable.


INTERNATIONAL ALUMINUM: U.S. Trustee Slams Release Provisions
-------------------------------------------------------------
Bankruptcy Law360 reports that the U.S. trustee overseeing
International Aluminum Corp.'s bankruptcy has taken issue with a
third-party release provision in the company's Chapter 11
reorganization plan, saying it would unfairly prevent some parties
from filing future claims.

International Aluminum Corp. is a U.S. producer of aluminum and
vinyl products.  The Company filed for Chapter 11 bankruptcy
protection on January 4, 2010 (Bankr. D. Del. Case No. 10-10003).
The Company's affiliates, including IAC Holding Co. and United
States Aluminum Corporation, also filed Chapter 11 bankruptcy
petitions.  John Henry Knight, Esq., and L. Katherine Good, Esq.,
at Richards, Layton & Finger, P.A., assist the Debtors in their
restructuring efforts.  Weil, Gotshal & Manges LLP is the Debtor's
co-counsel.  Moelis & Company is the Debtor's financial advisor.
Kurtzman Carson Consultants LLC is the Debtor's claims agent.  The
Debtor listed $198 million in assets and $217 million in
liabilities as of November 30, 2009.


INTERSIL CORPORATION: Moody's Assigns 'Ba2' Corp. Family Rating
---------------------------------------------------------------
Moody's Investors Service assigned to Intersil Corporation a
first-time Corporate Family Rating of Ba2, Probability of Default
Rating of Ba3 and Speculative Grade Liquidity Rating of SGL-1,
with a stable outlook.  Concurrently, Moody's assigned a Ba2
rating to Intersil's proposed senior secured credit facilities,
consisting of a $390 million term loan due 2016 and $75 million
revolver due 2013.  Term loan proceeds will be used to finance the
acquisition of Techwell, Inc. for roughly $455 million ($370
million net of Techwell cash).  Techwell is a mixed-signal
semiconductor manufacturer focusing on video applications in the
fast growing security surveillance and auto infotainment markets
with about $63.0 million in revenues.  The assigned ratings are
subject to review of final documentation and no material change in
the terms and conditions of the transaction as advised to Moody's.

The Ba2 CFR reflects Intersil's strong market position across its
high performance analog portfolio, strength of its high-margin
business model owing to the favorable characteristics of the
analog semiconductor industry that support stronger and more
stable operating performance when compared to non-analog and more
commoditized semiconductor peers, plus broad geographic, customer
and end market diversification.  The CFR also recognizes
Intersil's favorable business mix, which gives the company
significant exposure to the top three application markets (i.e.,
wireless communications, consumer electronics and computing) that
are expected to outpace overall semiconductor market growth over
the next 12-24 months.

Notwithstanding the fundamental strengths of the high performance
analog space, the rating also considers the company's exposure to
the inherently volatile and cyclical semiconductor sector and the
ongoing challenges to sustain a pipeline of design wins against
strong competitors that incorporate increased technical
functionality and complexity.  It also reflects a somewhat
concentrated customer base.  The rating is supported by Moody's
expectation that Intersil will maintain its track record of good
operating expense discipline through business cycles and keep
leverage at or below the current pro forma level of roughly 3.0x
debt to EBITDA (Moody's adjusted).  The rating incorporates
expected annual dividend payments offset by an anticipated decline
in share repurchase activity due to the need to service the new
debt injected into the capital structure (for Techwell).
Nonetheless, given Intersil's penchant to achieve growth via
external means, the rating also considers the likelihood of future
acquisition spending.

The stable outlook reflects Moody's expectations that Intersil
will maintain its competitive positions and continue to generate
solid operating profits and free cash flow through cycles.

Intersil's speculative grade liquidity rating of SGL-1 recognizes
the company's very good liquidity position.  This is based on pro
forma balance sheet cash of approximately $367 million (after
Techwell closing), Moody's expectation of $30-$50 million of FCF
generation (after dividends) over the next twelve months and
access to a $75 million undrawn revolver.  Though Moody's
anticipate relatively strong conversion of EBITDA to CFO less
capex, owing to the low working capital and capex needs of
Intersil's nearly fabless model, Moody's expect the company to pay
annual dividends similar to recent historical levels.  This
results in relatively low FCF.  Nevertheless, the company will
likely have sufficient cash on hand to meet its liquidity
requirements over the next twelve months.  Further supporting
Intersil's overall liquidity is the expectation for covenant
compliance over the next year.

These first-time ratings/assessments were assigned:

* Corporate Family Rating -- Ba2

* Probability of Default Rating -- Ba3

* $75 Million Senior Secured Revolver due 2013 -- Ba2 (LGD-3, 33%)

* $390 Million Senior Secured Term Loan due 2016 -- Ba2 (LGD-3,
  33)

* Speculative Grade Liquidity Rating -- SGL-1

Intersil Corporation designs, develops, manufactures and markets
high-performance analog and mixed signal semiconductors targeted
within high-end consumer, industrial, computing and communications
markets.  Headquartered in Milpitas, CA, the company reported
revenues of $611.4 million for the fiscal year ended January 1,
2010.


INTERSIL CORP: S&P Assigns 'BB-' Corporate Credit Rating
--------------------------------------------------------
On April 13, 2010, Standard & Poor's Ratings Services assigned its
'BB-' corporate credit rating to Intersil Corp.  The rating
reflects preliminary credit terms.  The rating outlook is stable.

At the same time, S&P assigned ratings to the company's proposed
$465 million first-lien senior secured credit facility, consisting
of a $75 million revolving credit facility and $390 million term
loan.  S&P rated the credit 'BB+' (two notches higher than the
'BB-' corporate credit rating) with a recovery rating of '1',
indicating S&P's expectations of very high (90%-100%) recovery for
lenders in the event of a payment default.

"The 'BB-' rating reflects Milpitas, California-based Intersil
Corp.'s high leverage and mid-tier competitive position in a
highly cyclical, fragmented industry," said Standard & Poor's
credit analyst Joseph Spence.  "These factors partly are offset by
its good operating profitability through the cycle and its good
liquidity profile."

Intersil is a semiconductor designer and manufacturer focusing on
high performance analog and mixed-signal integrated circuits for
applications in the high-end consumer, industrial, communications,
and computing electronics markets.  The company competes against
much larger firms with greater financial resources and product
breadth, such as the analog semiconductor division of Texas
Instruments Inc., Analog Devices Inc., Maxim Integrated Products
Inc., and National Semiconductor Corp.  These competitors range
from about two to seven times larger by revenues.

Given its smaller scale, Intersil has historically pursued R&D and
acquisition opportunities in niche applications where it can erect
meaningful barriers to entry and maintain a moderate competitive
position.  Intersil's acquisition of Techwell Inc., a fabless
designer and marketer of mixed signal integrated chips,
accelerates Intersil's entry into the video surveillance and
automotive infotainment markets and boosts the relative
contribution of its historically higher-margin and less volatile
industrial products segment to the high-20% area.

Following significant declines in 2008 due to the global recession
and industry downturn, pro forma combined December 2009 quarter
revenues increased 21%, to about $200 million, resulting in
annualized revenues of about $800 million.  Pro forma revenue for
2009 was $673 million.  Revenue growth was driven by the
improvement in the global macroeconomic environment, which,
starting in the June 2009 quarter, led to improved sales volumes
in all of Intersil's end markets and compensated for a modest
decline of 6% in component average sales prices.

Pro forma annualized adjusted EBITDA will be about $188 million,
generating margins in the 23% area, and pro forma 2009 adjusted
EBITDA of about $132 million.  Intersil's profitability is typical
of semiconductor companies in the analog and mixed signal space
that are able to establish proprietary niche market positions.
Standard & Poor's expects EBITDA margins to continue to improve
gradually, as the improving economic environment continues to
drive sales growth, and Intersil maintains a relatively low fixed-
cost base.

Pro forma adjusted leverage is in the low-3x area as of Dec. 30,
2009, compared to 2x in the year-earlier period.  The rating
incorporates room for cash flow volatility given the cyclicality
of the industry and, as a result, leverage can be either strong or
weak for the rating.

S&P expects liquidity to be good, with pro forma cash balances of
about $360 million, which is in excess of historical and expected
working capital and capex needs.  Intersil will have a $75 million
undrawn revolving credit facility.  Pro forma adjusted free
operating cash flow for the past 12 months ended December 2009 is
estimated at $138 million and is supported by Intersil's primarily
outsourced manufacturing strategy, which results in modest capital
spending needs.  Finally, the company benefits from having no
significant near-term maturities.

S&P's rating outlook on Intersil Corp. is stable.  While operating
performance levels are still below pre-recession levels, the
company's good cash balance and consistent profitability through
the cycle provide ratings support.  S&P could raise the rating if
leverage were to decline and be sustained at the low-2x area on
improved operating performance or early debt reduction.  S&P could
lower the rating; however, if leverage were to increase to the 4x
area because of competitive or macroeconomic driven deterioration
in operating performance, combined with an inability to execute
moderate debt reductions.


JAMES BRAME: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: James R. Brame
        2348 Quarry Road
        Buckingham, PA 18912

Bankruptcy Case No.: 10-12820

Chapter 11 Petition Date: April 8, 2010

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

Judge: Judge Eric L. Frank

Debtor's Counsel: Allen B. Dubroff, Esq.
                  101 Greenwood Avenue
                  Fifth Floor
                  Jenkintown, PA 19046
                  Tel: (215) 635-7200
                  Fax: (215) 635-7212
                  E-mail: allen@dubrofflawllc.com

Estimated Assets: $1,000,0000, to $10,000,000

Estimated Debts: $1,000,0000, to $10,000,000

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

The petition was signed by Not Available.


JANICE DEHESH: Case Summary & 13 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Janice A. Dehesh
        3434 Caminito Santa
        Del Mar, CA 92014

Bankruptcy Case No.: 10-05722

Chapter 11 Petition Date: April 7, 2010

Court: United States Bankruptcy Court
       Southern District of California (San Diego)

Debtor's Counsel: Joseph J. Rego, Esq.
                  Law Office of Joseph Rego
                  8765 Aero Drive, Suite 306
                  San Diego, CA 92123
                  Tel: (858) 598-6628
                  Fax: (858) 598-6631
                  E-mail: joerego@regolaw.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 13 largest unsecured creditors is
available for free at http://bankrupt.com/misc/casb10-05722.pdf

The petition was signed by Janice A. Dehesh.


JOHN RICHINS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Joint Debtor: John S. Richins
              Kristeen A. Richins
              28078 N. Arizona Highway 188, Space #14
              Roosevelt, AZ 85545

Bankruptcy Case No.: 10-09989

Chapter 11 Petition Date: April 7, 2010

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

Judge: George B. Nielsen Jr.

Debtor's Counsel: Harold E. Campbell, Esq.
                  Campbell & Coombs, P.C.
                  1811 S. Alma School Road, Suite 225
                  Mesa, AZ 85210
                  Tel: (480) 839-4828
                  Fax: (480) 897-1461
                  E-mail: heciii@haroldcampbell.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/azb10-09989.pdf

The petition was signed by John S. Richins and Kristeen A.
Richins.


KERRY LANGLEY: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Kerry Marcus Langley
               Linda Parker Langley
               4894 Fitzpatrick Way
               Norcross, GA 30092

Bankruptcy Case No.: 10-70702

Chapter 11 Petition Date: April 8, 2010

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

Judge: Joyce Bihary

Debtor's Counsel: Ian M. Falcone, Esq.
                  The Falcone Law Firm PC
                  363 Lawrence Street
                  Marietta, GA 30060
                  Tel: (770) 426-9359
                  E-mail: attorneys@falconefirm.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/ganb10-70702.pdf

The petition was signed by Kerry Marcus Langley and Linda Parker
Langley.


KEYVAN YOUSEFIAN: Case Summary & 14 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Keyvan Yousefian
        4830 E. Mercer Way
        Mercer Island, WA 98040

Bankruptcy Case No.: 10-13925

Chapter 11 Petition Date: April 8, 2010

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

Judge: Karen A. Overstreet

Debtor's Counsel: Larry B Feinstein, Esq.
                  Vortman & Feinstein
                  500 Union St Ste 500
                  Seattle, WA 98101
                  Tel: (206) 223-9595
                  E-mail: lbf@chutzpa.com

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

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

A list of the Company's 14 largest unsecured creditors filed
together with the petition is available for free at:

             http://bankrupt.com/misc/wawb10-13925.pdf

The petition was signed by Not Available.


KILROY REALTY: S&P Assigns 'BB' Rating on Preferred Securities
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BBB-' corporate
credit rating to Kilroy Realty Corp. and its operating
partnership, Kilroy Realty L.P.  S&P also assigned a 'BB' rating
to the company's preferred securities.  The outlook is stable.

"S&P's ratings on Los-Angeles-based Kilroy Realty reflect its
good-quality, well-located, yet geographically concentrated
portfolio, and the strong local presence of its management team,"
said credit analyst George Skoufis.  "Furthermore, Kilroy Realty
has pursued financial strategies aimed at enhancing its balance
sheet and liquidity, notably by issuing equity and cutting the
dividend in 2009, which cushioned coverage measures despite
significant occupancy attrition due to very challenging economic
conditions in its Southern California markets."

The stable outlook reflects S&P's expectation that portfolio cash
flows are approaching trough levels and will strengthen as
occupancy improves from year-end 2009 levels.  S&P believes fixed-
charge coverage will weaken slightly in 2010, but it should remain
adequate for the rating.  S&P would consider lowering the rating
if cash flow deteriorates more severely than contemplated such
that fixed-charge coverage falls below 1.9x and/or total coverage
falls below 1.0x for a sustained period.  An upgrade would be
dependent on stronger portfolio occupancy and operating
performance, prudently pursued growth that strengthens diversity
characteristics, and/or fixed-charge coverage improving to the
high 2x to 3x range.


KINDER MORGAN: Fitch Affirms Issuer Default Rating at 'BB+'
-----------------------------------------------------------
Fitch Ratings has affirmed the outstanding ratings for Kinder
Morgan, Inc.:

  -- Issuer Default Rating at 'BB+';
  -- Secured notes and debentures at 'BB+';
  -- Secured credit facility at 'BB+';
  -- Capital trust securities (KN Capital Trust I and III) at
     'BB-'.

The Rating Outlook is Stable.

KMI (formerly Knight Inc.) is a privately owned company with
significant ownership interests in two businesses: the 2% general
partner interest and approximately 22 million limited partner
units in Kinder Morgan Energy Partners, L.P. (rated 'BBB' with a
Stable Outlook by Fitch) and approximately 12 million shares of
its affiliate Kinder Morgan Management, LLC; and a 20% interest in
NGPL PipeCo LLC (rated 'BBB-' with a Stable Outlook by Fitch).
KMP is one of the largest master limited partnerships, owning and
operating a diverse portfolio of primarily fee-based energy
infrastructure assets in the U.S. and Canada.  NGPL provides
interstate natural gas transportation and storage services
primarily in the Chicago and Midwest markets.  Distributions from
KMP and NGPL contribute approximately 95% and 5% of KMI's cash
flow, respectively.

KMI's ratings and Stable Outlook are based on these favorable
considerations: past asset sales and debt reduction have met or
exceeded expectations; execution risk associated with the de-
leveraging that was completed during 2007 and 2008 is no longer an
issue; prospectively KMI should have minimal liquidity
requirements and substantial free cash flow; operating performance
at KMP and NGPL has met expectations and their credit ratings have
been affirmed on April 1, 2010 and March 1, 2010, respectively;
and KMI's investments in KMP and NGPL have significant market
value and, in the case of its ownership of KMP and KMR equity
interests, the investments are liquid.

The ratings also recognize that KMI's cash flow is subordinated to
debt service and maintenance capital expenditures at KMP and NGPL.
Of modest concern is the possibility KMI could ultimately unwind
its private structure through an initial public offering which
could result in an entity with a weaker credit profile.  Also of
modest concern is the possibility that KMI would increase its debt
leverage in order fund future purchases of KMP equity to support
KMP's growth capital expenditures.  Given KMP's demonstrated
access to debt and equity capital markets, Fitch believes it is
unlikely KMP would require KMI's financial assistance.  However,
KMI has agreed not to take incentive distributions through year-
end 2011 relating to a proposed $875 million acquisition by KMP of
natural gas midstream assets which was announced this morning.  By
doing so, KMI has again demonstrated its willingness to provide
financial support to KMP.

KMI's total debt has dropped from nearly $9 billion at Dec. 31,
2007, to approximately $3 billion at Dec. 31, 2009, which appears
to be a sustainable level.  Fitch expects KMI's standalone non-
GAAP Debt to EBITDA to approximate 2.6 times for 2010 and improve
in future years as KMP's LP and GP distributions increase.  KMI's
'BB+' rating is consistent with its current credit measures and
the quality of the cash flow up-streamed from KMP and NGPL.  KMI
utilizes its $1 billion secured credit facility due May 2013 to
manage its liquidity.  The facility is more than adequate to meet
its limited needs and will likely be downsized when renewed.  At
Dec. 31, 2009, $171 million was outstanding under the facility.


LEHMAN BROTHERS: All Documents in Examiner Report Now Available
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
resolved the last issues affecting the full publication of the
report of the Examiner in the Lehman Brothers Holdings, Inc.
Chapter 11 proceedings.  As a public service, Jenner & Block is
providing access to the final report and all documents cited in
the nine-volume Examiner's report online at
http://lehmanreport.jenner.com.

The copy of the report on the lehmanreport.jenner.com website
features hyperlinks to all of the documents cited in the report's
over 8,000 footnotes.

Anton R. Valukas was appointed the Examiner in the bankruptcy
proceedings of Lehman Brothers Holdings, Inc. in January 2009.  He
was charged with investigating and unraveling the events leading
to the banking giant's collapse.  Jenner & Block served as counsel
in the investigation and report.

                     About Lehman Brothers

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Hid Assets in Small Investment Firm
----------------------------------------------------
Bankruptcy Law360 reports that Lehman Brothers Holdings Inc.
reportedly used its control over a smaller investment firm to hide
certain assets before filing for bankruptcy, though whether the
former financial giant violated federal regulations regarding
disclosures remains unclear, experts said.

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Committee Supports LAMCO Transactions
------------------------------------------------------
In the course of managing and administering their remaining
assets, Lehman Brothers Holdings Inc. has built a going-concern
asset management business, which LBHI says, may be of substantial
value and with capabilities that may endure beyond the
administration of its bankruptcy case and generate revenues.

In order to maximize the value of the asset management business,
the Debtors plan to organize these entities to provide management
services to them and their affiliates:

  (1) LBHI LAMCO Holdings LLC, a special purpose vehicle wholly-
      owned by LBHI;

  (2) LAMCO Holdings LLC, an entity wholly-owned by LBHI;

  (3) LAMCO Holdings International B.V., a Netherlands company
      Wholly-owned by LAMCO Holdings; and

  (4) LAMCO LLC, another wholly owned subsidiary of LAMCO
      Holdings.

In connection with the creation of those entities, the Debtors
ask the U.S. Bankruptcy Court for the Southern District of New
York to enter into these agreements:

  (1) a contribution agreement authorizing LBHI to transfer most
      of its employees, contribute its domestic asset management
      infrastructure and make an initial equity contribution of
      $20 million to LAMCO LLC, and contribute all of its equity
      interests in its European asset management companies, LBHI
      Services Ltd. and LBHI Estates Ltd., to LAMCO
      International;

  (2) a shared services agreement with LAMCO LLC governing the
      use of contracts, assets and the services of certain
      employees;

  (3) an asset management agreement authorizing LAMCO LLC to
      manage the Debtors' assets; and

  (4) an inter-company agreement between LBHI and the other
      Debtors for the allocation of management fees and other
      costs.

Bankruptcy Judge James Peck will convene a hearing on April 15,
2010 at 2:00 p.m., to consider the objections and approval of the
Debtors' request.

        Creditors' Committee Supports LAMCO Transaction

The Official Committee of Unsecured Creditors filed a statement
with the Court expressing its support to the LAMCO transaction
proposed by the Debtors.  This determination, the Committee said,
involved nearly ten months of analysis and deliberation,
including presentations to the Committee by the Debtors and a
potential third party investor.

The Committee said it grappled with the concept of creating a
non-debtor entity to manage each Debtor's assets outside of a
plan construct, an extraordinary development not generally
consistent with creditor expectations in a liquidating Chapter 11
case.  However, after comprehensive review of the proposal, the
Committee said it has concluded that the proposed transaction
affords the Debtors' estates an opportunity to increase the value
to the Debtors' estates for the benefit of all unsecured
creditors while protecting (and, in certain respects, enhancing)
creditor control over asset management and monetization
determinations.

The LAMCO structure offers an arrangement for the efficient
management of the Debtors' illiquid assets, pending their future
monetization (in either the short or long term) at prices
reflective of their true values, the Committee pointed out.  The
LAMCO Agreements provide that, even after the Debtors have
emerged from Chapter 11 protection, LAMCO will continue to manage
their assets "at cost" until the time as any Debtor elects to
withdraw its assets from LAMCO, the Committee notes.  In
addition, LAMCO may attract third party assets, which LAMCO will
manage at a market rate.  To the extent LAMCO succeeds in
attracting third-party clients, additional value will inure to
the Debtors' estates and creditors, the Committee said.

              Creditors & Lehman Affiliates Object

Several Lehman affiliates and creditors object to the proposed
LAMCO transactions.

Lehman Brothers International (Europe), Lehman Brothers Limited,
Lehman Brothers Holdings PLC, LB UK Re Holdings Limited, Storm
Funding Limited, Mable Commercial Funding Limited, Lehman
Brothers Europe Limited, Lehman Brothers UK Holdings Ltd, LB UK
Financing Ltd, LB SF No. 1, Cherry Tree Mortgages Limited, Lehman
Brothers Lease and Financing (No 1) Limited, Zestdew Limited,
Monaco NPL (No. 1) Limited, Lehman Commercial Mortgage Conduit
Limited, LB RE Financing No. 3 Limited, Lehman Brothers (PTG)
Limited, Eldon Street Holdings Limited, and LB Holdings
Intermediate 2 Limited -- UK Administration Companies -- do not
dispute that the relief Debtors seek in the LAMCO Motion could
eventually prove to be commercially reasonable and could
eventually result in an overall benefit to creditors.

The UK Administration Companies object to the LAMCO Motion at
this time, however, because there is insufficient information
available to assess the merits of LAMCO in the context of
Debtors' Plan, and because there is insufficient transparency
regarding several aspects of LAMCO's implementation, including
the governance of LAMCO in connection with the business it will
conduct with New Clients.  Although the Debtors' stated goals of
employee retention and maximizing distributions to creditors are
sound, there is not enough information available to allow the UK
Administration Companies to determine at this time whether the
relief requested by Debtors inures to the benefit of creditors of
Debtors' estates, including the UK Administration Companies,
asserts Martin Flics, Esq., at Linklaters LLP, in New York, --
Martin.Flics@linklaters.com/

A group of derivatives creditors composing Bank of America, N.A.,
Credit Suisse International, D. E. Shaw Composite Portfolios,
L.L.C., D. E. Shaw Oculus Portfolios, L.L.C., Deutsche Bank AG,
Goldman Sachs Bank USA (successor by merger to Goldman Sachs
Capital Markets, L.P.), Goldman Sachs International, Merrill
Lynch International, Morgan Stanley Capital Services Inc., Morgan
Stanley & Co. International plc., certain funds advised by
Oaktree Capital Management, L.P. or their subsidiaries, and The
Royal Bank of Scotland plc, do not object in concept to the
creation of LAMCO but complains that neither the timing nor the
procedural vehicle chosen by Debtors for launching LAMCO is
appropriate and the Motion should be denied without prejudice or
continued to some future date.

The derivative creditor group asserts that Lehman should focus on
paying its creditors.  The banks complain that the Lehman parent
would have sole control and ownership of the asset management
unit, denying any governance or ownership interest to affiliates
that helped to fund LAMCO or to creditors.

Bryan Marsal, chief executive officer of LBHI, said the issues
raised in the objections should be resolved with further
explanation or education.  "The issue of ownership is the one
legitimate or philosophical issue that may take longer,"
Bloomberg News quoted Mr. Marsal as saying.

The chief executive also told Bloomberg that LAMCO would fulfill
an immediate need to manage the assets that would fetch much more
money if sold over three to five years than if they were
liquidated today.

                       About Lehman Brothers

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Files Progress Report on 65,000 Claims
-------------------------------------------------------
Lehman Brothers Holdings Inc. has filed a progress report
analyzing 65,000 claims, according to a March 29 regulatory
filing with the Securities and Exchange Commission.

The estimated unsecured claims filed against LBHI exceed $819
billion plus "potentially significant" unliquidated claims.
These include more than $314 billion in guarantee claims filed by
LBHI's affiliates, the filing said.

William Fox, chief financial officer and executive vice-president
of LBHI, said the aggregate total of the filed claims should be
reduced to $605 billion as of March 10, 2010.  He said this is
based on the initial analysis made in the last four months by a
claims management team they designated.

"The Debtors, for the purposes of the plan, have made a
preliminary estimate of the potential allowed amount of the
adjusted total filed claims.  It is the Debtors estimate that
such amount will approximate $260 billion," Mr. Fox said in the
regulatory filing.

The current breakdown of claims filed can be accessed at
http://researcharchives.com/t/s?5e82

LBHI said it filed the report because there has been substantial
trading of claims since it outlined its joint Chapter 11 plan of
reorganization on March 15 and claimants began to seek more
details about the plan, according to a report by Bloomberg News.

LBHI said the progress report aims to give equal access to all
interested parties, Bloomberg News reported.

                       About Lehman Brothers

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: LB Somerset, 2 Others Want More Time for Plan
--------------------------------------------------------------
Lehman Brothers Holdings Inc. asks the U.S. Bankruptcy Court for
the Southern District of New York to extend the deadline for the
filing of and solicitation of votes for the Chapter 11 plans of
its three affiliated debtors.

LBHI asks the Court to authorize Merit LLC, LB Somerset LLC and
LB Preferred Somerset LLC to file their Chapter 11 plans until
September 15, 2010, and to solicit votes from their creditors
until November 15, 2010.

The Lehman units filed for bankruptcy protection only in December
2009 or more than a year after LBHI and its other affiliates
filed their bankruptcy cases.  Under the bankruptcy laws, they
are entitled to extend the period during which they have the
exclusive right to file and solicit acceptances of Chapter 11
plans, Shai Waisman, Esq., at Weil Gotshal & Manges LLP, in New
York -- shai.waisman@weil.com -- points out.

Mr. Waisman says the proposed extension would allow LBHI to
continue to negotiate the joint Chapter 11 plan of reorganization
without distraction from parties who may propose their own plans
for the three Lehman units.

LBHI filed the joint Chapter 11 plan on March 15, 2010, which is
an integrated but independent plan for the company and each of
its affiliated debtors including Merit, LB Somerset and LB
Preferred.

The Court has already issued a bridge order extending Merit's
exclusive periods until entry of an order on the motion.  A
hearing to consider approval of the proposed extension of the
Lehman units' exclusive periods is scheduled for April 14, 2010.

               Somerset Associates, et al., Object

Somerset Associates LLC and Somerset Properties SPE LLC ask the
Court to deny approval of the proposed extension of LB Somerset
and LB Preferred's exclusive periods on grounds that the Lehman
units lack equity in their property and that their plan of
reorganization cannot be confirmed.

Somerset Associates asserts claims in the sum of $5,090,609
against each of the Lehman units.  The claims stemmed from the
Lehman units' failure to fulfill their obligations under an
operating agreement with Falls of Neuse Investments LLC following
their bankruptcy filing.

The operating agreement was hammered out after FNI and the Lehman
units formed Somerset Associates to acquire and operate a real
property in Raleigh, North Carolina.  Under the agreement, LB
Somerset was tasked to participate in making management decisions
of Somerset Associates while LB Preferred's duty is to provide
funding, with no management role.

Jonathan Rabinowitz, Esq., at Rabinowitz Lubetkin & Tully LLC, in
Livingston, New Jersey, says the Lehman units' cannot be
confirmed without the vote of Somerset Associates pursuant to
sections 1129(a)(l0) and 1126(c) of the Bankruptcy Code.

Section 1129(a)(l0) provides that at least one class of impaired
claims must accept the plan in order for it to be confirmed.
Meanwhile, the other provision states that a class of claims has
accepted a proposed plan if the plan has been accepted by
creditors holding at least two-thirds in amount and more than
one-half in number of allowed claims of that class.

A creditor holding at least one-third in amount of claims in an
impaired class holds a "blocking vote" which would prevent the
confirmation of a plan in a case in which there is only one class
of impaired creditors.

According to Mr. Rabinowitz, if Somerset Associates' claim is
taken into account in LB Somerset's case, that claim would
represent about 40.45% of the total claims against LB Somerset.

"Because Somerset Associates' claim is greater than one-third of
the total claims in the sole class of impaired creditors, it
would have a blocking vote to prevent confirmation of any plan
proposed by LB Somerset," Mr. Rabinowitz points out in court
papers.

Somerset Associates would also have a blocking vote to prevent
the confirmation of LB Preferred's plan since its claim
represents about 34.4% of the total claims in the sole class of
impaired creditors, according to Mr. Rabinowitz.

Mr. Rabinowitz further argues that the Lehman units lack equity
in the real property as disclosed in their schedules of assets
and liabilities, and that both of their bankruptcy cases involve
few creditors and a single asset.

                       About Lehman Brothers

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Proposes to Settle Tax Refund Claims
-----------------------------------------------------
Lehman Brothers Holdings Inc. and its affiliated debtors ask the
U.S. Bankruptcy Court for the Southern District of New York to
approve a deal with the Internal Revenue Service that would
settle some of their claims for tax refunds.

The deal, if approved by the Court, would allow the Debtors to
recover more than $125 million of their claims for tax refunds,
aggregating more than $374 million.

The $374 million claim is on account of the taxes and penalties
LBHI paid during the period 1997 to 2000.  IRS disputed LBHI's
claims for refunds because of its alleged noncompliance with tax
regulations, failure to substantiate its tax credits, among other
reasons.

The remaining claims for tax refunds are expected to be resolved
either through litigation or another settlement, Shai Waisman,
Esq., at Weil Gotshal & Manges LLP, in New York, says.

The settlement, according to Mr. Waisman, is reasonable given the
facts involved in the tax disputes which he describes as "highly
complex and voluminous.  If LBHI were forced to litigate every
one of these issues, the outcome of its litigation with the IRS
would be highly uncertain and, in all cases, such litigation
would be protracted and expensive," Mr. Waisman says in court
papers.

The Court will hold a hearing on April 14, 2010, to consider
approval of the settlement.  Deadline for filing objections is
April 7, 2010.

                       About Lehman Brothers

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Proposes Deal with Fenway
------------------------------------------
Lehman Brothers Holdings Inc. and its units ask the Court to
approve a deal with Fenway Capital LLC and Fenway Funding LLC.

The deal would allow Lehman Paper Commercial Inc. to repurchase
assets from Fenway Capital pursuant to their August 22, 2008
master repurchase agreement.  The assets include LCPI's interests
in real property loans and other assets that it transferred to
Fenway Capital under the MRA.  The deal would also result in the
termination of the MRA and the cancellation of a commercial paper
program with Fenway Funding.

Alfredo Perez, Esq., at Weil Gotshal & Manges LLP, in New York --
alfredo.perez@weil.com -- says the termination of the MRA and the
cancellation of the commercial paper program would eliminate the
expense spent on maintaining the program and would allow LCPI to
end the lawsuit regarding the MRA in the Chapter 11 cases of SCC
Acquisitions Inc.'s affiliates.

SCC Acquisitions' affiliates brought a lawsuit against Fenway
Capital and LCPI in connection with the loans they availed with
an aggregate face amount of more than $1 billion.  The loans were
among the assets transferred under the MRA.

Mr. Perez says the Lehman estate has already incurred millions of
dollars in fees and expenses from the litigation, which has gone
on for almost a year.

The termination of the MRA and the cancellation of the commercial
paper program would also enable Fenway Capital to seek dismissal
of claims against it in the lawsuit and circumvent the expense of
additional litigation regarding the repurchase transaction made
pursuant to the MRA, Mr. Perez further says.

The Court will hold a hearing on April 14, 2010, to consider
approval of the deal.  Deadline for filing objections is April 7,
2010.

                       About Lehman Brothers

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Metavante Drops $5.4-Mil. Swap Claim
-----------------------------------------------------
Lehman Brothers Special Financing Inc. asks the U.S. Bankruptcy
Court for the Southern District of New York to approve a
settlement requiring Metavante Corp. to drop its $5.4 million
claim against the company under a swap transaction.

The settlement, if approved by the Court, would also require
Metavante to drop an appeal it filed before a district court to
reverse the Bankruptcy Court's September 17 decision that
directed Metavante to honor the terms of the swap agreement.

The Bankruptcy Court issued the September 17 ruling after
Metavante allegedly refused to make payments to LBSF although the
latter has not yet assumed or rejected their swap agreement.

The district court earlier issued an order remanding the appeal
to permit the Bankruptcy Court to consider the proposed
settlement.

The terms of the proposed settlement are:

  (1) On February 1, 2012, the date that the transaction matures
      under the terms of the swap agreement, one final net
      payment will be made representing all net payments accrued
      under the swap agreement from the date of LBSF's
      bankruptcy filing to the maturity date.  Payments will
      accrue through February 1, 2012 on a net basis and no
      payments will be made by either party in the interim.

  (2) Metavante agrees that its obligations to make either the
      final net payment on February 1, 2012, or a final net
      payment in case it terminates the swap agreement, will not
      be subject to any defenses, set-off, waivers or
      satisfaction of conditions precedent.

  (3) Metavante will have the right to terminate the swap
      agreement not less than five days' prior notice to LBSF.
      If Metavante terminates the swap agreement, one final net
      payment will be calculated on the basis of an agreed-upon
      formula.

  (4) The parties will drop all existing litigation and legal
      actions.  Upon approval of the settlement agreement,
      Metavante will withdraw the appeal and all proofs of claim
      against the Debtors.

  (5) No interest will accrue or be payable by either party on
      The final net payments.

  (6) LBSF will purchase an interest rate cap that will match
      the notional amortization and reset rates of the swap
      agreement to be held in escrow for the benefit of
      Metavante until the latter terminates, if ever, the swap
      agreement.

  (7) Metavante will withdraw its proofs of claim, forgo its
      right to other hedging costs that have allegedly accrued
      subsequent to the filing of the proofs of claim, and forgo
      reimbursement for its costs and expenses under the swap
      agreement.  LBSF will reimburse Metavante for its expenses
      and allow a modest deduction on the final net payment made
      by Metavante on the maturity date.

Based on the financial terms of the swap agreement and current
and projected interest rates, LBSF expects that the agreement
will entitle it to a payment less only a modest deduction under
the proposed settlement, according to Daniel Ehrmann, managing
director at Alvarez & Marsal North America LLC.

The Court will hold a hearing on April 14, 2010, to consider
approval of the proposed settlement.  Deadline for filing
objections is April 7, 2010.

                       About Lehman Brothers

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

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

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

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

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

               International Operations Collapse

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

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

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


LIQUIDATION OUTLET: Asks for Court OK to Sell Assets
----------------------------------------------------
Liquidation Outlet, Inc., has sought permission from the U.S.
Bankruptcy Court for the Western District of Washington to sell
substantially all of Debtor's assets and business free and clear
of all liens, claims, interests and encumbrances.

Within the last several weeks, Debtor has negotiated a potential
sale of assets with LOI Capital, LLC (the Purchaser).  The
Purchaser has provided Debtor with certain pre-petition financing,
and has further agreed to provide Debtor with pre-petition
financing and debtor-in-possession (DIP) financing to be used to
bridge the Debtor to the sale of its assets.

The Debtor has entered into an asset purchase agreement (the APA)
with the Purchaser.  A copy of the APA is available for free at:

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

The APA sets forth the terms of a sale for substantially all of
Debtor's assets for a sale price of $5,240,000, based upon a
projected retail value of the Debtor's inventory of $13, 100,000,
to be verified by a physical inventory to be taken immediately
after the closing of the sale.  At closing, the Purchaser will
make initial cash payment of $3,000,000.

The proceeds from the sale will be used first to payoff all
amounts owed under the DIP financing, including fees, expenses and
other amounts due thereon.  Following the closing of the Sale, the
DIP financing will be terminated.

Pursuant to the APA, the Purchaser may, in its sole discretion,
designate any or all of the Debtor's retail store and distribution
center locations as Designated Liquidation Locations.  In
conjunction with the APA, and in order to facilitate the
liquidation of the merchandise and fixed assets at the Designated
Liquidation Locations, Debtor and the Purchaser have entered into
a certain Agency Agreement (the Agency Agreement), whereby Debtor
has engaged the Purchaser to act as the Debtor's exclusive agent
for the limited purpose of selling all of the liquidation
merchandise and other assets located at the Designated Liquidation
Locations.  A copy of the Agency Agreement is available for free
at http://bankrupt.com/misc/LIQUIDATION_OUTLET_agencypact.pdf

The Purchaser will complete the store closing sales, and will
vacate each of the Designated Liquidation Location premises in
favor of Debtor on or before July 31, 2010.

The APA is subject to the submission by third parties of higher or
better offers.  The Debtor has filed bidding procedures, a copy of
which is available for free at:

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

Debtor has designated the bid of the Purchaser as the stalking
horse bid.

To become a qualified bidder, each prospective bidder will, on or
before 5:00 p.m. PST on the business day that is five business
days prior to the day scheduled for the hearing on the sale motion
deliver a good faith deposit in the amount of 10% of the bidder's
qualified bid in cash into an escrow account designated by Debtor.
The prospective bidder must present a binding offer to acquire the
Acquired Assets for an amount that is not less than $250,000 more
than the aggregate value of the Stalking Horse Bid (the overbid).
The highest overbid submitted by a qualified bidder will be the
initial overbid at the auction.  That bid must be $250,000 higher
or the sum of 5,490,000.  Subsequent Overbids will be in
increments of not less than $100,000 higher than the immediately
preceding bid.

In the event that the Stalking Horse bidder is not the successful
bidder, within three business days of the entry of an order
designating another bidder as the successful bidder, the proceeds
of the successful bidder's deposit will be used to the pay the
Break-Up Fee of $100,000.

A copy of the sale guidelines is available for free at:

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

The deadline for the competing bids for the assets is April 15,
2010.  The auction will be held on April 21, 2010.  The hearing on
the sale will be held on April 22, 2010.

                            Objections

The Acting United States Trustee, Robert D. Miller Jr., filed an
objection to the Debtor's motion for authorization to sell assets.
Mr. Miller says that the initial overbid of $250,000 is excessive
and will have a chilling effect on bidding, ensuring that the
Stalking Horse Bidder is the successful bidder.

Safeway, Inc., and Inland Western Lakewood, L.L.C. (the Landlord)
also objected to the Debtor's sale of assets.  Inland Western
wants post-petition rent to be paid and all defaults under the
lease to be cured.  Inland Western says that the Debtor's motion
for authorization to sell assets doesn't mention any requirement
that the Debtor provide the Landlord with any information
regarding the Stalking Horse Bidder's financial condition,
operating history and other related information regarding its
adequate assurance of future performance under the lease.

Safeway is represented by Tara J. Schleicher
(tschleicher@fwwlaw.com) at Farleigh Wada Witt.  Inland Western is
represented by Barokas Martin & Tomlinson and Menter, Rudin &
Trivelpiece, P.C.

                     About Liquidation Outlet

Lakewood, Washington-based Liquidation Outlet, Inc., filed for
Chapter 11 bankruptcy protection on March 25, 2010 (Bankr. W.D.
Wash. Case No. 10-42279).  Benjamin J. Riley, Esq., at Brian L
Budsberg PLLC, assists the Company in its restructuring effort.
According to the schedules, the Company has assets of $16,053,250,
and total debts of $7,434,413.


LODGIAN INC: Agrees to Settle Class Action on LSREF Lodging Deal
----------------------------------------------------------------
As reported in the Troubled Company Reporter on February 5, 2010,
Lodgian, Inc., entered into a definitive agreement to be acquired
by LSREF Lodging Investments, LLC, in a transaction valued at
roughly $270 million, including assumed debt, and that on
January 26, 2010, a putative class action was commenced in the
Superior Court of Fulton County, Georgia against the Company, each
of its directors, LSREF and LSREF Lodging Merger Co., Inc., a
wholly owned subsidiary of LSREF, alleging that, among other
things, Lodgian's board of directors breached their fiduciary
duties to its stockholders in approving and adopting a merger
agreement that allegedly contains preclusive deal protection
measures and unfair merger consideration.  On February 23, 2010,
the plaintiffs amended their complaint to add a claim that the
members of Lodgian's board of directors had breached their
fiduciary duty of disclosure in connection with the Schedule 14A
preliminary proxy statement that the Company filed with the
Securities and Exchange Commission on February 16, 2010.  On
April 1, 2010, the plaintiffs filed a motion for temporary
restraining order seeking to enjoin the completion of the merger.

On April 12, 2010, Lodgian agreed in principle to settle the
putative class action.  Under the terms of the proposed
settlement, all claims relating to the merger agreement and the
merger will be dismissed on behalf of the settlement class.  The
proposed settlement is subject to certain conditions, including
but not limited to court approval and consummation of the merger.
As part of the proposed settlement the Company has agreed not to
object to the plaintiffs' counsel's application to the court for
an award of fees and expenses in an amount not to exceed $240,000.
The proposed settlement will not affect the amount of merger
consideration to be paid to Lodgian's shareholders in the merger
or change any other terms of the merger or merger agreement.

                        About Lodgian, Inc.

Atlanta, Ga.-based Lodgian, Inc. (NYSE Amex Equities: LGN)
-- http://www.lodgian.com/-- is one of the largest independent
hotel owners and operators in the United States.  The Company
operates substantially all of its hotels under nationally
recognized brands, such as "Crowne Plaza,", "Four Points by
Sheraton", "Hilton," "Holiday Inn," "Marriott," and "Wyndham".  As
of March 1, 2010, the Company operated 28 hotels with an aggregate
of 5,359 rooms, located in 19 states.


MARK ALLEN: Section 341(a) Meeting Scheduled for May 3
------------------------------------------------------
The U.S. Trustee for Region 7 will convene a meeting of Mark Allen
Wynne's creditors on May 3, 2010, at 1:30 p.m.  The meeting will
be held at San Antonio Room 333, U.S. Post Office Bldg., 615 E.
Houston Street, San Antonio, TX 78205.

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

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

San Antonio, Texas-based Mark Allen Wynne filed for Chapter 11
bankruptcy protection on March 29, 2010 (Bankr. W.D. Texas Case
No. 10-51127).  William B. Kingman, Esq., who has an office in San
Antonio, Texas, assists the Debtor in his restructuring effort.
The Debtor estimated his assets and debts at $50,000,001 to
$100,000,000.

These affiliates of the Debtor filed separate Chapter 11
petitions:

     -- Premier General Holdings, LTD (Case No. 10-50606) on
        February 19, 2010; and

     -- Premier General Holdings, LTD (Case No. 10-51005) on
        March 17, 2010


MARK ALLEN: Files Schedules of Assets & Liabilities
---------------------------------------------------
Mark Allen Wyne filed with the U.S. Bankruptcy Court for the
Western District of Texas its schedules of assets and liabilities,
disclosing:

  Name of Schedule                    Assets          Liabilities
  ----------------                    ------          -----------
A. Real Property                     $550,000
B. Personal Property              $70,140,700
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                        $508,000
E. Creditors Holding
   Unsecured Priority
   Claims                                                      $0
F. Creditors Holding
   Unsecured Non-priority
   Claims                                             $64,028,678
                                   -----------        -----------
TOTAL                              $70,690,700        $64,536,678

San Antonio, Texas-based Mark Allen Wynne filed for Chapter 11
bankruptcy protection on March 29, 2010 (Bankr. W.D. Texas Case
No. 10-51127).  William B. Kingman, Esq., who has an office in San
Antonio, Texas, assists the Debtor in his restructuring effort.

These affiliates of the Debtor filed separate Chapter 11
petitions:

     -- Premier General Holdings, LTD (Case No. 10-50606) on
        February 19, 2010; and

     -- Premier General Holdings, LTD (Case No. 10-51005) on
        March 17, 2010


MGM MIRAGE: To Sell Up to $750-Mil. of 2015 Convertible Notes
-------------------------------------------------------------
MGM MIRAGE proposes to offer, subject to market and other
conditions, up to $750 million in aggregate principal amount of
convertible senior notes due 2015 in a private placement.  The
Company plans to use the net proceeds from the offering to repay a
portion of its outstanding indebtedness under its senior credit
facility.

The Company expects to grant the initial purchasers an option to
purchase additional notes solely to cover over-allotments.  The
notes will be general unsecured senior obligations of the Company,
guaranteed by substantially all of the Company's wholly owned
domestic subsidiaries, which also guarantee the Company's other
senior indebtedness, and equal in right of payment with, or senior
to, all existing or future unsecured indebtedness of the Company
and each guarantor.  The interest rate, conversion rate and other
terms of the notes will be determined at the time of pricing of
the offering.

In connection with the offering, the Company expects to enter into
capped call transactions with one or more of the initial
purchasers of the notes or their respective affiliates.  The
capped call transactions are expected generally to reduce the
potential dilution of the Company's common stock upon any
conversion of notes in the event that the market value per share
of the Company's common stock, as measured under the terms of the
capped call transactions, is greater than the strike price of the
capped call transactions (which corresponds to the initial
conversion price of the notes and is subject to certain
adjustments similar to those contained in the notes).  If the
initial purchasers exercise their over-allotment option to
purchase additional notes, the Company may enter into additional
capped call transactions.

The Company has been advised that, in connection with hedging the
capped call transactions, the hedge counterparties or their
affiliates expect to enter into various derivative transactions
with respect to the Company's common stock concurrently with, or
shortly after, the pricing of the notes and may, from time to time
following the pricing of the notes, enter into or unwind various
derivatives or purchase or sell the Company's common stock in
secondary market transactions.  These activities could increase
(or reduce the size of any decrease in) the price of the Company's
common stock concurrently with or following the pricing of the
notes, and could also cause or avoid an increase or a decrease in
the price of the Company's common stock following any conversion
of notes and during the period prior to the maturity date.

The notes proposed to be offered, and any shares of the Company's
common stock issuable upon conversion of the notes, will not be
registered under the Securities Act of 1933, as amended, or any
state securities law and may not be offered or sold in the United
States or to any U.S. persons absent registration under the
Securities Act, or pursuant to an applicable exemption from, or in
a transaction not subject to, the registration requirements of the
Securities Act and applicable state securities laws. The notes,
and any shares of the Company's common stock issuable upon
conversion of the notes, will be offered only to "qualified
institutional buyers" under Rule 144A of the Securities Act.

As reported by the Troubled Company Reporter, MGM MIRAGE closed on
March 16, 2010, the sale of $845 million in aggregate principal
amount of its 9% Senior Secured Notes due 2020 under an indenture
dated as of March 16, 2010, among the Company, the guarantors
named therein and U.S. Bank National Association, as trustee.  The
Notes were sold in the United States only to accredited investors
pursuant to an exemption from the Securities Act of 1933, as
amended, and subsequently resold to qualified institutional buyers
pursuant to Rule 144A under the Securities Act and to non-U.S.
persons in accordance with Regulation S under the Securities Act.
The Notes have not been registered under the Securities Act and
may not be offered or sold in the United States absent
registration or an applicable exemption from registration
requirements.

The Company intends to use the net proceeds of the offering, or
approximately $823.0 million (after giving effect to discounts,
commissions and offering expenses), to repay a portion of its
outstanding indebtedness under its senior credit facility.

The Notes will mature on March 15, 2020.  The Company will pay
interest on the Notes on March 15 and September 15 of each year,
commencing on September 15, 2010.  Interest on the Notes will
accrue at a rate of 9% per annum and be payable in cash.

The Notes will be guaranteed, jointly and severally, on a senior
basis by the Company's restricted subsidiaries, other than its
Illinois subsidiary, Nevada Landing Partnership, unless and until
the Company obtains Illinois gaming approval.  The guarantors will
include all subsidiaries that guarantee the Company's senior
credit facility and on the Company's existing notes, except for
Nevada Landing Partnership, unless and until the Company obtains
Illinois gaming approval.

The Notes and certain of the guarantees will be secured by (i) a
mortgage on MGM Grand Las Vegas and substantially all existing and
future property of MGM Grand Hotel, LLC; and (ii) upon receipt of
the necessary gaming approvals, a pledge of the limited liability
company interests in MGM Grand.

Prior to March 15, 2014, the Company may redeem all or part of the
notes at a redemption price equal to 100% of the principal amount
of the Notes plus an applicable make whole premium and accrued and
unpaid interest. On or after March 15, 2014, the Company may
redeem all or part of the Notes at its option on the redemption
dates and at the redemption prices specified in the Indenture.

The Indenture contains covenants that will limit the Company's and
the Guarantors' ability to, among other things, (i) pay dividends
or distributions, repurchase equity, prepay subordinated debt or
make certain investments, (ii) incur additional debt or issue
certain disqualified stock and preferred stock, (iii) incur liens
on assets (subject to, under certain circumstances, regulatory
approval), (iv) merge or consolidate with another company or sell
all or substantially all assets, (v) enter into transactions with
affiliates, (vi) allow to exist certain restrictions on ability of
Guarantors to transfer assets, and (vii) enter into sale and
lease-back transactions.

The Indenture provides for customary events of default.

                         About MGM MIRAGE

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

The Company reported $22.51 billion in total assets, $2.38 billion
in total current liabilities, $3.03 billion in deferred income
taxes, $12.97 billion in long term debt, and $256.83 million other
long term obligation, resulting to a $3.87 billion stockholders'
equity as of Dec. 31, 2009.  At September 30, 2009, MGM MIRAGE had
stockholders' equity of $4.29 billion.

                         *     *     *

As reported by the Troubled Company Reporter on March 22, 2010,
Moody's Investors Service affirmed MGM MIRAGE's ratings, including
its Caa1 Corporate Family Rating and raised the company's
Speculative Grade Liquidity rating to SGL-3 from SGL-4.  The
rating outlook remains stable.

As reported by the TCR on March 11, 2010, Standard & Poor's
Ratings Services affirmed all of its existing ratings on MGM
MIRAGE, including the 'CCC+' corporate credit rating.  The rating
outlook is developing.  "The 'CCC+ corporate credit rating
reflects MGM MIRAGE's significant debt burden, S&P's expectation
for continued declines in cash flow generation in 2010, and the
company's tight liquidity position," said Standard & Poor's credit
analyst Ben Bubeck.


MGM MIRAGE: Elects Burton Cohen to Board of Directors
-----------------------------------------------------
MGM MIRAGE said Burton Cohen has accepted an invitation to join
the Company's Board of Directors.  He was elected to his new post
by the Board during a meeting Tuesday.

"We are deeply honored that Burton Cohen, a man with such a
tremendous range of resort experience and knowledge, has accepted
an invitation to join the MGM MIRAGE Board of Directors," said
James J. Murren, MGM MIRAGE Chairman and Chief Executive Officer.
"We extend a warm welcome to Mr. Cohen, and we look forward to his
guidance and leadership."

An attorney and retired resort executive, Mr. Cohen served in many
prominent positions spanning his 30-year career in Las Vegas.  His
early accomplishments included serving as co-owner and general
manager of the Frontier Hotel & Casino.  Following a move to the
Desert Inn, Mr. Cohen went on to help developer Jay Sarno open
Circus Circus.  He was later executive vice president of Flamingo
Hotel Casino, and then president of Flamingo Hilton after the
Hilton Corporation acquired the property in 1971.  Caesars World
named Mr. Cohen vice president at Caesars Palace and a member of
the board of directors of Desert Palace, then the operating
company of Caesars Palace.

In 1978, Mr. Cohen became the first president and general manager
of the Desert Inn & Country Club under Summa Corporation.  The
resort achieved national fame via the television show "Vega$",
which was filmed at the DI with Mr. Cohen's active support.

Mr. Cohen took on a major challenge in the reorganization of the
financial structure of the Dunes Hotel & Country Club in 1986.  A
prior offer for purchase of the historic hotel was made for $80
million.  When the Dunes eventually sold it in 1987, Mr. Cohen's
leadership had increased the purchase price to $157 million. In
1992, Mr. Cohen returned to the Desert Inn Hotel & Country Club as
president and CEO.  He stayed on as president and managing
director when the property was sold to ITT Sheraton Corporation.

Mr. Cohen retired in 1995, and the same year was elected to the
American Gaming Association's Hall of Fame.

Mr. Cohen is an active member of the Las Vegas community.  He has
served on the board of the Southern Nevada Drug Abuse Council, led
a successful Las Vegas Valley United Way campaign, and served on
the boards of the Boys' Club of Clark County and the Nevada
division of the American Cancer Society.  He has been an active
member in the Anti-Defamation League and is currently Chairman of
the Board of Trustees of Sunrise Hospital in Las Vegas.

                         About MGM MIRAGE

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

The Company reported $22.51 billion in total assets, $2.38 billion
in total current liabilities, $3.03 billion in deferred income
taxes, $12.97 billion in long term debt, and $256.83 million other
long term obligation, resulting to a $3.87 billion stockholders'
equity as of Dec. 31, 2009.  At September 30, 2009, MGM MIRAGE had
stockholders' equity of $4.29 billion.

                         *     *     *

As reported by the Troubled Company Reporter on March 22, 2010,
Moody's Investors Service affirmed MGM MIRAGE's ratings, including
its Caa1 Corporate Family Rating and raised the company's
Speculative Grade Liquidity rating to SGL-3 from SGL-4.  The
rating outlook remains stable.

As reported by the TCR on March 11, 2010, Standard & Poor's
Ratings Services affirmed all of its existing ratings on MGM
MIRAGE, including the 'CCC+' corporate credit rating.  The rating
outlook is developing.  "The 'CCC+ corporate credit rating
reflects MGM MIRAGE's significant debt burden, S&P's expectation
for continued declines in cash flow generation in 2010, and the
company's tight liquidity position," said Standard & Poor's credit
analyst Ben Bubeck.


MGM MIRAGE: Expects to Report $11-Mil. Operating Loss for Q1 2010
-----------------------------------------------------------------
MGM MIRAGE unveiled preliminary expectations of financial results
for the first quarter of 2010.  The operating results in this
release reflect preliminary expectations of financial results for
the first quarter of 2010, have not been reviewed by the Company's
auditors, and are subject to change.  The Company expects to
report its full results for the quarter, and conduct a conference
call to discuss its earnings, during the week of May 3, 2010.

The Company expects a first quarter diluted loss per share (EPS)
of approximately $0.22 compared to earnings of $0.38 per share in
the prior year first quarter.  The current year results include a
gain on extinguishment of debt of $142 million, or $0.21 per
share, net of tax, related to the restatement and amendment of the
Company's senior credit facility in March and a pre-tax non-cash
charge of approximately $86 million, or $0.13 per share, net of
tax, representing the Company's share of an impairment at
CityCenter related to its residential inventory.  The prior year
results include a gain of approximately $0.44 per share, net of
tax, related to the sale of Treasure Island hotel and casino.

Net revenue for the first quarter of 2010 is expected to be
approximately $1.46 billion.  Excluding reimbursed costs revenue
mainly related to the Company's management of CityCenter
(approximately $93 million in the 2010 first quarter and $14
million in the 2009 first quarter), net revenue is expected to be
approximately $1.36 billion, a decrease of 4% from 2009.

Operating loss for the first quarter of 2010 is expected to be
approximately $11 million (which included the Company's share of
the CityCenter residential impairment charge) compared to
operating income of $355 million in the 2009 quarter. The prior
year results include the $190 million pre-tax gain on the TI sale
as well as $15 million of Monte Carlo business interruption
insurance recovery income (recorded as a reduction to general and
administrative expense) and $7 million of Monte Carlo property
damage insurance recovery income (recorded as property
transactions, net).  Adjusted Property EBITDA is expected to be
approximately $187 million in the 2010 quarter and was negatively
impacted by the CityCenter residential impairment charge. Adjusted
EBITDA is estimated to be approximately $156 million.

MGM Grand Macau operating income is expected to be $49 million in
the first quarter of 2010, which included depreciation expense of
$22 million, a significant improvement compared to an operating
loss of $5 million in the 2009 first quarter, which included
depreciation expense of $21 million.

CityCenter is expected to report an operating loss of $255 million
in the first quarter of 2010, which includes an approximately $171
million non-cash impairment charge related to its residential
inventory, depreciation expense of $69 million, and preopening
expenses of $6 million.  CityCenter results benefited from
revenues of $24 million related to forfeited residential deposits.
Aria reported an operating loss of $66 million, which included
deprecation expense of $54 million. Occupancy percentage at Aria
was 63% with an average daily rate of $194.

At March 31, 2010, the Company had approximately $13.0 billion of
indebtedness (carrying value of $12.7 billion), including $3.8
billion of borrowings outstanding under its senior credit
facility, with available borrowing capacity under the senior
credit facility of approximately $900 million.  The Company's cash
balance was $441 million at March 31, 2010.  Subsequent to March
31, 2010, the Company received a tax refund of approximately $380
million, the proceeds of which will be used to temporarily reduce
outstanding amounts under the senior credit facility.

A full-text copy of the preliminary earnings release is available
at no charge at http://ResearchArchives.com/t/s?6006

                         About MGM MIRAGE

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

The Company reported $22.51 billion in total assets, $2.38 billion
in total current liabilities, $3.03 billion in deferred income
taxes, $12.97 billion in long term debt, and $256.83 million other
long term obligation, resulting to a $3.87 billion stockholders'
equity as of Dec. 31, 2009.  At September 30, 2009, MGM MIRAGE had
stockholders' equity of $4.29 billion.

                         *     *     *

As reported by the Troubled Company Reporter on March 22, 2010,
Moody's Investors Service affirmed MGM MIRAGE's ratings, including
its Caa1 Corporate Family Rating and raised the company's
Speculative Grade Liquidity rating to SGL-3 from SGL-4.  The
rating outlook remains stable.

As reported by the TCR on March 11, 2010, Standard & Poor's
Ratings Services affirmed all of its existing ratings on MGM
MIRAGE, including the 'CCC+' corporate credit rating.  The rating
outlook is developing.  "The 'CCC+ corporate credit rating
reflects MGM MIRAGE's significant debt burden, S&P's expectation
for continued declines in cash flow generation in 2010, and the
company's tight liquidity position," said Standard & Poor's credit
analyst Ben Bubeck.


MICHAEL ADELSON: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Joint Debtor: Michael Jay Adelson
              Karen Jane Cahn-Adelson
              aka Karen Cahn
              22252 North 76th Place
              Scottsdale, AZ 85255

Bankruptcy Case No.: 10-09934

Chapter 11 Petition Date: April 7, 2010

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

Judge: Charles G. Case II

Debtor's Counsel: Allan D. Newdelman, Esq.
                  80 E. Columbus Avenue
                  Phoenix, AZ 85012
                  Tel: (602) 264-4550
                  Fax: (602) 277-0144
                  E-mail: anewdelman@qwestoffice.net

Scheduled Assets: $533,138

Scheduled Debts: $1,398,393

A list of the Company's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/azb10-09934.pdf

The petition was signed by Michael Jay Adelson and Karen Jane
Cahn-Adelson.


MOHAMMAD ASIF: Case Summary & 10 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Mohammad Y. Asif
               Ummay K. Asif
               444 Springwood Lane
               Bolingbrook, IL 60440

Bankruptcy Case No.: 10-15471

Chapter 11 Petition Date: April 7, 2010

Court: U.S. Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Jacqueline P. Cox

Debtor's Counsel: Chris D. Rouskey, Esq.
                  Rouskey and Baldacci
                  151 Springfield Avenue
                  Joliet, IL 60435
                  Tel: (815) 741-2118
                  Fax: (815) 741-0670
                  E-mail: rouskey-baldacci@sbcglobal.net

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

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

According to the schedules, the Company says that assets total
$1,972,000.00 while debts total $1,801,975.05.

A copy of the Joint Debtors' list of 10 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/ilnb10-15471.pdf

The petition was signed by the Joint Debtors.


MOONLIGHT BASIN: Court Fixes May 28 as Claims Bar Date
------------------------------------------------------
The Hon Ralph B. Kirscher of the U.S. Bankruptcy Court for the
District of Montana has established May 28, 2010, as the last day
for any individual or entity to file proofs of claim against
Moonlight Basin Ranch LP.

Proofs of claim must be filed with the:

     Clerk of the U.S. Bankruptcy Court
     Room 303, 400 N. Main Street
     Butte, MT 59701

with a copy furnished to the Debtor's counsel:

     James A. Patten
     2817 2nd Avenue North, Suite 300
     The Fratt Building
     Billings, MT 59101

Ennis, Montana-based Moonlight Basin Ranch LP is a golf and ski
resort in Montana.  The Company filed for Chapter 11 bankruptcy
protection on November 18, 2009 (Bankr. D. Mont. Case No. 09-
62327).  Craig D. Martinson, Esq., and James A. Patten, Esq., who
have offices in Billings, Montana, assist the Debtor in its
restructuring effort.  The Company listed $100,000,001 to
$500,000,000 in assets and $50,000,001 to $100,000,000 in
liabilities.

Debtor-affiliate Moonlight Lodge, LLC, also filed a separate
Chapter 11 bankruptcy protection on November 18, 2009 (Bankr. D.
Mont. Case No. 09-62329).  The Company listed $10,000,001 to
$50,000,000 in assets and $50,000,001 to $100,000,000 in
liabilities.


MOONLIGHT BASIN: Files Amended Schedules of Assets & Liabilities
----------------------------------------------------------------
Moonlight Basin Ranch LP filed with the U.S. Bankruptcy Court for
the District of Montana amended schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $32,757,479
  B. Personal Property           $12,761,610
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $96,242,640
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                         $1,164,827
                                 -----------      -----------
        TOTAL                    $45,519,089       $97,407,467

Ennis, Montana-based Moonlight Basin Ranch LP is a golf and ski
resort in Montana.  The Company filed for Chapter 11 bankruptcy
protection on November 18, 2009 (Bankr. D. Mont. Case No. 09-
62327).  Craig D. Martinson, Esq., and James A. Patten, Esq., who
have offices in Billings, Montana, assist the Debtor in its
restructuring effort.  The Company listed $100,000,001 to
$500,000,000 in assets and $50,000,001 to $100,000,000 in
liabilities.

Debtor-affiliate Moonlight Lodge, LLC, also filed a separate
Chapter 11 bankruptcy protection on November 18, 2009 (Bankr. D.
Mont. Case No. 09-62329).  The Company listed $10,000,001 to
$50,000,000 in assets and $50,000,001 to $100,000,000 in
liabilities.


MORGAN STANLEY FUND: May Lose 2/3 of $8.8-Bil. Fund
---------------------------------------------------
The Wall Street Journal's Anton Troianovski and Dow Jones
Newswires' Lingling Wei report that Morgan Stanley has told
investors in its $8.8 billion real-estate fund -- Morgan Stanley
Real Estate Funds business -- it may lose nearly two-thirds of its
money from bum property investments.  The report cited fund
documents reviewed by The Wall Street Journal.

According to the report, that would likely make it the biggest
dollar loss -- $5.4 billion -- in the history of private-equity
real-estate investing.  The report recalls that over the past 20
years, MSREF was one of the biggest buyers of property around the
world, doing some $174 billion in deals since 1991, mostly with
money raised from pension funds, college endowments and foreign
investors.  The report says MSREF's losses come from investments
in properties such as the European Central Bank's Frankfurt
headquarters, a big development project in Tokyo and
InterContinental hotels across Europe, among others.

According to the report, Morgan Stanley now is negotiating with
MSREF's lenders to reduce the fund's obligations on the money it
borrowed, its interest payments, renovation costs and other
expenses.

The report notes that Morgan Stanley has sought to raise a new,
$10 billion fund, MSREF VII Global.

The report adds that Morgan Stanley has reinstated Owen Thomas,
the executive who helped create MSREF, as head of the real-estate
business and brought in an outsider, real-estate-debt veteran John
Klopp, to lead its property business in the Americas.


MPG GATEWAY: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: MPG Gateway, Ltd
        1803 Briar Creek Boulevard
        Safety Harbor, FL 34695

Bankruptcy Case No.: 10-08075

Chapter 11 Petition Date: April 7, 2010

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

Judge: K. Rodney May

Debtor's Counsel: Giorgio Vallar, Esq.
                  Monroe's Pretige Group, Inc.
                  1803 Briar Creek Boulevard
                  Safety Harbor, FL 34695
                  Tel: 727-669-7412

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

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

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

The petition was signed by Charles H. Monroe III, president.


NEW YORK CHOCOLATE: Files For Bankruptcy Protection
---------------------------------------------------
The Board of Directors of the New York Chocolate and Confections
Company, in consultation with the Company's management, has
authorized the Company to file for protection under Chapter 11 of
the United States Bankruptcy Code.  The Board of Directors reached
this decision after careful consideration and study of the
realistic market opportunities for an independent manufacturer of
chocolate products, litigation matters involving the Company for
the past six years, projected capital requirements to restart the
Company's operations and the accumulation of certain debts and
other obligations.

The Company's Board of Directors and its management team are
intent on working cooperatively with the Company's creditors, the
City of Fulton and County of Oswego officials to ensure an
efficient and orderly Chapter 11 process.


NEXSTAR BROADCASTING: Sells $325 Million in 8.875% Notes
--------------------------------------------------------
Nexstar Broadcasting Group, Inc.'s wholly owned subsidiary,
Nexstar Broadcasting, Inc., has priced an offering of $325.0
million aggregate principal amount of 8.875% senior secured second
lien notes due 2017.  Mission Broadcasting, Inc., will be a
co-issuer of the notes.

Banc of America Securities LLC, UBS Securities LLC, Deutsche Bank
Securities Inc. and RBC Capital Markets Corporation have agreed to
act as the representatives of the initial purchasers of the 2017
Notes.  A full-text copy of the Purchase Agreement is available at
no charge at http://ResearchArchives.com/t/s?6003

The sale of the notes is expected to be completed by April 19,
2010, subject to customary closing conditions.  At that time, also
subject to customary closing conditions, Nexstar Broadcasting and
Mission expect to complete the proposed amendments to their senior
secured credit facilities, which, among other things, will extend
the maturity of their existing facilities, adjust the existing
leverage covenants, permit the incurrence of the additional
indebtedness and grant the second-priority senior secured lien
securing the notes.

The notes were priced at 99.364% of par.  The notes will be
secured on a second priority basis, subject to certain exceptions
and certain permitted liens, by Nexstar Broadcasting's, Mission's
and the guarantors' assets that secure each of Nexstar
Broadcasting and Mission's senior secured credit facilities on a
first priority basis.  The Company and all of Nexstar Broadcasting
and Mission's future domestic restricted subsidiaries will
guarantee the notes on a senior secured basis.

Nexstar and Mission intend to use the net proceeds of the
offering, together with borrowings under each of their amended
senior secured credit facilities and cash on hand, to repurchase
Nexstar Broadcasting's outstanding 13% Senior Subordinated
Payment-in-Kind Notes due 2014, to refinance each of their
existing senior secured credit facilities, pay related fees and
expenses and for general corporate purposes.

Nexstar Broadcasting and Mission have proposed an amendment to
each of their senior secured credit facilities, which, among other
items, would extend the maturity of their existing facilities,
adjust the existing leverage covenants, permit the incurrence of
the additional indebtedness and grant the second-priority senior
secured lien securing the notes.  Under the proposed amendments,
Nexstar and Mission have proposed to reduce their revolving
commitments to an aggregate $75.0 million allocated between each
credit agreement and refinancing the Term Loan B facilities in
aggregate amount equal to $100.0 million.  The amendment also
provides for payment of normal and customary fees and expenses.
The amendments will become effective concurrently with the
completion of the offering of notes and the completion of the
offering of notes is conditioned upon the effectiveness of the
amendments.  Although Nexstar Broadcasting and Mission have
received commitments from lenders for the proposed amendment, the
amendment is subject to satisfaction of customary closing
conditions; therefore, there can be no assurance that the proposed
amendment will be completed as contemplated or at all.

The notes and the related guarantees will be offered in the United
States to qualified institutional buyers pursuant to Rule 144A
under the Securities Act of 1933, as amended, and outside the
United States pursuant to Regulation S under the Securities Act.
The notes and the related guarantees have not been registered
under the Securities Act and may not be offered or sold in the
United States absent registration or an applicable exemption from
the registration requirements.

                  About Nexstar Broadcasting Group

Irving, Texas-based Nexstar Broadcasting Group Inc. currently
owns, operates, programs or provides sales and other services to
62 television stations in 34 markets in the states of Illinois,
Indiana, Maryland, Missouri, Montana, Texas, Pennsylvania,
Louisiana, Arkansas, Alabama, New York, Rhode Island, Utah and
Florida.  Nexstar's television station group includes affiliates
of NBC, CBS, ABC, FOX, MyNetworkTV and The CW and reaches
approximately 13 million viewers or approximately 11.5% of all
U.S. television households.

Nexstar Broadcasting Group's balance sheet for December 31, 2009,
showed $619.8 million in total assets and $796.0 million in total
liabilities, resulting in a $176.2 million stockholders' deficit.

                           *     *     *

According to the Troubled Company Reporter on April 8, 2010,
Standard & Poor's Ratings Services affirmed its ratings on Nexstar
Broadcasting Group Inc., including the 'B-' corporate credit
rating.  The rating outlook is positive.


NEXSTAR BROADCASTING: Offers to Buy Back $42.6MM of PIK Notes
-------------------------------------------------------------
Nexstar Broadcasting Group, Inc., said its wholly owned
subsidiary, Nexstar Broadcasting, Inc., has commenced a cash
tender offer and consent solicitation with respect to Nexstar
Broadcasting's outstanding $42,628,179 aggregate principal amount
of Senior Subordinated PIK Notes due 2014, which are issued by
Nexstar Broadcasting.  The tender offer and consent solicitation
is being made subject to the terms and conditions set forth in an
Offer to Purchase and Consent Solicitation Statement and a related
Letter of Instructions, each dated as of April 5, 2010, which more
fully sets forth the terms and conditions of the tender offer and
consent solicitation.  The tender offer and consent solicitation
will expire at Midnight, New York City time, on April 30, 2010,
unless extended or earlier terminated by Nexstar Broadcasting.

Holders who validly tender (and do not validly withdraw) their
Notes on or prior to the consent payment deadline of 5:00 p.m.,
New York City time, on April 16, 2010, and whose Notes are
accepted for payment, will receive total consideration equal to
$1,045.00 per $1,000 principal amount of the Notes, plus any
accrued and unpaid interest on the Notes up to, but not including,
the first settlement date.  The Total Consideration includes a
consent payment of $30.00 per $1,000 principal amount of the
Notes.

Holders who validly tender (and do not validly withdraw) their
Notes after the Consent Payment Date, but on or prior to the
Expiration Time, and whose Notes are accepted for payment, will
receive the tender consideration equal to $1,015 per $1,000
principal amount of the Notes, plus any accrued and unpaid
interest on the Notes up to, but not including, the final
settlement date. Holders of Notes who tender after the Consent
Payment Deadline will not receive a consent payment.

Holders who tender Notes on or prior to the Consent Payment
Deadline may withdraw such Notes at any time on or prior to the
Consent Payment Deadline.

In connection with the tender offer, Nexstar Broadcasting is also
soliciting consents from the holders of the Notes for certain
proposed amendments that would eliminate substantially all
restrictive covenants contained in the indenture governing the
Notes.  Adoption of the proposed amendments with respect to the
Notes requires the consent of the holders of at least a majority
of the outstanding principal amount of the Notes. Holders who
tender their Notes will be deemed to consent to the proposed
amendments and holders may not deliver consents to the proposed
amendments without tendering their Notes in the tender offer.

The tender offer and consent solicitation are subject to customary
conditions, including, among other things, a financing condition.

Provided that the conditions to the tender offer, including the
financing condition that Nexstar Broadcasting receives borrowings
from its concurrent proposed refinancing of its existing senior
secured credit facility and senior secured second lien notes
offering, have been satisfied or waived by Nexstar Broadcasting,
Nexstar Broadcasting will pay for Notes purchased in the tender
offer, together with accrued interest, on either the first
settlement date or the final settlement date, as applicable.
Nexstar Broadcasting intends to fund the purchase of the Notes
with a portion of the proceeds it receives from the concurrent
proposed offering of its senior secured second lien notes, with
borrowings under the refinancing of its existing senior secured
credit facility or cash on hand, or a combination thereof.  The
tender offer and consent solicitation is not an offer to
participate in any way in the proposed refinancing of Nexstar
Broadcasting's existing senior secured credit facility nor an
offer to sell or a solicitation of an offer to buy the senior
secured second lien notes.  Offers and sales of the senior secured
second lien notes will only be made by means of the private
offering memorandum.  Holders of Notes that have been validly
tendered and accepted by Nexstar Broadcasting by the Consent
Payment Deadline will receive the Total Consideration and will be
paid on the first settlement date, which is expected to be
promptly after satisfaction of the financing condition and
following the Consent Payment Deadline, provided that all other
conditions to the offer have been satisfied or waived at such
time.  Holders of Notes that have been validly tendered and
accepted by Nexstar Broadcasting after the Consent Payment
Deadline, but on or prior to the Expiration Time, will receive the
Tender Consideration only, and will be paid on the final
settlement date, which is expected to be promptly after the date
on which the Expiration Time occurs.

Nexstar Broadcasting has engaged Banc of America Securities LLC to
act as dealer manager and solicitation agent for the tender offer
and consent solicitation and Global Bondholder Services
Corporation to act as information agent and depositary for the
tender offer.  Requests for documents may be directed to Global
Bondholder Services Corporation at (866) 389-1500 (toll free) or
(212) 430-3774 (collect). Questions regarding the tender offer or
consent solicitation may be directed to Banc of America Securities
LLC at (888) 292-0070 (toll free) or (646) 855-3401 (collect).

                  About Nexstar Broadcasting Group

Irving, Texas-based Nexstar Broadcasting Group Inc. currently
owns, operates, programs or provides sales and other services to
62 television stations in 34 markets in the states of Illinois,
Indiana, Maryland, Missouri, Montana, Texas, Pennsylvania,
Louisiana, Arkansas, Alabama, New York, Rhode Island, Utah and
Florida. N exstar's television station group includes affiliates
of NBC, CBS, ABC, FOX, MyNetworkTV and The CW and reaches
approximately 13 million viewers or approximately 11.5% of all
U.S. television households.

Nexstar Broadcasting Group's balance sheet for December 31, 2009,
showed $619.8 million in total assets and $796.0 million in total
liabilities, resulting in a $176.2 million stockholders' deficit.

                           *     *     *

According to the Troubled Company Reporter on April 8, 2010,
Standard & Poor's Ratings Services affirmed its ratings on Nexstar
Broadcasting Group Inc., including the 'B-' corporate credit
rating.  The rating outlook is positive.


NEXSTAR BROADCASTING: Sees Up to $69.5MM Q1 Net Operating Revenue
-----------------------------------------------------------------
Nexstar Broadcasting Group Inc. expects to report net operating
revenue between $67.0 million and $69.5 million for the fiscal
quarter ended March 31, 2010.  The Company's results of operations
for the fiscal quarter ended March 31, 2010, are not yet
available.  The Company cautioned that because the first quarter
has only recently ended, the information is preliminary in nature
and based only upon preliminary information available as of
April 5, 2010.

"We have not finalized our financial statement closing process for
the fiscal quarter ended March 31, 2010. During the course of that
process, we may identify items that would require us to make
adjustments, which may be material," the Company said in a
regulatory filing.

The principal types of revenue and a range of revenue amounts for
each principal type of revenue that the Company expects to earn by
its stations during the fiscal quarter ended March 31, 2010:

                                        Range of Amounts
                                          (in millions)
     Certain components of
     net operating revenue:
        Local                             $41.5     $42.0
        National                           14.5      14.8
        Political                           3.0       3.2
        eMedia                              2.8       3.0
        Retransmission compensation         7.0       7.5

The data has been prepared by and, is the responsibility of, the
Company's management.  PricewaterhouseCoopers LLP has not audited,
reviewed, compiled or performed any procedures with respect to the
accompanying preliminary financial data.  Accordingly, PwC does
not express an opinion or any other form of assurance with respect
thereto.

                  About Nexstar Broadcasting Group

Irving, Texas-based Nexstar Broadcasting Group Inc. currently
owns, operates, programs or provides sales and other services to
62 television stations in 34 markets in the states of Illinois,
Indiana, Maryland, Missouri, Montana, Texas, Pennsylvania,
Louisiana, Arkansas, Alabama, New York, Rhode Island, Utah and
Florida. N exstar's television station group includes affiliates
of NBC, CBS, ABC, FOX, MyNetworkTV and The CW and reaches
approximately 13 million viewers or approximately 11.5% of all
U.S. television households.

Nexstar Broadcasting Group's balance sheet for December 31, 2009,
showed $619.8 million in total assets and $796.0 million in total
liabilities, resulting in a $176.2 million stockholders' deficit.

                           *     *     *

According to the Troubled Company Reporter on April 8, 2010,
Standard & Poor's Ratings Services affirmed its ratings on Nexstar
Broadcasting Group Inc., including the 'B-' corporate credit
rating.  The rating outlook is positive.


NILESH SHAH: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Nilesh Shah
        dba Discount Club
        48477 Cereus Court
        Fremont, CA 94539

Bankruptcy Case No.: 10-43908

Chapter 11 Petition Date: April 7, 2010

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

Judge: Edward D. Jellen

Debtor's Counsel: Scott J. Sagaria, Esq.
                  Law Offices of Scott J. Sagaria
                  333 W San Carlos St. #1700
                  San Jose, CA 95110
                  Tel: (408) 279-2288
                  E-mail: sjsagaria@sagarialaw.com

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

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/canb10-43908.pdf

The petition was signed by Nilesh Shah.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Jagruti Nilesh Shah                    10-40467    1/15/10


OPTIMA TECHNOLOGY: Organizational Meeting Set for April 19
----------------------------------------------------------
Roberta A. DeAngelis, Acting United States Trustee for Region 3,
will hold an organizational meeting on April 19, 2009, at
10:00 a.m. in the bankruptcy case of Optima Technology Partners,
Inc.  The meeting will be held at United States Trustee's Office,
One Newark Center, 21st Floor, Room 2106, Newark, NJ 07102.

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

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

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

Morristown, New Jersey-based Optima Technology Partners, Inc.,
filed for Chapter 11 bankruptcy protection on March 26, 2010
(Bankr. N.J. Case No. 10-18926).  Douglas A. Goldstein, Esq., at
Spector & Ehrenworth, P.C., assists the Company in its
restructuring effort.  The Company estimated its assets at
$500,001 to $1,000,000, and its debts at $1,000,001 to
$10,000,000.


ORLEANS HOMEBUILDERS: NVR Has $170 Million "Stalking Horse Bid"
---------------------------------------------------------------
Orleans Homebuilders, Inc.'s Board of Directors has approved and,
on April 13, the Company executed an asset purchase agreement with
NVR, Inc., for an initial "stalking horse bid" for substantially
all of the assets of the Company.  NVR Inc. is a homebuilding and
mortgage banking company.

The Company confirmed that it has received the cash deposit
required under the APA.  The Company also filed a motion with the
U.S. Bankruptcy Court for the District of Delaware seeking orders
to approve the APA as well as the auction and bidding procedures.

Under the APA, NVR would acquire substantially all of the
Company's land, work-in-process home construction and intangible
assets for communities in each of the Company's existing regions
for an aggregate purchase price of $170.0 million, subject to
certain working capital and other adjustments.

More specifically, the APA provides for the acquisition of
substantially all of the Company's assets, including land, lots,
work-in-process units under construction (spec homes, models,
backlog homes and backlog contracts) at substantially all of the
Company's currently active and future communities, plus
acquisition of the Company's interests in joint ventures and other
controlled interests in land, customer deposits, trademarks, and
intangible assets.  Under the APA, NVR will also assume certain
specific liabilities, including the assumption or replacement of
an aggregate of approximately $52.6 million of bank letters of
credit and external surety and other performance bonds related
specifically to the Acquired Communities.

The APA specifically excludes the Company's two communities in New
York State, which are anticipated to be sold separately by the
Company and which represent approximately 200 lots and work-in-
process units of the Company's total approximately 4,300 lots and
work-in-process units.  The assets to be sold under the APA
generally also do not include the Company's community property
management subsidiary; the Company's mortgage broker affiliate;
income tax refunds and other cash balances; or the cash surrender
value of the Company's corporate-owned life insurance policies.

The APA also provides for the continued construction and closings
of all homes currently under construction in the Acquired
Communities.  The Company and NVR currently intend to honor the
backlog contracts on homes under construction with homebuyers
throughout the process, including escrowed customer deposits.
Building will continue on homes under construction in all
communities in the Company's 11 divisions in eight states,
including on homes under construction in the New York communities
not included in the APA, as well as the closing of home deliveries
in all communities.

"This sale agreement fulfills the commitment we made at the outset
of the Chapter 11 case to pursue potential purchasers of the
Company," stated Garry P. Herdler, Executive Vice President and
Chief Financial Officer of Orleans.  "With the Court process, our
M&A advisors and Phoenix Group encouraging other better and higher
bids to emerge, the sale should culminate in a competitive auction
to be held within a reasonable near-term timeframe that will allow
us to provide some definitive resolution for customers, vendors
and employees alike."

The $170.0 million purchase price under the APA is subject to
certain defined working capital adjustments, which could be
material, due primarily to home settlements and ongoing
construction expenditures prior to closing.  The working capital
adjustments generally include reductions in the purchase price for
the settlement of home closings that occur on or after March 1,
2010, and before the closing date of the APA, for certain
reductions in the contract price for cancelled backlog units and
for the sale of other spec and model home units at discounts above
certain amounts, and certain other reductions.  These working
capital adjustments also generally include increases in the
purchase price for home construction and certain other
expenditures incurred on work-in-process units on or after
March 1, 2010, and before the closing date.

The Company had previously announced the execution of a non-
binding letter of intent relating to the sale of the Company;
however, the Company was unable to complete the sale prior to the
Chapter 11 filing on March 1, 2010.  This non-binding letter of
intent was not with NVR.

The Company recently received a federal income tax refund of
approximately $18.2 million related to the federal income tax
return in respect of 2008, filed on December 18, 2009, which was
as a result of the passing of government's five-year tax loss
carry back provision in late calendar 2009.  This refund was paid
to lenders pursuant to the terms of the credit agreement.  The
Company also announced that it intends to immediately file an
amended 2008 federal tax return, which would entitle it to receive
an additional federal income tax refund of approximately
$3.5 million.  There can be no assurance as to the amount or
timing of receipt of any such refund.

                Overview of Planned Bid Procedures,
              Sale Motion and APA Closing Conditions

The bid procedures and sale motion are subject to the approval of
the Bankruptcy Court, with the hearing currently anticipated to be
on May 4, 2010.

The Company and its mergers and acquisitions investment banker,
BMO Capital Markets Corp., and its homebuilding mergers and
acquisitions consultant, Lieutenant Island Partners LLC, are
continuing to conduct an on-going auction process with other
potentially interested bidding parties.  The Company's newly-
appointed Chief Restructuring Officer, with the assistance of
PMCM, LLC, an affiliate of Phoenix Management Services, Inc., are
coordinating ongoing Company sale efforts.

Under the sale motion filed by the Company, preliminary competing
bids and corresponding cash deposits would be due by 12:00 noon on
June 16, 2010, to be considered as a "qualifying bidder."  All
qualifying bidders will be invited to an anticipated court auction
on June 23, 2010.  Court approval of the auction results is
tentatively scheduled for June 24, 2010, with closing of the sale
on approximately June 29, 2010.  The APA and the Company's
proposed debtor-in-possession bank facility each contain certain
provisions to extend these dates.

These bid procedures also generally require that a qualifying
bidder must bid at least $178.0 million (on a comparable basis to
the Asset Purchase Agreement) to be considered a "qualified bid"
(without any conditions for due diligence or for financing), which
is the aggregate of the existing purchase price under the APA,
plus an aggregate of $4.4 million for a break-up fee and certain
out-of-pocket expenses for NVR, plus an incremental bid on the
Acquired Assets of $3.6 million.  Subsequent incremental bids
above $178.0 million by qualified bidders at the auction will be
in increments of $1.0 million for the Acquired Assets.

The APA is subject to various customary closing conditions but is
specifically not subject to any additional due diligence on the
assets, liabilities and financial condition of the Company,
including no further due diligence on the budgets for home
construction, community site improvements, contingencies,
overhead, unit counts, backlog and or on the anticipated material
inventory impairments and other accruals related to fiscal periods
after June 30, 2009, as well as to the restructuring, the Chapter
11 process, and this APA.

                   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.


PALM INC: Reached Out to Huawei's Bankers Two Months Ago
--------------------------------------------------------
According to Reuters, Huawei Technologies Co. Ltd. became on
Tuesday the latest name to surface as a possible bidder for Palm
Inc.  According to Reuters, a source said Palm two months ago
reached out to Huawei's bankers regarding a possible deal,
although talks have not moved forward.

Reuters says Palm may be scooped up by an Asian company with
enough cash and manufacturing muscle to turn around the struggling
smartphone maker, but analysts warn a deal could prove too rich
for any buyer at current prices.

According to Reuters, Palm declined to comment, but another source
said this week the company has hired bankers to explore several
options, including a sale of the company.

Reuters says Huawei, in a statement, also declined to comment on a
merger, but said it is "always open" to opportunities that will
enhance its business development.

                        About Palm Inc.

Sunnyvale, California-based Palm, Inc. (NASDAQ: PALM) creates
intuitive and powerful mobile experiences that enable consumers
and businesses to connect to their information in more useful and
usable ways.  Palm products are sold through select Internet,
retail, reseller and wireless operator channels, and at the Palm
online store at http://www.palm.com/store

                          *     *     *

As reported by the Troubled Company Reporter on March 5, 2010,
Standard & Poor's Ratings Services affirmed its 'CCC+' corporate
credit rating and other ratings on Palm Inc. and revised the
ratings outlook to negative from positive.  "The action reflects
the company's announcement that revenues in the February 2010
quarter and fiscal year ending May 2010 will be well below earlier
expectations," said Standard & Poor's credit analyst Bruce Hyman.


PALM INC: "Strategic Fit" for Nokia & Motorola, Analysts Say
------------------------------------------------------------
Bloomberg News' Mark Lee reports that Morgan Stanley analysts,
including Ehud Gelblum, wrote in a report on April 13 that Nokia
Oyj and Motorola Inc. are among mobile-phone makers that would
derive the most strategic benefit from acquiring Palm Inc.  Morgan
Stanley also said Palm may also be a "strategic fit" for Research
In Motion Ltd. and HTC Corp.

According to Bloomberg, Morgan Stanley said Microsoft Corp., Dell
Inc., Samsung Electronics Co., Lenovo Group Ltd., and LG
Electronics Inc. are "possible but likely less interested" suitors
for Palm.

As reported by the Troubled Company Reporter, Palm has tapped
Goldman Sachs Group Inc. and Frank Quattrone's Qatalyst Partners
to find a buyer.  The TCR, citing Serena Saitto and Ari Levy at
Bloomberg News, said people familiar with the situation indicated
that Taiwan's HTC Corp. and China's Lenovo Group Ltd. have looked
at Palm and may make offers.  According to Bloomberg, the sources
declined to be identified because a sale hasn't been announced.
Bloomberg said two of the people familiar with the matter have
indicated that Dell Inc. looked at Palm, though it decided against
an offer.  Bloomberg said Jess Blackburn, a spokesman for Dell,
didn't respond to a call for comment.

Elevation Partners LP owns about 30% of Palm.

The TCR on March 23, 2010, said Palm's financial woes may present
a takeover opportunity for its rivals.  Paul R. La Monica at
CNNMoney.com said Palm's market value has sunk to under $1 billion
and it is possible that a suitor might finally think the price is
right.  According to Mr. La Monica, analysts said there's still
some value in Palm, even if you look beyond its slumping hardware
sales.  The company's patents and mobile operating system webOS
could make it an attractive fit for a rival.

Bloomberg's Mr. Lee reports that LG Electronics spokeswoman Sally
Lee said on April 12 that LG isn't interested in buying Palm.

Last week, Palm filed its fiscal third quarter report on Form 10-Q
for the period ended February 28, 2010, with the Securities and
Exchange Commission.  Palm reported a net loss attributable to
common stockholders of $22,047,000 for the fiscal 2010 third
quarter from a net loss of $98,027,000 for the same period in
2009.  For the nine months ended February 28, 2010, Palm said net
loss attributable to common stockholders was $118,615,000 from
$648,499,000 for the same period a year ago.

Revenues were $349,928,000 for the fiscal 2010 third quarter from
$90,624,000 for the same period a year ago.  Revenues were
$984,170,000 for the past three quarters from $649,099,000 for the
same period a year ago.

At February 28, 2010, Palm had total assets of $1,007,237,000
against total current liabilities of $601,133,000; long-term debt
of $387,000,000; non-current deferred revenues of $19,001,000;
non-current tax liabilities of $6,286,000; Series B redeemable
convertible preferred stock of $272,961,000; and Series C
redeemable convertible preferred stock of $18,782,000; resulting
in stockholders' deficit of $297,926,000.  At May 31, 2009,
stockholders' deficit was $406,568,000.

                       About Palm Inc.

Sunnyvale, California-based Palm, Inc. (NASDAQ: PALM) creates
intuitive and powerful mobile experiences that enable consumers
and businesses to connect to their information in more useful and
usable ways.  Palm products are sold through select Internet,
retail, reseller and wireless operator channels, and at the Palm
online store at http://www.palm.com/store

                         *     *     *

As reported by the Troubled Company Reporter on March 5, 2010,
Standard & Poor's Ratings Services affirmed its 'CCC+' corporate
credit rating and other ratings on Palm Inc. and revised the
ratings outlook to negative from positive.  "The action reflects
the company's announcement that revenues in the February 2010
quarter and fiscal year ending May 2010 will be well below earlier
expectations," said Standard & Poor's credit analyst Bruce Hyman.


PALM INC: T. Rowe Price Holds 7.5% of Common Stock
--------------------------------------------------
T. Rowe Price Associates, Inc., disclosed that as of March 31,
2010, it may be deemed to beneficially own 12,749,461 shares or
roughly 7.5% of the common stock of Palm Inc.

                       About Palm Inc.

Sunnyvale, California-based Palm, Inc. (NASDAQ: PALM) creates
intuitive and powerful mobile experiences that enable consumers
and businesses to connect to their information in more useful and
usable ways.  Palm products are sold through select Internet,
retail, reseller and wireless operator channels, and at the Palm
online store at http://www.palm.com/store

At February 28, 2010, Palm had total assets of $1,007,237,000
against total current liabilities of $601,133,000; long-term debt
of $387,000,000; non-current deferred revenues of $19,001,000;
non-current tax liabilities of $6,286,000; Series B redeemable
convertible preferred stock of $272,961,000; and Series C
redeemable convertible preferred stock of $18,782,000; resulting
in stockholders' deficit of $297,926,000.  At May 31, 2009,
stockholders' deficit was $406,568,000.

                         *     *     *

As reported by the Troubled Company Reporter on March 5, 2010,
Standard & Poor's Ratings Services affirmed its 'CCC+' corporate
credit rating and other ratings on Palm Inc. and revised the
ratings outlook to negative from positive.  "The action reflects
the company's announcement that revenues in the February 2010
quarter and fiscal year ending May 2010 will be well below earlier
expectations," said Standard & Poor's credit analyst Bruce Hyman.


PATRICK WAYNE NEAL: Files Schedules of Assets and Liabilities
-------------------------------------------------------------
Patrick Wayne Neal filed with the U.S. Bankruptcy Court for the
Northern District of California its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $12,825,000
  B. Personal Property              $140,333
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $16,225,814
  E. Creditors Holding
     Unsecured Priority
     Claims                                           $43,000
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                          $138,516
                                 -----------      -----------
        TOTAL                    $12,965,333       $16,407,330

Pleasanton, California-based Patrick Wayne Neal, aka Patrick W.
Neal and Patrick Neal, filed for Chapter 11 bankruptcy protection
on February 26, 2010 (Bankr. N.D. Calif. Case No. 10-42153).  Guy
A. Odom, Jr., Esq., at Law Offices of Guy A. Odom Jr., assists the
Company in its restructuring effort.  The Company estimated its
assets and debts at $10,000,001 to $50,000,000.


PEARL ARTIST: Files for Chapter 11 Bankruptcy Protection
--------------------------------------------------------
Pearl Artist & Craft Supply Corp. filed for Chapter 11 bankruptcy
protection, listing debts of more than $10 million.  The Company
said it plans to remain open as it restructures its debt,
according to Paul Brinkmann at Business Journal of South Florida.

The company, Mr. Brinkmann says, owes $211,000 to Elmer Products;
3MJ Mass Ave LLC, $164,229; and Miami-Dade County Tax Collector,
$116,763. The company's largest secured creditor BankAtlantic
agreed to provide financing during the company's reorganization,
he adds.

Pearl Artist & Craft Supply Corp. supplies art & architectural
materials.


POINT BLANK: Files Voluntary Petition for Chapter 11
----------------------------------------------------
Point Blank Solutions, Inc. and its subsidiaries have filed a
voluntary petition for Chapter 11 reorganization.  The Company
also announced that it has reached an agreement for up to $20
million of Debtor-in-Possession ("DIP") financing, pending
bankruptcy court approval.

The decision to file for Chapter 11 protection was driven
primarily by continued expenses associated with legacy issues from
former management, and the lack of financing available to the
Company given the state of the credit markets.  The Company had
been seeking financing alternatives that would allow it to
continue operating outside of bankruptcy, however, the Board of
Directors determined that a Chapter 11 reorganization, was in the
best interests of the Company, its customers, creditors,
employees, and other interested parties.

The Company fully intends to continue all business operations
throughout the administration of the bankruptcy cases and to honor
all of its existing customer commitments without interruption,
post-petition.  Subject to bankruptcy court approval, the Company
will use the DIP financing, along with cash from operations, to
fulfill these intentions and to meet its working capital needs
during the reorganization process.

James Henderson, CEO and Chairman of the Board, stated, "Despite
all of the legacy issues we have faced over the past several
years, we continue to produce what I believe, are the industry's
best products for the most important customers in the world.  We
have won several key contracts, paid down a substantial amount of
our debt and realigned our business to return to profitability.
Without a financing facility and with mounting legacy expenses,
however, we had to take this step to reorganize.  I am confident
that we will continue to operate in an efficient manner and meet
our customer requirements during the reorganization process and
that we will emerge a stronger organization, due to the quality of
our products and our people."

Point Blank has filed a series of first-day motions in the
bankruptcy court in Delaware, seeking to ensure that it will not
have any interruption in maintaining and honoring its commitments
during the reorganization process.  Although Chapter 11 law
prohibits payments for any invoices that were outstanding at the
time of the filing without prior court approval, it does provide
greater protection to those providers of goods and services who
conduct business with the Company from this point forward.
Approval of the restructuring and all principal steps related
thereto, will be subject to numerous preconditions, including, but
not limited to, preparation of definitive documentation and
approval by the Delaware bankruptcy court.

The Company's general bankruptcy counsel is Pachulski Stang Ziehl
& Jones LLP and its financial advisor is CRG Partners Group, LLC.

                      About Point Blank

Point Blank Solutions, Inc. -- http://
www.PointBlankSolutionsInc.com. -- is a leader in the design and
production of technologically advanced body armor systems for the
U.S. Military, Government and law enforcement agencies, as well as
select international markets.  The Company is also recognized as
the largest producer of soft body armor in the U.S. With state-of-
the-art manufacturing and laboratory testing facilities, strategic
technology and marketing alliances, and an ongoing commitment to
drive innovation, Point Blank Solutions believes that it can
deliver the most advanced body armor solutions, quicker and better
than anyone in the industry.  The Company maintains facilities in
Pompano Beach, FL and Jacksboro, TN.


POLYMER GROUP: S&P Puts 'B' Rating on CreditWatch Developing
------------------------------------------------------------
Standard & Poor's Ratings Services placed all ratings on Polymer
Group Inc., including its 'B' corporate credit rating, on
CreditWatch with developing implications following the company's
announcement that its board of directors is evaluating strategic
alternatives.

The strategic alternatives could include, among other things, the
sale, merger, or recapitalization of the company.  These actions
also reflect Polymer Group's desire to provide its existing
stockholders with liquidity alternatives.  The company has not set
a definitive timetable for completion of its evaluation and there
can be no assurances that the process will result in any
transaction.

The board of directors has established a special committee
comprised of independent directors to evaluate the strategic
alternatives and Polymer Group has retained Blackstone Advisory
Partners LP as its financial advisor to assist in its evaluation.

With annual revenues of about $880 million, Polymer Group
manufactures nonwoven products used in disposable consumer
applications including baby diapers, feminine hygiene products,
and household wipes.  Nonwovens are also used in disposable
medical and filtration products, as well as in a wide variety of
industrial applications, such as cable wrap, home furnishings, and
automotive components.

In resolving the CreditWatch listing, S&P will monitor
developments associated with the company's pursuit of strategic
alternatives.

"The CreditWatch placement indicates that S&P could affirm, raise,
or lower the ratings, depending on Polymer Group's credit profile
following a potential transaction," said Standard & Poor's credit
analyst Henry Fukuchi.  "An acquisition by a strategic buyer with
a stronger credit profile may result in an upgrade.
Alternatively, an acquisition by a financial buyer, resulting in a
material increase in leverage, could result in a downgrade."


REGENT COMMS: Ch. 11 Plan OK'd Over Resilient's Challenge
---------------------------------------------------------
The Bankruptcy Court confirmed the Chapter 11 plan of Regent
Communications Inc. despite an objection from stockholder
Resilient Capital Partners LLC.

The Court denied the request to appoint an equity committee filed
by Resilient Capital Partners LLC, who owns 6.65% of the Company,
says Reuters.

The Plan contemplates certain transactions, including:

   * the Reorganized Debtors will enter into:

     a) a first-priority, senior secured term loan in the
        principal amount of $95 million under the New Term Loan
        Agreement, which, if approved by the Prepetition Lenders a
        party to the Restructuring Support Agreement and holding
        at least 66 2/3% of the of the principal amount of the
        loans outstanding under the Prepetition Credit Agreement
        and Specified Swap Agreements shall be subject to one or
        more first priority, senior secured term loans and
        revolving loans incurred by the Debtors in favor of one or
        more Prepetition Lenders in an aggregate principal amount
        of up to $5 million to be

         i) secured by the same collateral as the New Term Loan
            and with the same priority, and

        ii) paid in full prior to the repayment of the New Term
            Loan;

     b) an unsecured paid-in-kind loan in the principal amount of
        $25 million under the New PIK Loan Agreement; and

     c) the Permitted Indebtedness, if approved by the Requisite
        Consenting Lenders;

   * each Holder of the Debtors' approximately $204.7 million of
     First Lien Debt Claims, will be satisfied in full by
     receiving their Pro Rata share of;

     a) the New Term Loan;

     b) the New PIK Loan; and

     c) 100% of the New Equity of Parent outstanding as of the
        Effective Date, which shall be subject to dilution on
        account of the Management Equity Incentive Program;

   * the Holders' of Equity Interests of Parent will be cancelled
     and the Holders will receive their pro rata share of
     $5.5 million in Cash of the Debtors to be transferred by the
     Debtors on behalf of the Holders of First Lien Debt Claims;

   * each Holder of Other Secured Claims will be unimpaired in
     accordance with the terms of the Plan;

   * each Holder of General Unsecured Claims will be paid in full
     in cash in accordance with the terms of the Plan; and

The Debtors believe that consummation of the financial
restructuring proposed under the Plan will de-lever their capital
structure, provide sufficient liquidity to fund their emergence
from Chapter 11, appropriately capitalize the Reorganized Debtors
and facilitate the implementation of the Debtors' business plan.

A full-text copy of the Amended Disclosure Statement is available
for free at http://ResearchArchives.com/t/s?5ce6

A full-text copy of the Amended Reorganization Plan is available
for free at http://ResearchArchives.com/t/s?5ce7

                    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.


RENEW PAPER: Amzak Capital Acquires Assets for $9.9 Million
-----------------------------------------------------------
Gary Perilloux at The Advocate reports that Amzak Capital
Management LLC made a winning bid of $9.9 million for the asset of
Renew Paper, surpassing the $7.6 million offer of Pacific West
Commercial Corp. of Vancouver, British Columbia.

According to the report, the money will cover about $4.5 million
in debtor-in-possession financing that Amzak provided during the
company's bankruptcy case.

Renew Paper owned by West Feliciana Acquisition LLC filed for
bankruptcy protection.  The company operates a paper mill.


RENFRO CORPORATION: Moody's Upgrades Corp. Family Rating to 'B2'
----------------------------------------------------------------
Moody's Investors Service upgraded Renfro Corporation's Corporate
Family Rating to B2 from B3 and its Probability of Default Rating
to B2 from Caa1.  The B2 rating on the company's senior secured
term loan was affirmed.  The ratings outlook is stable.

The upgrade reflects Renfro's improved profitability and free cash
flow as a result of the its continued focus on cost control and
working capital management.  These initiatives have resulted in
improved credit metrics despite a challenging retail environment.
For the fiscal year ended January 30, 2010, debt/EBITDA improved
to 4.0 times, down from nearly 6.0 times at the end of the prior
year.  At the same time, fixed charge coverage also significantly
improved, to 3.3 times from 1.3 times.

The stable rating outlook considers Moody's view that Renfro will
be able to sustain its current level of operating performance and
maintain credit metrics consistent with the higher rating.
Moody's expects that continued growth in its existing licensed
brands, the new Carhartt license, and continued focus on cost
containment will result in profitable growth going forward.  Also
considered is Renfro's good liquidity profile and ample cushion
under its financial covenants.

These ratings were upgraded:

  -- Corporate Family Rating, to B2 from B3
  -- Probability of Default Rating, to B2 from Caa1

Rating affirmed and LGD assessment revised:

  -- Senior secured term loan facility at B2 (to LGD 4, 55% from
     LGD 3, 30%)

Moody's last rating action on Renfro was on October 22, 2009, when
the company's B3 Corporate Family Rating was affirmed and the
ratings outlook was changed to stable from negative.

Renfro Corporation is the largest US-headquartered manufacturer
and distributor of socks with estimated annual revenues of
approximately $400 million.


ROBERT N LUPO: Wants Access to Rental Income Until July 2
---------------------------------------------------------
Robert N. Lupo asks the U.S. Bankruptcy Court for the District of
Massachusetts for permission to continue using the rental income
generated by the properties until July 2, 2010.

The Debtors filed their request for an extension before its
authorization to access cash collateral expired on March 30.

The secured creditors claim an interest in 31 commercial,
residential and mixed use properties in Weston, Wayland, Lincoln,
Newton, Waltham, and Acton, Massachussetts, and on Cape Cod, in
New Hampshire, and in Maine.

The Debtor will use the money to fund its operations postpetition.

The Debtor said that the secured creditors are provided adequate
protection of their interest through its continued ownership and
management of the properties, the payment of postpetition taxes,
insurance, and other operating expenses, and by the lender's
interest in the continuing stream of rental income.

The Court has set a hearing on the Debtor's cash collateral use on
June 29, 2010, at 11:00 a.m., in Boston Courtroom 3, 12th Floor,
5 Post Office Square, Boston, Massachusetts.

The Debtor is represented by:

     Harold B. Murphy
     Andrew G. Lizotte
     Hanify & King, Professional Corporation
     One Beacon Street
     Boston, MA 02108
     Tel: (617) 423-0400
     E-mail: agl@hanify.com

                       About Robert N. Lupo

Weston, Massachusetts-based Robert N. Lupo filed for Chapter 11
bankruptcy protection on December 10, 2009 (Bankr. D. Mass. Case
No. 09-21945).  Andrew G. Lizotte, Esq., at Hanify & King, P. C.,
assists the Debtor in his restructuring effort.  The Debtor listed
$10,000,001 to $50,000,000 in assets and $1,000,001 to $10,000,000
in liabilities.


ROBERT N LUPO: Wants Plan Filing Deadline Extended Until June 9
---------------------------------------------------------------
The Hon. Frank J. Bailey of the U.S. Bankruptcy Court for the
District of Massachusetts will consider at a hearing on May 11,
2010, at 10:30 a.m., Robert N. Lupo's request to extend its
exclusive periods.  The hearing will be held at Courtroom 3, J.W.
McCormack Post Office & Courthouse, 5 post office Square, 12th
Floor, Boston, Massachusetts.

The Debtor asked the Court to extend its exclusive periods to
propose and solicit acceptances of the Chapter 11 Plan until
June 9, 2010, and August 9, 2010, respectively.

Absent the extension, the Debtor's plan filing deadline expired on
April 9, and its solicitation period will expire on June 8.

The Debtor related that it needs additional time to complete the
Plan formulation process.

Weston, Massachusetts-based Robert N. Lupo filed for Chapter 11
bankruptcy protection on December 10, 2009 (Bankr. D. Mass. Case
No. 09-21945).  Andrew G. Lizotte, Esq., at Hanify & King, P. C.,
assists the Debtor in his restructuring effort.  The Debtor listed
$10,000,001 to $50,000,000 in assets and $1,000,001 to $10,000,000
in liabilities.


RODNEY CLARKE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Rodney W Clarke
               Clair H Clarke
                 dba Clair Clarke Enterprises, Inc.
                     Palm Tree Ventures, LLC
                     Clarke Investments, Inc.
                fdba Rod's Automotive Detailing
               713 NW Arizona Avenue
               Bend, OR 97701

Bankruptcy Case No.: 10-32962

Chapter 11 Petition Date: April 8, 2010

Court: United States Bankruptcy Court
       District of Oregon

Judge: Judge Elizabeth L Perris

Debtor's Counsel: Anthony V Albertazzi, Esq.
                  44 NW Irving Ave
                  Bend, OR 97701
                  Tel: (541) 317-0231
                  E-mail: ecfnotices@albertazzilaw.com

Estimated Assets: $1,000,0000, to $10,000,000

Estimated Debts: $1,000,0000, to $10,000,000

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

              http://bankrupt.com/misc/orb10-32962.pdf

The petition was signed by Not Available.


SEVEN FALLS: Administrator Wants Case Converted to Chapter 7
------------------------------------------------------------
James Shea at Times-News reports that bankruptcy administrator
Alexandria Kenny asked the Bankruptcy Court to convert the Chapter
11 case of Seven Falls Golf and River Club to Chapter 7
liquidation proceeding.

According to the administrator, the Company violated several
bankruptcy court provisions and has shown a negative cash position
every month since filing for bankruptcy.  A hearing is set for
April 21, 2010, to consider the conversion request.

Seven Falls Golf and River Club filed for Chapter 11 bankruptcy
protection to avert a foreclosure process.


SHILOH INDUSTRIES: S&P Gives Positive Outlook; Affirms 'B' Rating
-----------------------------------------------------------------
Standard & Poor's Ratings Services revised the outlook on
Cleveland-based Shiloh Industries Inc. to positive from negative
and affirmed the 'B' corporate credit rating.

"The outlook revision reflects S&P's opinion that if Shiloh's
liquidity position improves, S&P could raise the rating," said
Standard & Poor's credit analyst Lawrence Orlowski.  If the
company's liquidity, as measured primarily through bank facility
availability, increases and appears sustainable at around
$25 million, S&P could raise the rating.  S&P estimates that
liquidity was about $13 million as of Jan. 31, 2010.  Most credit
metrics have begun to recover and would support a higher rating.
S&P expects light-vehicle production in North America will
continue to rebound in 2010 after a severe slowdown in 2009.
"Moreover, the company's reduced cost structure and a declining
level of debt have improved its credit measures," he continued.

The rating on Shiloh reflects S&P's view of the company's weak
business risk profile and aggressive financial risk profile.
S&P's assessment of Shiloh's business risk reflects the highly
competitive and cyclical character of the company's end markets,
primarily in the light-vehicle industry.

Demand for light vehicles is showing signs of recovery, but
remains weak by historical standards.  If the recent uptick in
auto demand signals a return to higher, steadier sales, S&P
believes that the company's availability under the bank facility
could grow.  If Shiloh can sustain availability at around
$25 million and prospects for free cash flow remain intact, S&P
could raise the rating.  For example, S&P estimates that if the
company's revenue rises 30% in 2010, with margins of more than 6%,
Shiloh's liquidity could exceed $25 million and support a higher
rating.

S&P could lower the rating if liquidity tightened or if the
current increase in North American light-vehicle demand weakened
and it appeared that leverage would rise above 5x for a sustained
basis through 2010.  This could occur, for instance, if revenue
was flat in 2010 and gross margins were below 3.5%.


SILVER CREEK: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Silver Creek Crossing, LLC
        4949 SW Meadows Rd #400
        Lake Oswego, OR 97035

Bankruptcy Case No.: 10-32942

Chapter 11 Petition Date: April 8, 2010

Court: United States Bankruptcy Court
       District of Oregon

Judge: Judge Trish M Brown

Debtor's Counsel: Ava L Schoen, Esq.
                  888 SW 5th Ave #1600
                  Portland, OR 97204
                  Tel: (503) 802-2143
                  E-mail: ava.schoen@tonkon.com

Estimated Assets: $1,000,0000, to $10,000,000

Estimated Debts: $1,000,0000, to $10,000,000

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

                 http://bankrupt.com/misc/orb10-32942.pdf

The petition was signed by Derek L. Brown, Sole member of Odyssey
Properties LLC (sole owner of debtor).


SMURFIT-STONE: Reorganization Plan Gets Votes for Confirmation
--------------------------------------------------------------
In anticipation of the Confirmation Hearings commencing on April
15th, 2010, on April 13, 2010, Smurfit-Stone disclsoed through
pleadings filed in the United States Bankruptcy Court the voting
results with respect to the plan of reorganization filed in the
United States Chapter 11 proceedings and the CCAA proceedings in
Canada.  The plan of reorganization has received overwhelming
support from its voting creditor constituencies both in dollar
amount of claims and in number of claim holders who voted on the
Plan, and meets the confirmation standards under the Bankruptcy
Code, except with respect to Stone Container Finance Company of
Canada II (Stone Fin II), a special purpose financing subsidiary
which the Company has excluded from the plan of reorganization.
The exclusion of Stone Fin II will not affect the timing of the
Company's confirmation of the other Chapter 11 plans or delay the
Company's emergence from the Chapter 11 and CCAA proceedings.

                       About Smurfit-Stone

Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/--
is one of the leading integrated manufacturers of paperboard and
paper-based packaging in North America and one of the world's
largest paper recyclers.  The Company operates 162 manufacturing
facilities that are primarily located in the United States and
Canada.  The Company also owns roughly one million acres of
timberland in Canada and operates wood harvesting facilities in
Canada and the United States.  The Company employs roughly 21,250
employees, 17,400 of which are based in the United States.  For
the quarterly period ended September 30, 2008, the Company
reported roughly US$7.450 billion in total assets and
US$5.582 billion in total liabilities on a consolidated basis.

Smurfit-Stone and its U.S. and Canadian subsidiaries filed for
Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead
Case No. 09-10235).  Certain of the company's affiliates,
including Smurfit-Stone Container Canada Inc., a wholly owned
subsidiary of SSCE, and certain of its affiliates, filed to
reorganize under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice in Canada.

Smurfit-Stone joined pulp- and paper-related bankruptcies as
rising Internet use hurts magazines and newspapers.  Corporacion
Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy
in October.  Quebecor World Inc., a magazine printer and Pope &
Talbot Inc., a pulp-mill operator, also sought cross-border
bankruptcies for their operations in the U.S. and Canada.

James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M.
Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in
Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton,
Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware,
serve as the Debtors' bankruptcy counsel.  PricewaterhouseCooper
LLC, serves as the Debtors' financial and investment consultants.
Lazard Freres & Co. LLC acts as the Debtors' investment bankers.
Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and
claims agent.

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


SMURFIT-STONE CONTAINER: Creditors Won't Pay Execs' Legal Bills
---------------------------------------------------------------
Creditors have agreed to Smurfit-Stone Container Corp.'s plan to
pay its chief executives millions of dollars through
restructuring, but their largesse has limits, and they are
staunchly opposed to also paying the legal fees the executives ran
up negotiating their compensation packages, according to
Bankruptcy Law360.

Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/--
is one of the leading integrated manufacturers of paperboard and
paper-based packaging in North America and one of the world's
largest paper recyclers.  The Company operates 162 manufacturing
facilities that are primarily located in the United States and
Canada.  The Company also owns roughly one million acres of
timberland in Canada and operates wood harvesting facilities in
Canada and the United States.  The Company employs roughly 21,250
employees, 17,400 of which are based in the United States.  For
the quarterly period ended September 30, 2008, the Company
reported roughly US$7.450 billion in total assets and
US$5.582 billion in total liabilities on a consolidated basis.

Smurfit-Stone and its U.S. and Canadian subsidiaries filed for
Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead
Case No. 09-10235).  Certain of the company's affiliates,
including Smurfit-Stone Container Canada Inc., a wholly owned
subsidiary of SSCE, and certain of its affiliates, filed to
reorganize under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice in Canada.

Smurfit-Stone joined pulp- and paper-related bankruptcies as
rising Internet use hurts magazines and newspapers.  Corporacion
Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy
in October.  Quebecor World Inc., a magazine printer and Pope &
Talbot Inc., a pulp-mill operator, also sought cross-border
bankruptcies for their operations in the U.S. and Canada.

James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M.
Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in
Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton,
Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware,
serve as the Debtors' bankruptcy counsel.  PricewaterhouseCooper
LLC, serves as the Debtors' financial and investment consultants.
Lazard Freres & Co. LLC acts as the Debtors' investment bankers.
Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and
claims agent.

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


SOUTHEAST TELEPHONE: Has Access to CTB's Cash Until April 30
------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Kentucky
extended Southeast Telephone, Inc.'s access to Community Trust
Bank, Inc.'s cash collateral until April 30, 2010.

The Debtor would use the money to fund its business operations,
postpetition.

As reported in the Troubled Company Reporter on November 12, 2009,
the Debtor owes $3.4 million to CTB, which is secured by blanket
liens on all assets.

CTB agreed to extend the term of the cash collateral.

As adequate protection for any diminution in value of CTB's
collateral, the Debtors will grant CTB a replacement lien and
superpriority administrative claim which are subordinate to the
fees of the U.S. Trustee and the carve-out for fees.

The Debtor's right to use the cash collateral will expire (i) at
the end of the term; (ii) in the event of a termination or
suspension of the order; or (iii) in the event the Debtor is in
default.

Pikeville, Kentucky-based SouthEast Telephone, Inc., operates a
telecommunication business.  The Company filed for Chapter 11 on
Sept. 28, 2009 (Bankr. E.D. Ky. Case No. 09-70731).  Jamie L.
Harris, Esq., and Laura Day DelCotto, Esq., at Wise DelCotto PLLC,
represent the Debtor in its restructuring effort.  In the Debtor's
schedules, it said it has assets of at least $15,573,655, and
total debts of $31,423,707.


SPANSION INC: Court to Rule on Revised Plan on April 16
-------------------------------------------------------
Spansion Inc. and its debtor affiliates delivered to the U.S.
Bankruptcy Court for the District of Delaware a further revised
Second Amended Joint Plan of Reorganization and accompanying
Disclosure Statement on April 7, 2010.

The move came after the Court issued an opinion on April 1, 2010,
denying confirmation of the Plan.

A hearing to consider confirmation of the Debtors' April 7
Revised Second Amended Plan will be held on April 16, 2010.
Parties have until April 15 to file objections to plan
confirmation.

                  Court's April 1 Opinion

In his 59-page opinion, Judge Kevin J. Carey held that the
Debtors' Plan cannot be confirmed because (i) the Debtors have
not demonstrated that the Equity Incentive Plan is being proposed
in good faith, and is fair and equitable to creditors, (ii) the
Third Party Release in Section 11.4 of the Plan violates
applicable bankruptcy law, and (iii) the Debtors must set aside a
reserve in the estimated amount of Tessera's administrative claim
to meet the requirements of Section 1129(a)(9)(A) of the
Bankruptcy Code.

To recall, a number of parties filed objections to confirmation
of the Plan.  Some objections were resolved prior to the
Confirmation Hearing, but the some objections were left
unresolved filed by:

  (1) Ad Hoc Committee of Convertible Noteholders
  (2) Ad Hoc Committee of Equity Security Holders
  (3) Joseph Rubino
  (4) Tessera, Inc.
  (5) The John Gorman 401(k)
  (6) the U.S. Trustee
  (7) Wilmington Trust Company

The main issues raised in the remaining objections to
confirmation of the Debtors' Plan include:

  (a) whether the Plan proponents have under-valued the Debtors,
      thereby unfairly impairing unsecured creditors and
      violating Sections 1129(a)(3) and 1129(b)(1) and (2) of
      the Bankruptcy Code;

  (b) whether the Equity Incentive Plan provides too much value
      to the management and employees of the Reorganized
      Debtors, at the expense of unsecured creditors, especially
      when the value of the Equity Incentive Plan is determined
      in light of a proper valuation of the Debtors, thereby
      violating Section 1129(a)(3) and 1129(b)(1) and (2);

  (c) whether the Debtors wrongfully refused to consider the
      Alternative Rights Offering proposed by the Ad Hoc
      Committee of Convertible Noteholders, which would provide
      greater recovery to unsecured creditors, thereby violating
      Section 1129(a)(3) and 1129(b)(1) and (2);

  (d) whether the Debtors provided false and misleading
      information in the Plan and Disclosure Statement regarding
      the Debtors' future prospects, thereby violating Section
      1129(a)(2);

  (e) whether the proposed Plan Releases violate applicable law,
      thereby violating Section 1129(a)(1);

  (f) whether the Debtors improperly refused Tessera' Inc.'s
      multiple votes on the Plan, based upon Tessera's multiple
      claims a against the Debtors, thereby violating Section
      1129(a)(1);

  (g) whether the Debtors' proposed treatment of Tessera's
      administrative claim violates Section 1129(a)(9); and

  (h) whether the Plan unfairly proposes that only the "Claims
      Agent" will have authority to file objections to the
      disputed unsecured claims, thereby depriving other
      creditors of their statutory right to object to claims,
      thereby violating Section 1129(a)(1),(3) and 1129(b)(1)
      and (2).

At the Confirmation Hearing, notes papers filed in Court, three
expert witnesses testified about the Debtors' valuation.  The
Debtors' witness, Henry Owsley of the Gordian Group, LLC,
concluded that the Debtors' total revenue falls within the range
of $700 million to $850 million.  The Senior Noteholders Informal
Group's witness, Michael J. Genereux of the Blackstone Group,
concluded that the Debtors' total enterprise value falls within
the range of $799 million to $944 million.  Meanwhile, the Ad Hoc
Committee of Convertible Noteholders' witness, Richard W. Morgner
of Jefferies & Company, Inc. concluded that the Debtors' total
enterprise value falls within the range of $1.054 billion and
$1.419 billion.

"After weighing the experts' testimony, and after consideration
of the criticisms raised by the parties to each other's expert
reports, I conclude that Blackstone's valuation was appropriately
weighted and rested on assumptions that, of the three reports,
were the most sound for determining the Debtors' worth at this
time and in this industry," Judge Carey held.  He added that
"Blackstone's report was more transparent than Gordian Group LLC,
whose explanations were not as clear, and more in line with
common valuation practices than Jefferies' report."

Judge Carey concluded that the enterprise value of the new
company would be $872 million to $944 million, while the
distributable value is $1.247 billion to $1.319 billion. Judge
Carey concluded that the distributable range indicates that the
Plan treats Class 5C Claims fairly and equitably.  Therefore,
based on this valuation, the Plan treats all of the unsecured
creditors fairly and equitably, he said.

Holders of exchangeable debenture are entitled to nothing
under the plan because the distributable value needed to be
$1.526 billion to justify their receiving anything, he added.

With regards the Equity Incentive Plan, Judge Carey ruled that
the incentive program was too rich.  The plan earmarked 13.2
percent of the equity for management but Judge Carey said 8.5
percent was the average in recent Delaware cases.  "The record
does not demonstrate sufficiently that the Equity Incentive Plan
is usual or reasonable for this market at this time," he noted.

Therefore, Judge Carey maintained, to achieve confirmation of a
plan with an equity incentive component, the Debtor must devise
an incentive scheme that garners uniform support from its
constituencies or is demonstrably reasonable and within the
market.

On the question on whether the proposed Plan Releases violate
applicable bankruptcy law, Judge Carey held that the Debtor
Releasees were actively involved in negotiating and formulating
the Plan.  Thus, he said, it is a valid exercise of the Debtors'
business judgment to include a settlement of any claims it might
own against those parties as a discretionary provision of the
Plan.

Unless these issues are resolved, the Plan will not be confirmed,
the Court held.

Moreover, Judge Carey concluded that the Debtors can satisfy the
confirmation requirement of Section 1129(a)(9)(A) by setting
aside a reserve in the amount of Tessera's estimated claim.
Judge Carey overruled Tessera's second objection to the Plan
which alleged that the Debtors failed to properly count Tessera's
three plan ballots, which were based on Tessera's three asserted
unsecured claims, because the Debtors deemed the ballots to be
duplicative.  According to Judge Carey, the Debtors reasonably
determined that Tessera's claims were "similar" and treated them
in accordance with the procedures set by the Disclosure Statement
Order.

On the issue relating to the alternative Rights Offering, Judge
Carey said he cannot conclude that the Debtors' rejection of the
Alernative Rights Proposal demonstrates a lack of good faith in
seeking confirmation of the Plan.  Absent some demonstrable
impropriety in the confirmation process, it is not for the Court
to supplant the Debtors' business judgment with its own, he
added.

Judge Carey also overruled the Ad Hoc Committee's contention that
the Plan does not comply with the provisions of the Bankruptcy
Code because it deprives creditors of their right to object to
claims under Section 502(a) of the Bankruptcy Code.   Judge Carey
opined that if any creditor believes the claims agent is acting
improperly, it can always file a motion so advising the court and
requesting appropriate relief.

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

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

                 Revised Second Amended Plan

To address the issues raised by the Court in the Opinion, the
Debtors filed the further revised Second Amended Plan on April 7
to reflect, among other things, that they will establish a cash
reserve account for $4,232,986 for the alleged administrative
expense claim of Tessera and will hold the funds in that account
until the claim of Tessera becomes an allowed or disallowed
Administrative Expense Claim.

The Reorganized Spansion Inc. will reserve 6,580,240 shares of
New Spansion Common Stock for issuance under an equity incentive
plan for employees, management and the directors of Reorganized
Spansion Inc. and the Reorganized Debtors.  The new equity
incentive plan will have a term of 10 years, and will permit the
issuance of up to 6,580,240 shares in the form of incentive stock
options within the meaning of Section 422 of the Internal Revenue
Code of 1986.

The Revised Second Amended also provides that on the effective
date of the Plan:

  (i) each entity that votes to accept the Plan or is presumed
      to have voted for the Plan;

(ii) each entity who obtains release under the Plan; and

(iii) each entity that is a member of a class of creditors which
      receives a distribution pursuant to the Plan, if that
      entity did not exercise its right to opt out of the
      releases pursuant to any ballot cast on the plan by that
      entity,

will have conclusively, absolutely, unconditionally, irrevocably
and forever, released and discharged each party from any claim,
retained action, obligation, suit, judgment, damage against the
Debtors for an act or omission occurring prior to confirmation.

The Indenture Trustee under the FRN Indenture:

  (a) will be deemed to have authorized the filing by the
      Debtors and any guarantor or their designees of Uniform
      Commercial Code termination statements relating to any
      liens in favor of the Indenture Trustee under the FRN
      Indenture or the Holders of the FRN Claims, on account of
      those Claims;

  (b) is authorized and directed to deliver to the Debtors any
      original stock certificates, stock powers, instruments and
      other items as part of the collateral for the FRN
      Claims;

  (c) is authorized and directed to execute and deliver any
      other Uniform Commercial Code termination statements,
      payoff letters, lien releases, mortgage releases,
      reassignments of trademarks, discharges of security
      interests, and other similar discharge or release
      documents as are requested by the Debtors to release, as
      of record, the security interests, financing statements,
      and all other notices of security interests and liens
      previously filed with respect to the FRN Claims; and

  (d) is authorized and directed to execute and deliver to or
      for the Debtors those additional documents and provide
      additional information as the Debtors may reasonably
      require to carry out the terms of the Plan.

Clean and redlined copies of the April 7 Amended Plan are
available for free at:

     http://bankrupt.com/misc/Spansion_April7Plan.pdf
     http://bankrupt.com/misc/Spansion_RedApril7Plan.pdf

         Court Declines to Vacate Disc. Statement Order

In an opinion issued on April 1, 2010, Judge Carey denied the Ad
Hoc Committee of Convertible Noteholders' motion for order (a)
vacating the order approving the Debtors' Disclosure Statement
pursuant to Rule 9024 of the Federal Rules of Bankruptcy
Procedure and adjourning confirmation hearing and (b) directing
appointment of trustee or examiner.

"The record before me does not provide sufficient evidence of
conduct that would make an investigation of the Debtors
'appropriate,' but rather reveals deep and heated differences of
opinion about the value of the Debtor companies," Judge Carey
held.

Judge Carey added that the allegations of bad faith against the
Debtors' management for rejecting the Ad Hoc Committee's
alternative rights offering provides a classic confirmation
dispute, rather than grounds for an investigation by an examiner.
Judge Carey said the Official Committee of Unsecured Creditors
and various ad hoc committees have vigorously represented the
interests of unsecured creditors.  He noted that all of the
parties have had ample opportunity to conduct -- and have
conducted -- extensive discovery, and to investigate the Debtors.

"Appointment of an examiner at this time, based on this record,
is neither warranted nor appropriate, and would cause undue cost
to the estate, which would be harmful to the Debtors and would
delay the administration of this chapter 11 case," Judge Carey
wrote in his opinion.

Judge Carey further held that the appointment of a trustee would
not be in the best interest of the estate or its creditors, and
would unduly delay confirmation and cause the Debtors to incur
unnecessary costs.

Judge Carey noted in the Opinion that many of the Ad Hoc
Committee's arguments were considered and rejected during the
hearing on approval of the Disclosure Statement.  However, he
added, to the extent the Ad Hoc Committee alleges new evidence of
the Debtors' misconduct, he will consider the Motion to Vacate.

                       About Spansion Inc.

Spansion Inc. (Pink Sheets: SPSNQ) -- http://www.spansion.com/--
is a Flash memory solutions provider.  Spansion is a former joint
venture of AMD and Fujitsu.

Spansion Inc., Spansion LLC, Spansion Technology LLC, Spansion
International, Inc., and Cerium Laboratories LLC filed voluntary
petitions for Chapter 11 on March 1, 2009 (Bankr. D. Del. Lead
Case No. 09-10690).  On February 9, 2009, Spansion's Japanese
subsidiary, Spansion Japan Ltd., voluntarily entered into a
proceeding under the Corporate Reorganization Law (Kaisha Kosei
Ho) of Japan to obtain protection from its creditors as part of
the company's restructuring efforts. None of Spansion's
subsidiaries in countries other than the United States and Japan
are included in the U.S. or Japan filings.

Michael S. Lurey, Esq., Gregory O. Lunt, Esq., and Kimberly A.
Posin, Esq., at Latham & Watkins LLP, have been tapped as
bankruptcy counsel.  Michael R. Lastowski, Esq., at Duane Morris
LLP, is the Delaware counsel.  Epiq Bankruptcy Solutions LLC, is
the claims agent.  The United States Trustee has appointed an
official committee of unsecured creditors in the case.  As of
September 30, 2008, Spansion disclosed total assets of
US$3,840,000,000, and total debts of US$2,398,000,000.

Spansion Japan Ltd. filed a Chapter 15 petition on April 30, 2009
(Bankr. D. Del. Case No. 09-11480).  The Chapter 15 Petitioner's
counsel is Gregory Alan Taylor, Esq., at Ashby & Geddes.  It said
that Spansion Japan had US$10 million to US$50 million in assets
and US$50 million to US$100 million in debts.

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


SPANSION INC: Skadden Arps Bills $941,000 for Sept.-Nov. Work
-------------------------------------------------------------
Pursuant to Sections 330 and 331 of the Bankruptcy Code,
professionals of Spansion Inc. and the Official Committee of
Unsecured Creditors seek payment of their fees and reimbursement
of their expenses:

A. Debtors' Professionals

Professional                  Period          Fees     Expenses
------------                  ------          ----     --------
Skadden, Arps, Slate       09/30/09-
Meagher & Flom LLP         11/25/09       $941,864      $16,898

Warren H. Smith &          12/01/09-
Associates, P.C.           02/28/10         91,447        1,310

Skadden Arps serves as special counsel for the Debtors.   Warren
H. Smith acts as the fee auditor.

B. Professionals of the Official Committee on Unsecured Creditors


Professional                  Period          Fees     Expenses
------------                  ------          ----     --------
Landis Rath & Cobb LLP     02/01/10-
                           02/28/10         $6,294         $508

Landis Rath serves as the Committee's conflicts counsel.

                         *     *     *

Judge Carey has awarded Morgan Stanley & Co. Incorporated fees
for $700,000 and reimbursement of actual, reasonable and
necessary expenses for $154,317 for the period from March 1, 2009
to August 31, 2009.

                       About Spansion Inc.

Spansion Inc. (Pink Sheets: SPSNQ) -- http://www.spansion.com/--
is a Flash memory solutions provider.  Spansion is a former joint
venture of AMD and Fujitsu.

Spansion Inc., Spansion LLC, Spansion Technology LLC, Spansion
International, Inc., and Cerium Laboratories LLC filed voluntary
petitions for Chapter 11 on March 1, 2009 (Bankr. D. Del. Lead
Case No. 09-10690).  On February 9, 2009, Spansion's Japanese
subsidiary, Spansion Japan Ltd., voluntarily entered into a
proceeding under the Corporate Reorganization Law (Kaisha Kosei
Ho) of Japan to obtain protection from its creditors as part of
the company's restructuring efforts. None of Spansion's
subsidiaries in countries other than the United States and Japan
are included in the U.S. or Japan filings.

Michael S. Lurey, Esq., Gregory O. Lunt, Esq., and Kimberly A.
Posin, Esq., at Latham & Watkins LLP, have been tapped as
bankruptcy counsel.  Michael R. Lastowski, Esq., at Duane Morris
LLP, is the Delaware counsel.  Epiq Bankruptcy Solutions LLC, is
the claims agent.  The United States Trustee has appointed an
official committee of unsecured creditors in the case.  As of
September 30, 2008, Spansion disclosed total assets of
US$3,840,000,000, and total debts of US$2,398,000,000.

Spansion Japan Ltd. filed a Chapter 15 petition on April 30, 2009
(Bankr. D. Del. Case No. 09-11480).  The Chapter 15 Petitioner's
counsel is Gregory Alan Taylor, Esq., at Ashby & Geddes.  It said
that Spansion Japan had US$10 million to US$50 million in assets
and US$50 million to US$100 million in debts.

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


STADIUM VIEW: Case Summary & 4 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Stadium View Condominiums, LLC
        1113 Horseshoe Bend Road
        Dadeville, AL 36853

Bankruptcy Case No.: 10-80527

Chapter 11 Petition Date: April 7, 2010

Court: United States Bankruptcy Court
       Middle District of Alabama (Opelika)

Judge: William R. Sawyer

Debtor's Counsel: Michael A. Fritz, Sr., Esq.
                  Fritz & Hughes, LLC
                  7020 Fain Park Drive, Suite 1
                  Montgomery, AL 36117
                  Tel: (334) 215-4422
                  Fax: (334) 215-4424
                  E-mail: bankruptcy@fritzandhughes.com

Scheduled Assets: $4,810,438

Scheduled Debts: $4,280,365

A list of the Company's 4 largest unsecured creditors is
available for free at http://bankrupt.com/misc/almb10-80527.pdf

The petition was signed by Steven Fuller, managing member.


STUART GROTEN: Case Summary & 17 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtor: Stuart L. Groten
              Gail E. Groten
              749 Lucille Crt.
              Moorpark, CA 93021

Bankruptcy Case No.: 10-11666

Chapter 11 Petition Date: April 7, 2010

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

Judge: Robin Riblet

Debtor's Counsel: James Studer, Esq.
                  1420 Los Angeles Ave Suite 204c
                  Simi Valley, CA 93065
                  Tel: (805) 582-9191
                  Fax: (805) 830-0446
                  E-mail: jamesstuderesq@aol.com

Scheduled Assets: $3,490,361

Scheduled Debts: $3,715,292

A list of the Company's 17 largest unsecured creditors is
available for free at http://bankrupt.com/misc/cacb10-11666.pdf

The petition was signed by Stuart L. Groten and Gail E. Groten.


SUPERMERCADO: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Supermercado Alexander, Inc.
        PO BOX 810228
        Carolina, PR 00981

Bankruptcy Case No.: 10-02817

Chapter 11 Petition Date: April 8, 2010

Court: United States Bankruptcy Court
       District of Puerto Rico (Old San Juan)

Debtor's Counsel: Luis D Flores Gonzalez, Esq.
                  Luis D Flores Gonzalez Law Office
                  80 Calle Georgetti Suite 202
                  San Juan, PR 00925-3624
                  Tel: (787) 758-3606
                  Fax: (787) 753-5317
                  E-mail: ldfglaw@coqui.net

Estimated Assets: $0 to $50,000

Estimated Debts: $1,000,0000, to $10,000,000

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

            http://bankrupt.com/misc/prb10-02817.pdf

The petition was signed by Alexander Aguasvivas Troncoso,
President.


TAYLOR-WHARTON INT'L: Wants to Propose Ch. 11 Plan Until July 16
----------------------------------------------------------------
Taylor-Wharton International LLC, et al., ask the U.S. Bankruptcy
Court for the District of Delaware to extend their exclusive
periods to file and solicit acceptances of a proposed Chapter 11
Plan until July 16, 2010, and September 14, 2010, respectively.

The Debtors filed their request for an extension before the
exclusive period was set to expire on March 18.

Taylor-Wharton International, LLC, is the world's leading
technology, service and manufacturing network for gas applications
involving pressure vessels and precision valves.  Taylor-Wharton
International operates three complementary businesses from 16
manufacturing, sales, warehouse and service facilities in six
countries on four continents, and markets its products in over 80
countries worldwide.

The Company filed for Chapter 11 bankruptcy protection on
November 18, 2009 (Bankr. Delaware Case No. 09-14089).  The
Company listed $10,000,001 to $50,000,000 in assets and
$100,000,001 to $500,000,000 in liabilities.

These affiliates of the Company also filed separate Chapter 11
petitions: Alpha One, Inc.; American Welding & Tank, LLC; Beta
Two, Inc.; Delta Four, Inc.; Epsilon Five, Inc.; Gamma Three,
Inc.; Sherwood Valve, LLC; Taylor-Wharton Intermediate Holdings
LLC; Taylor-Wharton International LLC; TW Cryogenics LLC; TW
Cylinders LLC; TW Express LLC; and TWI-Holding LLC.


TELCORDIA TECHNOLOGIES: S&P Assigns 'B+' Rating on Senior Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its issue-level
and recovery ratings to Piscataway, New Jersey-based
telecommunications software and service provider Telcordia
Technologies Inc.'s proposed $580 million senior secured credit
facilities.  The new facilities will comprise an $80 million
revolving credit facility due 2015 and a $500 million term loan
due 2016.  S&P rated the facilities 'B+' (one notch higher than
the 'B' corporate credit rating on the company) with a recovery
rating of '2', indicating S&P's expectation of substantial (70% to
90%) recovery for lenders in the event of a payment default.

At the same time, S&P assigned Telcordia's proposed $300 million
second-lien notes due 2018 its issue-level rating of 'CCC+' (two
notches lower than the 'B' corporate credit rating) with a
recovery rating of '6', indicating S&P's expectation of negligible
(0% to 10%) recovery for noteholders in the event of a payment
default.  (For the recovery analysis, see Standard & Poor's
recovery report on Telcordia, to be published on RatingsDirect as
soon as possible following the release of this report.)

In addition, S&P affirmed its 'B' corporate credit rating, along
with all other existing ratings, on the company.  The rating
outlook is stable.

Since S&P expects the revolver to be undrawn at the closing of the
new credit facilities, pro forma debt will be approximately
$800 million.  Telcordia plans to use proceeds to retire all
existing debt, specifically its senior secured floating-rate notes
due 2012, its 10% senior subordinated notes due 2013, and its
first-priority revolving credit facility due 2012.  S&P will
withdraw its ratings on this existing debt when the proposed
transaction is completed.

"The 'B' rating reflects Telcordia's vulnerable business profile,
with a very mature legacy wireline target market characterized by
weak secular trends, significant customer concentration, and a
highly leveraged financial profile," said Standard & Poor's credit
analyst Naveen Sarma.

The good predictability of the company's revenue stream (a sizable
percentage of revenues are recurring in nature), adequate
liquidity (about $87 million in cash pro forma for the transaction
and an undrawn $80 million revolving credit facility), and the
company's leading technology position with a significant
intellectual property portfolio only partially temper the negative
rating factors.

Telcordia faces significant business challenges because of
negative secular trends within the legacy wireline segment of the
telecommunications services industry.  These trends, which include
accelerating wireline access-line losses and the consolidation of
customers -- especially between wireline operators, a key client
base for the company -- have resulted in decreased spending on
legacy wireline systems (Telcordia's strength) as the industry has
shifted its growth focus toward wireless and high-speed broadband
services.

Leverage, adjusted for operating leases, pensions, and OPEB (other
post-employment benefits) obligations and pro forma for the
proposed transaction, is elevated, at about 4.8x.  This is an
improvement from the 7.2x leverage as of Jan. 31, 2009.  In
February 2009, Telcordia made changes to its retiree medical plan,
which significantly reduced OPEB liabilities.  Further leverage
improvement is dependent on EBITDA growth.  This can be a
challenge because of pressure on revenues, a change in revenue mix
toward lower-margin services, and ongoing investments in next-
generation products.  EBITDA margins, which were about 33% for the
last 12 months ended Jan. 31, 2010, should also face downward
pressure in fiscal 2011.


TEXANS CUSO: Former President/CEO Kevin Curley to Get $21 Million
-----------------------------------------------------------------
Michelle Samaad at Credit Union Times reports that the U.S.
Bankruptcy Court for the Northern District of Texas entitled Kevin
Curley, former president and chief executive officer of Texans
CUSO Insurance Group, to $21 million in wrongful termination,
which includes $347,699 for back pay, benefits and prejudgment
interest, $441,000 for attorneys' fees and employment arbitration
and $156,909 for post-arbitration fees.  According to ther eport,
the company credit union is planning to appeal.

Texans CUSO Insurance Group LLC, fka Curley Insurance Group, is a
nonprofit credit union and a subsidiary of Texans Credit Union.
The Company and its affiliates filed for Chapter 11 bankruptcy
protection on September 5, 2009 (Bankr. N.D. Texas Case No. 09-
35981).  Scott Mark DeWolf, Esq., at Rochelle McCullough L.L.P.
assists the Debtors in their restructuring efforts.  Texans CUSO
listed $10,000,001 to $50,000,000 in assets and $10,000,001 to
$50,000,000 in liabilities.


THE DAIRY DOZEN-THIEF: Case Summary & 20 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: The Dairy Dozen-Thief River Falls, LLP
        dba Excel Dairy
        PO Box 157
        Veblen, SD 57270

Bankruptcy Case No.: 10-60438

Chapter 11 Petition Date: April 7, 2010

Court: US Bankruptcy Court
       District of Minnesota (Fergus Falls)

Judge: Dennis D O'Brien

Debtor's Counsel: Robert T. Kugler, Esq.
                  Leonard Street & Deinard P.A.
                  150 South Fifth Street, Suite 2300
                  Minneapolis, MN 55402
                  Tel: (612) 335-1645
                  E-mail: robert.kugler@leonard.com

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

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

A copy of the Company's list of 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/mnb10-60438.pdf

The petition was signed by Richard Millner, managing
partner/general manager.


THE DAIRY DOZEN-MILNOR: Case Summary & 20 Largest Unsec. Creditors
------------------------------------------------------------------
Debtor: The Dairy Dozen-Milnor, LLP
        dba Five Star Dairy
        8115 147th Avenue SE
        Milnor, ND 58060

Bankruptcy Case No.: 10-30377

Chapter 11 Petition Date: April 7, 2010

Court: U.S. Bankruptcy Court
       District of North Dakota (Fargo)

Judge: William A. Hill

Debtor's Counsel: Donald T. Campbell, Esq.
                  Leonard, Street and Deinard
                  150 South Fifth Street, Suite 2300
                  Minneapolis, MN 55402
                  Tel: (612) 335-1500
                  Fax: (612) 335-1657
                  E-mail: donald.campbell@leonard.com

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

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

A copy of the Company's list of 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/ndb10-30377.pdf

The petition was signed by Richard Millner, managing
partner/general manager.


THE STRAND CORP: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: The Strand Corp
        3100 Boardwalk
        Wildwood, NJ 08260

Bankruptcy Case No.: 10-20366

Chapter 11 Petition Date: April 7, 2010

Court: U.S. Bankruptcy Court
       District of New Jersey (Camden)

Judge: Judith H. Wizmur

Debtor's Counsel: Beverly McCall, Esq.
                  Law Office of Beverly McCall
                  4401 Landis Avenue
                  PO Box 666
                  Sea Isle City, NJ 08243
                  Tel: (609) 263-0089
                  Fax: (609) 263-1577
                  E-mail: bsmccall@snip.net

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

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 Benjamin Kaminecki, president.


THREE SEAS: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Three Seas Realty II, LLC
        aka Iowa Cottages on East
        236 Iowa Street
        Arnolds Park, IA 51331

Bankruptcy Case No.: 10-00948

Chapter 11 Petition Date: April 8, 2010

Court: United States Bankruptcy Court
       Northern District of Iowa (Sioux City)

Debtor's Counsel: Brian Koenig, Esq.
                    E-mail: brian.koenig@koleyjessen.com
                  Donald Swanson, Esq.
                    E- mail: dswan@koleyjessen.com
                  One Pacific Place, Suite 800
                  1125 South 103rd Street
                  Omaha, NE 68124
                  Tel: (402) 343-3883
                  Fax: (402) 390-9005

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 John V. Harker, authorized agent.


TOMMIE ZITO: Financial Woes Prompts Chapter 11 Bankruptcy Filing
----------------------------------------------------------------
Business Journal of South Florida reports that evangelist Tommie
J. Zito of American Awakening filed for Chapter 11 bankruptcy
protection citing financial woes.  He listed assets of $100,000
and $500,000, and $500,000 and $1 million in liabilities.


TOOTS INDUSTRIES: Case Summary & 2 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Toots Industries, LLC
        14 Elizabeth Lane
        Daytona Beach Shores, FL 32118

Bankruptcy Case No.: 10-02893

Chapter 11 Petition Date: April 7, 2010

Court: United States Bankruptcy Court
       Middle District of Florida (Jacksonville)

Judge: Jerry A. Funk

Debtor's Counsel: Walter J. Snell, Esq.
                  Snell & Snell, P.A.
                  436 N Peninsula Drive
                  Daytona Beach, FL 32118
                  Tel: (386) 255-5334
                  E-mail: snellandsnell@mindspring.com

Scheduled Assets: $1,800,060

Scheduled Debts: $2,030,000

A list of the Company's 2 largest unsecured creditors is available
for free at http://bankrupt.com/misc/flmb10-02893.pdf

The petition was signed by Maria Blom-Reisch, manager.


TOUSA INC: Amends Remington Exchange Agreement
----------------------------------------------
Debtors Newmark Homes, L.P. and TOUSA Homes, Inc. previously
sought the Court's permission to enter into a global deal to
unwind their position within the community known as Remington
Ranch, located in Harris County, Texas, and divest all of their
interests in the RR Houston Development, L.P., known as Remington
Ranch JV, pursuant to these transactions:

  * A lot exchange under an Exchange Agreement between the
    Remington Ranch JV and KB Homes Loan Star, Inc.;

  * A sale of Newmark Homes' seven lots within Remington Ranch
    pursuant to a Contract of Sale between Newmark Homes and KB;
    and

  * A sale of Newmark Homes' and TOUSA Homes' ownership
    interests in the Remington Ranch JV and the General Partner
    entity, "RR Houston Developers, L.L.C., pursuant to an
    agreement among Newmark Homes, TOUSA Homes and K. Hovnanian
    Homes of Houston L.P.

Subsequently, the Debtors engaged in discussions with the
advisors to the Official Committee of Unsecured Creditors
concerning the structure of the overall transaction and possible
alternatives to increase the value and total net return to their
estates.  After various discussions and negotiations among the
transaction parties, the Debtors and the other parties involved
in the transaction agreed to modify certain terms that will
result in the transfer of 50 lots located in Woodcreek Reserve,
City of Katy, Fort Bend County -- the KB Property -- to the
Debtors while keeping the remaining aspects of the transaction
set forth the Remington Ranch Motion intact.

The Modified Agreement includes the transfer of the KB Property
to the Debtors, resulting in certain amendments to the
Agreements.  The salient terms of the Revised Agreements are:

(A) First Amendment to the Exchange Agreement

    The Remington Ranch JV and KB agree to modify a Distribution
    Letter under the Exchange Agreement, and the mechanism
    pursuant to which certain monetary distributions will be
    made to Newmark Homes and KHOV.  Under the revised
    Distribution Letter, K. Hovnanian Homes of Houston L.P. or
    KHOV, Newmark Homes and KB agree that the first $500,000
    resulting from the sale of the Commercial Partnership
    property within Remington Ranch will be paid as:

       (i) the first $100,000 to KHOV; and

      (ii) $400,000 distributed pro rata to Newmark Homes and
           KHOV.

    In essence, Newmark Homes and KHOV have swapped places in
    the overall transaction effectively resulting in the
    transfer of the KB Property to Newmark Homes.  In addition,
    the position of KHOV in the General Partner and the
    Remington Ranch JV will be redeemed and the joint venture
    will be effectively dissolved.

(B) Redemption Agreement

    As part of the revised transaction, Newmark Homes and TOUSA
    Homes will no longer sell their ownership interests in the
    Remington Ranch JV and the General Partner to KHOV; instead,
    all of the interests in the Remington Ranch JV and the
    General Partner of KHOV will be redeemed.

    Newmark Homes, Remington Ranch JV, the General Partner and
    KHOV entered into an agreement, whereby Remington Ranch JV
    will instruct Compass Bank to return to Citibank, N.A.
    Letter of Credit No. 6166594, on behalf of KHOV, which was
    issued by Citibank in favor of Compass Bank to provide
    financial assurance with respect to the Lot Development
    Loan.  Citibank will cancel the Letter of Credit and release
    KHOV from any and all obligations under the same.  Upon
    cancellation of the Letter of Credit, and in consideration
    for the cancellation and release, all of its ownership
    interests in the Remington Ranch JV and the General Partner,
    will be deemed redeemed.  Pursuant to the terms of the
    Redemption Agreement, Newmark Homes will pay on behalf of
    the Remington Ranch JV up to $15,000 of the fees and
    expenses of the Remington Ranch JV related to the
    consummation of the Exchange Agreement and any remaining
    obligations of the Remington Ranch JV.

(C) Transfer and Dissolution Agreement

    Upon consummation of the redemption of KHOV's interests in
    the Remington Ranch JV and the General Partner, the KB
    property will be transferred to Newmark Homes pursuant to a
    letter agreement entered into by Newmark Homes, TOUSA Homes
    and Dickson Partners, L.L.C.  Under the Transfer and
    Dissolution Agreement, and after the closing of the
    Redemption Agreement, Remington Ranch will transfer to
    Newmark Homes the KB Property.  The transfer of the KB
    property will be done in full and complete payment of a
    promissory note dated August 21, 2008, evidencing Remington
    Ranch JV's indebtedness to Newmark Homes for $750,000
    resulting from the call of a letter of credit that had been
    placed by Newmark Homes to provide financial assurance with
    respect to the Lot Development Loan.  Upon Newmark Homes'
    request, the parties will immediately dissolve the Remington
    Ranch JV and the General Partner.

The Debtors believe that the total net recovery to their estates
that will result from the modified terms of the transaction and
the later marketing and sale of the KB Property will be higher
than the value to be received as part of the original
transaction, Paul Steven Singerman, Esq., at Berger Singerman,
P.A., in Miami, Florida relates.

At the Debtors' request, Judge Olson authorized the Debtors'
entry into the Agreements, as revised.

                        About Tousa Inc.

Headquartered in Hollywood, Florida, TOUSA Inc. (Pink Sheets:
TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A.
Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P.,
TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder
in the United States, operating in various metropolitan markets in
10 states located in four major geographic regions: Florida, the
Mid-Atlantic, Texas, and the West.

The Debtor and its debtor-affiliates filed for separate Chapter 11
protection on January 29, 2008 (Bankr. S.D. Fla. Case No. 08-
10928).  The Debtors have selected M. Natasha Labovitz, Esq.,
Brian S. Lennon, Esq., Richard M. Cieri, Esq., and Paul M. Basta,
Esq., at Kirkland & Ellis LLP; and Paul Steven Singerman, Esq., at
Berger Singerman, to represent them in their restructuring
efforts.  Lazard Freres & Co. LLC is the Debtors' investment
banker.  Ernst & Young LLP is the Debtors' independent auditor and
tax services provider.  Kurtzman Carson Consultants LLC acts as
the Debtors' Notice, Claims & Balloting Agent.

TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba
Eagle Homes, filed for Chapter 11 Protection on July 30, 2008
(Bankr. S.D. Fla. Case No. 08-20746).  It listed assets between
$1 million and $10 million, and debts between $1 million and
$10 million.


TOUSA INC: Committee Seeks to Set Final Payment Amounts by Lenders
------------------------------------------------------------------
The Official Committee of Unsecured Creditors in Tousa Inc.'s
cases asks the U.S. Bankruptcy Court for the Southern District of
Florida to set the final amounts to be paid by and to each party
in the adversary complaint it commenced against Citicorp North
America, Inc. and other secured lenders.

The Bankruptcy Court entered on October 30, 2009, a multi-party
remedy that unwinds to the extent possible, defendants'
fraudulent conveyances, referred as "Remedial Order."  The
Bankruptcy Court, however, did not assign specific dollar values
to most of the monetary components of that remedy, because at
that time, it lacked the detailed accounting, information
necessary to do so, Patricia A. Redmond, Esq., at Stearns Weaver
Miller Weissler Alhadeff & Sitterson, P.A., in Miami, Florida,
relates.  Now that the parties have supplied that information
through post-trial submissions, the Bankruptcy Court can complete
the remedial portion of the action the Committee commenced
against Citicorp by issuing an order specifying the proper
payment amounts, she notes.

In this light, the Committee proposes amounts that it believes
each party is required to pay or receive under the Remedial
Order.

Ms. Redmond says the Committee relied on the information provided
by the parties and their professionals and applies it to the
Remedial Order with certain adjustments.  The proposed amounts
are:

  * In accordance with the Final Judgment, as amended, the
    Conveying TOUSA Subsidiaries should receive prejudgment
    interest on all of the damages to which they are entitled.
    The Remedial Order expressly provides for prejudgment
    interest in connection with some disgorgements, the
    Conveying Subsidiaries should be awarded prejudgment
    interest as to all disgorgements and damages to ensure that
    they are fully compensated.

  * The accounting filed by the First Lien Lenders allocates a
    disproportionate amount of debtor-paid professional fees to
    the Revolver Lenders rather than to the First Lien Lenders.
    The Committee thus asserts that the total amount of
    professional fees that the First Lien Lenders are jointly
    and severally liable to disgorge is $29,288,702, to reflect
    a more accurate allocation of professional fees between the
    Revolver Lenders and the First Lien Lenders.

  * The accountings filed by the Second Lien Lenders did not
    include certain professional fees paid by the Debtors prior
    to the Petition Date.  Thus, the Committee argues that the
    Second Lien Lenders are jointly and severally liable to
    disgorge $23,285,852, which is based on those prepetition
    professional fees that were paid on their behalf.

  * The Debtors' Remaining Value Analysis, which allocates
    assets and liabilities among various Debtors, must be
    translated into a pure asset analysis before it can be used
    to calculate the diminution in value of the Conveying
    Subsidiaries' liens between July 31, 2007 and October 13,
    2009.  Specifically, the Committee asserts that the value of
    the Conveying TOUSA Subsidiaries' property on October 13,
    2009 -- and thus the value of the liens returned on that
    date -- comes out to $402,236,000.  Subtracting that value
    from the liens' starting value of $500 million yields a
    diminution of $97,753,000, which should be reimbursed to the
    Conveying TOUSA Subsidiaries.

Until the approval of the Payment Motion, the judgment previously
entered by the Bankruptcy Court on the Committee Action will not
be final, Ms. Redmond points out.

In a related request, the Committee sought and obtained the
Bankruptcy Court's authority to file under seal a proposed order
to the Payment Motion and an accompanying declaration of Kevin P.
Clancy.  Mr. Clancy is the Committee's accounting expert.
According to the Committee, the documents filed under seal
contain sensitive financial data and information, which the
Committee is obligated to protect pursuant to a protective order
among parties in the Committee Action.

The Bankruptcy Court will consider the Payment Motion on May 17,
2010.  Objections are due April 14.  Replies to any objection
filed are due no later than May 3.

                 Citicorp Seeks Status Conference

Citicorp North America, Inc., as administrative agent for the
First Lien Term Loan Lenders asked the Bankruptcy Court to
convene a status conference last March 18, 2010, with respect to
these issues in the Committee Action:

  (1) Further proceedings called for by the Amended Final
      Judgment, which provides that upon a further determination
      by the Bankruptcy Court of the diminution in value of the
      Conveying Subsidiaries' property between July 31, 2007 and
      October 13, 2009, the Senior Transeastern Lenders'
      disgorged funds will be distributed first to the Conveying
      Subsidiaries on account of . . . the diminution in value
      of the liens between July 31, 2007 and October 13, 2009;

  (2) Whether, in light of the Court's March 3, 2010 Order
      Denying Citicorp's Motion for Clarification, the Court
      has jurisdiction to proceed with further proceedings; and

  (3) If so, the process and procedures, including their
      timing, that will be followed to complete further
      proceedings.

                Second Lien Lenders Seek Dismissal
                     From Committee Action

Wells Fargo Bank, N.A., as administrative agent for the Second
Lien Term Loan, and the Second Lien Lenders ask the Bankruptcy
Court to approve a stipulation concerning dismissal of certain
Second Lien Lenders from the Committee Action.

Counsel to the Second Lien Lenders, Jeffrey I. Snyder, Esq., at
Bilzin Sumberg Baena Price & Axelrod, in Miami, Florida, notes
that the register of lenders maintained by Wells Fargo identifies
certain Second Lien Lenders as current lenders of record and
those Second Lien Lenders' pro rata shares of the loans
outstanding under the Second Lien Term Loan.  The Current Second
Lien Lenders include some, but not all, of the Second Lien
Lenders named as defendants in the Committee Action and against
whom the Amended Final Judgment has been entered, he notes.

Specifically, Mr. Snyder notes, Second Lien Lenders Deutsche Bank
AG, New York Branch; M.D. Sass Re/Enterprise Portfolio Company,
L.P.; Q Funding III, LP; The Master Trust Bank of Japan, Ltd. and
Third Point Loan LLC were named as individual defendants in the
Committee Action but they:

  -- are no longer Current Second Lien Lenders; and

  -- are not otherwise defendants in the Committee Action based
     on their actions in other capacities.

Deutsche Bank AG, et al., are referred to the Former Second Lien
Lenders.

Similarly, Mr. Snyder adds, Second Lien Lenders Goldman Sachs
Credit Partners LP; HBK Master Fund LP; Merrill Lynch Pierce
Fenner & Smith Inc.; and Morgan Stanley Senior Funding, Inc. are
no longer Current Second Lien Lenders but remain parties to the
Committee Action in other capacities.  Goldman Sachs, et al., are
referred to as the Cross-Over Former Second Lien Lenders.

Lists of the Defendant and Current Second Lien Lenders are
available for free at:

   http://bankrupt.com/misc/TOUSA_DefendantSecondLienLenders.pdf
   http://bankrupt.com/misc/TOUSA_CurrentSecondLienLenders.pdf

Mr. Snyder relates that the Committee is prepared to dismiss the
Former Second Lien Lenders, pursuant to its stipulation with
Wells Fargo and the Second Lien Lenders, from:

  (i) the Committee Action;

(ii) Wells Fargo and the Second Lien Lenders' joint appeal from
      the Amended Final Judgment; and

(iii) the Amended Final Judgment before the U.S. District Court
      for the Southern District of Florida.

The salient terms of the parties' stipulation are:

  (1) Wells Fargo agrees that (i) the list of the Current Second
      Lien Lenders accurately reflects the information on the
      most recent version of the Lender Register; and (ii) there
      have been no further changes to the Lender Register as of
      March 29, 2010 notice it actually received from any person
      of any sales, transfers, assignments or participations
      that will require any changes to the Lender Register.

  (2) Each Current Second Lien Lender, including FBS CBNA Loan
      Funding even though it was not named and did not appear as
      a defendant in the Committee Action, agrees that it is
      bound by and is obligated for its Pro Rata Share of the
      Judgment and the Amended Final Judgment.

  (3) Without limiting the exculpation and indemnification
      provisions set forth in the Second Lien Term Loan, or the
      other protections for Wells Fargo set forth in the Second
      Lien Term Loan or in a direction letter it has delivered
      to Wells Fargo, each Current Second Lien Lender agrees,
      severally but not jointly, to indemnify Wells Fargo
      against, and to hold Wells Fargo harmless, from any and
      all damages asserted or entered against Wells Fargo by
      virtue of its stipulations and agreements set forth in the
      Parties' Stipulation or its entry into the Parties'
      Stipulation.

  (4) The Committee agrees that it will dismiss each Former
      Second Lien Lender from the Committee Action and the
      Amended Final Judgment and will join with the Current
      Second Lien Lenders in seeking dismissal of each Former
      Second Lien Lender and Cross-Over Former Second Lien
      Lender from the Appeal.

The Bankruptcy Court approved the Parties' Stipulation.  Judge
Olson also dismissed Deutsche Bank AG, New York Branch; M.D. Sass
Re/Enterprise Portfolio Company, L.P.; Q Funding III, L.P.; The
Master Trust Bank of Japan, Ltd.; and Third Point Loan LLC from
the Committee Action.

              Committee Stipulates with Fortress Funds

First Lien Lenders Fortress Credit Investments I, Ltd. and
Fortress Credit Investments II, Ltd. did not appear in the
Committee Action.  Citicorp and the First Lien Lenders that
appeared in the Committee Action filed an appeal from the Amended
Final Judgment in the District Court.  The Bankruptcy Court
entered an order on October 30, 2009 on Citicorp's Motion for
Stay Pending Appeal, referred as the "Bond Order," and the
District Court granted in part Citicorp's Motion for Stay, which
modified in part the Bond Order.

The Bond Order provided the Appearing First Lien Lenders with a
stay of enforcement of the monetary portion of the Amended Final
Judgment conditioned upon the posting of bonds or cash for 110%
of the interest, principal and adequate protection payments made
to the Appearing First Lien Lenders under the First Lien Term
Loan, as set forth in the Amended Final Judgment.

The Committee and the Fortress Funds thus entered into a
Bankruptcy Court-approved stipulation, with these salient terms:

  (a) The Fortress Funds, with respect to their receipt of an
      aggregate payment of $495,895 from the Debtors
      prepetition, are bound and will be deemed to be a party to
      the Amended Final Judgment, the Bond Order and Stay Order
      and will be bound by the outcome of any appeal from those
      orders and judgments to the same extend as if they had
      appeared and defended the Committee Action and
      participated in any appeal.  The Committee agrees not to
      seek a default judgment against the Fortress Funds.  The
      Parties acknowledge that the Fortress Funds do not have
      any liability with respect to this matter other than with
      respect to the Fortress Funds' Receipt.

  (b) To obtain a stay of execution and enforcement proceedings
      pending appeal, the Fortress Funds must post supersedeas
      bonds that comply with the requirements of the Bond Order.
      Fortress Credit Investments I's bond will be $109,097.
      Fortress Credit Investments II's bond will be $436,388.
      The Committee will not execute on or enforce the Amended
      Final Judgment against the Fortress Funds unless either or
      both fail to file a supersedeas bond that complies with
      the Bond Order and the Stay Order.

                     Two Entities Post Bonds

In separate filings, two entities tendered supersedeas bonds to
stay execution of the Amended Final Judgment on the Committee
Action:

      Lender                         Bond Amount
      ------                         -----------
      Black Diamond CLO-2005-1        $1,327,619
      Fortress Investment Group, Inc.    545,485

Fortress Investment Group, Inc. filed the $545,485 bond on behalf
of Fortress Credit Investments I Ltd. and Fortress Credit
Investments II Ltd.

                         *     *     *

Judge Olson approved a settlement agreement among the Committee,
the Conveying TOUSA Subsidiaries and Distressed High Yield
Trading Opportunities Fund Ltd., referred to as "Offshore Fund,"
with respect to the enjoinment of the pursuit of any action by
the Defendants.

Under the Parties' Settlement, subject to (i) payment of a
$2,900,000 settlement amount; and (ii) payment of any
augmentation amount, or in lieu of the Augmentation Amount,
delivery to the Committee of a certification under the
Settlement, all other defendants in the Committee Action and
employees are forever enjoined, stayed and barred from pursuing
any action seeking contribution, reimbursement, indemnity or any
other payment from the Funds or their directors arising out of:

  (i) a July 31, 2007 settlement among TOUSA, Inc., TOUSA Homes
      LP, and the Senior Transeastern Lenders resolving a
      litigation that arose out of a Transeastern Joint Venture
      between the Debtors and Falcone/TEP Holdings, LLC;

(ii) the Committee Action; and

(iii) the Amended Final Judgment, including any decision
      resulting from an appeal of the Amended Final Judgment.

If any of the defendants are determined to be jointly liable with
the Offshore Fund, the amounts paid in accordance with the
Settlement Agreement will constitute a dollar for dollar credit
and offset against the aggregate amounts otherwise payable
pursuant to the Amended Final Judgment by the entities enjoined,
stayed and barred in this order, Judge Olson held.

                        About Tousa Inc.

Headquartered in Hollywood, Florida, TOUSA Inc. (Pink Sheets:
TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A.
Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P.,
TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder
in the United States, operating in various metropolitan markets in
10 states located in four major geographic regions: Florida, the
Mid-Atlantic, Texas, and the West.

The Debtor and its debtor-affiliates filed for separate Chapter 11
protection on January 29, 2008 (Bankr. S.D. Fla. Case No. 08-
10928).  The Debtors have selected M. Natasha Labovitz, Esq.,
Brian S. Lennon, Esq., Richard M. Cieri, Esq., and Paul M. Basta,
Esq., at Kirkland & Ellis LLP; and Paul Steven Singerman, Esq., at
Berger Singerman, to represent them in their restructuring
efforts.  Lazard Freres & Co. LLC is the Debtors' investment
banker.  Ernst & Young LLP is the Debtors' independent auditor and
tax services provider.  Kurtzman Carson Consultants LLC acts as
the Debtors' Notice, Claims & Balloting Agent.

TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba
Eagle Homes, filed for Chapter 11 Protection on July 30, 2008
(Bankr. S.D. Fla. Case No. 08-20746).  It listed assets between
$1 million and $10 million, and debts between $1 million and
$10 million.


TP INC: Files Schedules of Assets and Liabilities
-------------------------------------------------
TP, Inc., filed with the U.S. Bankruptcy Court for the Eastern
District of North Carolina its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $13,047,900
  B. Personal Property              $108,524
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                  $829,106
  E. Creditors Holding
     Unsecured Priority
     Claims                                             $5,547
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $3,294,396
                                 -----------      -----------
        TOTAL                    $13,156,424       $4,129,049

Boone, North Carolina-based TP, Inc., filed for Chapter 11
bankruptcy protection on March 1, 2010 (Bankr. E.D. N.C. Case No.
10-01594).  David J. Haidt, Esq., at Ayers, Haidt & Trabucco,
P.A., assists the Company in its restructuring effort.  The
Company estimated its assets and liabilities at $10,000,001 to
$50,000,000.


TRANSAX INT'L: Delays Filing of 2009 Annual Report on Form 10-K
---------------------------------------------------------------
Transax International Limited has delayed the filing of its annual
report on Form 10-K for the year ended December 31, 2009.  Transax
said it has not timely received financial information from its
operating subsidiary pertaining to business operations in Brazil.
Therefore, management of the Company cannot fully complete the
Company's consolidated financial statements.  Management deems it
necessary that additional time be provided to ensure that
complete, thorough and accurate disclosure of all material
information is made in its Annual Report on Form 10-K.  Management
anticipates the filing of its Annual Report on Form 10-K within
the extension period.

                           Going Concern

Since inception, the Company has incurred cumulative net losses of
$16,350,071, and has a stockholders' deficit of $6,298,104 and a
working capital deficit of $6,837,573 at September 30, 2009.
Since inception, the Company has funded operations through short-
term borrowings and the proceeds from equity sales to meet its
strategic objectives.  The Company's future operations are
dependent upon external funding and its ability to increase
revenues and reduce expenses.

Management believes that sufficient funding will be available from
additional related party borrowings and private placements to meet
its business objectives, including anticipated cash needs for
working capital, for a reasonable period of time.  However, there
can be no assurance that the Company will be able to obtain
sufficient funds to continue the development of its software
products and distribution networks. Further, since fiscal 2000,
the Company has been deficient in the payment of Brazilian payroll
taxes and Social Security taxes.  At September 30, 2009, and
December 31, 2008, the deficiencies (including interest and
penalties) amounted to $2,588,000 and $1,180,000, respectively.
This payroll liability is included as part of the accounts payable
and accrued expenses (short-term and long-term) within the
consolidated balance sheets.

On March 26, 2008, the Company executed a stock purchase and
option agreement with Engetech, Inc., a Turks & Caicos corporation
controlled and owned 20% by Americo de Castro, director and
President of Medlink Conectividade, and 80% by Flavio Gonzalez
Duarte or assignees.  In accordance with the terms and provisions
of the Agreement, the Company sold to the Buyer 45% of the total
issued and outstanding stock of its wholly owned subsidiary,
Transax Limited, which owns 100% of the total issued and
outstanding shares of (i) Medlink Conectividade, and (ii) Medlink
Technologies, Inc., a Mauritius corporation.  The Buyer had an
option to acquire the remaining 55%.  However, the Buyer has
defaulted on payments and the Company is renegotiating with the
Buyer and its assignee to restructure the contract.  At September
30, 2009, the Company cannot determine the outcome of these
negotiations.  If the negotiations are successful, the Company may
sell the remaining 55% of its operating subsidiary, at which point
the Company will have no continuing operations.  As a result,
there exists substantial doubt about the Company's ability to
continue as a going concern.

                   About Transax International

Transax International Limited, primarily through its 55% owned
subsidiary, Medlink Conectividade em Saude Ltda, is an
international provider of information network solutions
specifically designed for healthcare providers and health
insurance companies.  The Company's MedLink Solution enables the
real time automation of routine patient eligibility, verification,
authorizations, claims processing and payment functions.  The
Company has offices located in Plantation, Florida, and Rio de
Janeiro, Brazil.

At September 30, 2009, the Company had $1,675,224 in total assets
against $7,973,328 in total liabilities, resulting in a $6,298,104
stockholders' deficit.


TYME PROPERTIES: Case Summary & 8 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Tyme Properties, LLC
        PO Box 1285
        Evansville, IN 47706-1285

Bankruptcy Case No.: 10-70578

Chapter 11 Petition Date: April 8, 2010

Court: United States Bankruptcy Court
       Southern District of Indiana (Evansville)

Judge: Basil H. Lorch III

Debtor's Counsel: Marilyn Ratliff, Esq.
                  123 NW 4th St Ste 304
                  Evansville, IN 47708
                  Tel: (812) 434-4918
                  Fax: (812) 424-3526
                  E-mail: marilyn.ratliff@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 8 largest unsecured creditors is available
for free at http://bankrupt.com/misc/insb10-70578.pdf

The petition was signed by Stephen T. Weber, member.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Warehousing, Inc.                      10-70577    04/08/10


US CONCRETE: S&P Downgrades Corporate Credit Rating to 'D'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on U.S. Concrete Inc. to 'D' from 'CC'.  At the same time,
S&P lowered the issue-level rating on the company's senior
subordinated notes due 2014 to 'D' from 'C'.  The recovery rating
on the notes is '6', indicating S&P's expectation for negligible
(0% to 10%) recovery for lenders in the event of a payment
default.

"The rating actions stem from the company's nonpayment of the
interest payment due April 1, 2010, on its senior subordinated
notes," said Standard & Poor's credit analyst Tobias Crabtree.  A
payment default has not occurred relative to the legal provisions
of the indenture governing the notes since there is a 30-day grace
period to make the payment.  However, S&P considers a default to
have occurred, even if a grace period exists, when the nonpayment
is a function of the borrower being under financial stress --
unless S&P is confident that the payment will be made in full
during the grace period.

The company's operating performance has been materially affected
by the weak commercial construction end markets and greater price
competition for ready-mixed products.  For the fiscal year ended
Dec. 31, 2009, U.S. Concrete's revenues totaled $534.5 million,
down approximately 29% from the prior year, and adjusted EBITDA
was approximately $15 million, a decline of about 64% for the same
period due to an over 30% decrease in ready-mix concrete volumes.
These weak end-market conditions have been exacerbated by
unusually poor weather in many of the company's markets, which
have delayed construction.  As a result, the company remains
highly leveraged and its liquidity has eroded, as evidenced by the
company's need to obtain the amendment to lower the fixed-charge
coverage ratio availability trigger on its asset-based revolving
credit.  S&P expects the company's liquidity to remain a concern
through 2010 until demand returns to more normal levels.  In
addition, U.S. Concrete announced that it has engaged financial
and legal advisors to assist it in assessing potential
alternatives to strengthen its balance sheet, including addressing
its senior subordinated notes due 2014.  As a result, S&P believes
the company is not likely to make the interest payment that was
due April 1, 2010, on its senior subordinated notes, and will
likely pursue a permanent restructuring of its capital structure.


VALENCE TECHNOLOGY: Maturity of iStar Loan Extended to Feb. 2011
----------------------------------------------------------------
Valence Technology, Inc., on March 30, 2010, entered into an
Amendment No. 2 to Loan and Security Agreement and Other Loan
Documents with iStar Tara LLC, a Delaware limited liability
company, and Carl E. Berg, the chairman of the Company's Board of
Directors, to amend the Loan and Security Agreement dated as of
July 13, 2005, among the Company, iStar and Mr. Berg.  Pursuant to
the terms of the Original Loan Agreement, iStar's predecessor in
interest, SFT 1, Inc., extended a $20,000,000 loan to the Company,
which Loan is guaranteed by Mr. Berg and secured by certain of Mr.
Berg's assets.

The Amendment extends the maturity date of the Loan from July 13,
2010, to February 13, 2011.  The Company will continue to make
monthly interest payments to iStar, as set forth in the Original
Loan Agreement; provided that, commencing with the monthly
interest payment scheduled for July 2010 and monthly thereafter,
the Company shall also make a principal payment equal to
$1,000,000.  The remainder of the principal and any other
outstanding obligations under the Loan shall be payable in full on
the New Maturity Date.

Additionally, in connection with the Amendment the Company issued
to iStar a Warrant to Purchase Common Stock of Valence Technology,
Inc., pursuant to which iStar may purchase up to 115,000 shares of
the Company's common stock, par value $0.001 per share, at an
exercise price of $1.00 per share on or before March 30, 2013.

On March 30, 2010, in connection with the Amendment, the Company
issued to iStar the Warrant to purchase up to 115,000 shares of
Common Stock at an exercise price of $1.00 per share on or before
March 30, 2013, in a private placement transaction exempt from the
registration requirements of the Securities Act of 1933, as
amended, pursuant to Section 4(2) thereof.

                     About Valence Technology

Headquartered in Austin, Texas, Valence Technology, Inc.
-- http://www.valence.com/-- develops safe, long life
lithium iron magnesium phosphate energy storage solutions.
Valence Technology is traded on the NASDAQ Capital Market under
the ticker symbol VLNC.

The Company reported $23.42 million in total assets,
$29.14 million total current liabilities, $26.65 million long-term
interest payable to stockholder, $34.85 million long-term debt to
stockholder net of debt discount and $136,000 other long-term
liabilities resulting in a $75.97 million stockholders' deficit,
as of Dec. 31, 2009.

                      Going Concern Doubt

The Company has incurred operating losses each year since its
inception in 1989 and had an accumulated deficit of $570.1 million
as of September 30, 2009.  For the three and six month periods
ended September 30, 2009, the Company sustained net losses
available to common stockholders of $6.2 and $12.4 million,
respectively.  For the three and six month periods ended
September 30, 2008, the Company sustained net losses available to
common stockholders of $6.2 and $11.8 million, respectively.  The
Company believes these factors, among others, raise substantial
doubt about its ability to continue as a going concern.


VEBLEN WEST: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Veblen West Dairy LLP
        P.O. Box 157
        Veblen, SD 57270

Bankruptcy Case No.: 10-10071

Chapter 11 Petition Date: April 7, 2010

Court: United States Bankruptcy Court
       District of South Dakota (Northern (Aberdeen))

Judge: Charles L. Nail, Jr.

Debtor's Counsel: Bryant D. Tchida, Esq.
                  Leonard, Street and Deinard, P.A.
                  150 South Fifth Street, Suite 2300
                  Minneapolis, MN 55402
                  Tel: (612) 335-1840
                  Fax: (612) 335-1657
                  E-mail: bryant.tchida@leonard.com

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

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

The petition was signed by Richard Millner, managing
partner/general manager.

Debtor's List of 20 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Agstar Financial                                 $342,180
Services, FLCA and PCA
14800 Galaxie Ave,
Suite 205
Apple Valley, MN 55124

BDM Rural Water                                  $11,425

Bernard Mahrer Const.                            $15,002

Briggs and Morgan                                $10,198

CMP Dairy Consulting, LLC                        $7,000

E. Weinberg Inc                                  $3,023

Elanco Animal Health                             $21,620
Frohling Law Office                              $2,806

Gerry & Kulm Ask, Prof. LLC                      $11,147

Lake Region Electric                             $15,820

Langager Stack Movers                            $2,908

Lookout Ridge Consulting                         $25,636

Marshall County Treasurer                        $46,083

Minnesota Select Sires                           $84,997

Riley Brothers Construction                      $13,502

Rural Electric Economic                          $75,947
Development Inc

Schumacher Sales Co Inc                          $25,424

Siegel, Barnett & Schutz, LLP                    $2,916

Stockman Transfer Inc                            $3,595

Stockmen's Supply                                $41,818


VISTEON CORP: Davidson Kempner, et al., Have 7.87% Stake
--------------------------------------------------------
Davidson Kempner Partners, Brigade Capital Management LLC,
Plainfield Asset Management LLC and their related entities and
persons filed an amended joint 13D filing with the U.S.
Securities and Exchange Commission on March 25, 2010.

The Reporting Parties formed an Ad Hoc Committee of Visteon
Corporation's stockholders.

The Reporting Parties relate that as of March 25, 2010, Brigade
Capital, Plainfield and their related entities have increased
their beneficial ownership of Visteon common stock:

                                              Shares
                                           Beneficially  Equity
Entity                                        Owned      Stake
------                                     ------------  ------
Brigade Capital Management, LLC              3,350,000    2.57%
Brigade Leveraged Capital Structures Fund    3,350,000    2.57%
Donald E. Morgan, III                        3,350,000    2.57%
Plainfield Asset Management LLC                902,500    0.69%
Plainfield OC Master Fund Limited              225,625    0.17%
Plainfield Liquid Strategies Master Fund        45,125    0.03%
Plainfield Special Situations Master Fund II   631,750    0.48%
Max Holmes                                     902,500    0.69%

By virtue of the additional shares acquired, the aggregate number
of shares owned by the Reporting Persons as of March 25, 2010, is
10,252,500, which represents 7.87% of the 130,324,581 outstanding
shares issued by Visteon Corp. as of February 26, 2010.

          Debtors Oppose Potential Purchase by Kempner

The Debtors assert that Davidson Kempner Partners, Davidson
Kempner Institutional Partners, L.P., Davidson Kempner
International, Ltd., M.H. Davidson & Co., Davidson Kempner
Distressed Opportunities Fund LP, and Davidson Kempner Distressed
Opportunities International Ltd's proposed purchase of Visteon
common stock cannot be permitted because it would result in an
increase in its common stock ownership from 4.6% to 9.8%.

The Debtors elaborate that this potential change in stock
ownership would out them at significant risk of losing their
ability to take advantage of $2.1 billion of net operating losses
and other tax attributes in the future.

The Debtors maintain that this loss of value could have a
devastating effect on the outcome of their Chapter 11 cases.

                    About Visteon Corporation

Visteon Corporation is a leading global automotive supplier that
designs, engineers and manufactures innovative climate, interior,
electronic and lighting products for vehicle manufacturers. With
corporate offices in Van Buren Township, Mich. (U.S.); Shanghai,
China; and Chelmsford, UK; the company has facilities in 25
countries and employs approximately 29,500 people.

Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services
to aftermarket customers.  The company has corporate offices in
Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen,
Germany.  It has facilities in 27 countries and employs roughly
35,500 people.  The Company has assets of US$4,561,000,000 and
debts of US$5,311,000,000 as of March 31, 2009.

Visteon Corporation and 30 of its affiliates filed for Chapter 11
protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786
through 09-11818).  Judge Christopher S. Sontchi oversees the
Chapter 11 cases.  James H.M. Sprayregen, Esq., Marc Kieselstein,
Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, represent the Debtors in their restructuring
efforts.  Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy
P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors'
local counsel.  The Debtors' investment banker and financial
advisor is Rothschild Inc.  The Debtors' notice, claims, and
solicitation agent is Kurtzman Carson Consultants LLC.  The
Debtors' restructuring advisor is Alvarez & Marsal North America,
LLC.

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


WAREHOUSING INC.: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Warehousing, Inc.
        PO Box 1285
        Evansville, IN 47706-1285

Bankruptcy Case No.: 10-70577

Chapter 11 Petition Date: April 8, 2010

Court: United States Bankruptcy Court
       Southern District of Indiana (Evansville)

Judge: Basil H. Lorch II

Debtor's Counsel: Marilyn Ratliff, Esq.
                  123 NW 4th St Ste 304
                  Evansville, IN 47708
                  Tel: (812) 434-4918
                  Fax: (812) 424-3526
                  E-mail: marilyn.ratliff@gmail.com

Scheduled Assets: $1,882,029

Scheduled Debts: $4,844,568

A list of the Company's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/insb10-70577.pdf

The petition was signed by Stephen T. Weber, executive vice-
president.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Tyme Properties, LLC                   10-70578    4/08/10


WESTLAND DEVCO: Organizational Meeting to Form Panel on April 19
----------------------------------------------------------------
Roberta A. DeAngelis, Acting United States Trustee for Region 3,
will hold an organizational meeting on April 19, 2010, at
2:00 p.m. in the bankruptcy case of Westland Devco, LP.  The
meeting will be held at J. Caleb Boggs Federal Building, 844 King
Street, Room 2112, in Wilmington, Delaware.

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

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

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

Albuquerque, New Mexico-based Westland Devco, LP -- aka Westland,
Petroglyphs, Watershed, Strom Cloud, Sundoro South, and Grasslands
-- filed for Chapter 11 bankruptcy protection on April 5, 2010
(Bankr. D. Del. Case No. 10-11166).  Norman L. Pernick, Esq., and
Patrick J. Reilley, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, assist the Company in its restructuring effort.  Katten
Muchin Rosenmann LLP is the Company's corporate & finance
attorneys.  Navigant Capital Advisors, LLC, is the Company's
financial advisor.  The Company estimated its assets and debts at
$100,000,001 to $500,000,000.


WESTMORELAND COAL: Annual Stockholders' Meeting on May 20
---------------------------------------------------------
The Annual Meeting of Stockholders of Westmoreland Coal Company
will be held at the corporate offices located at 2 North Cascade
Avenue, 2nd Floor, in Colorado Springs, Colorado, on May 20, 2010,
at 8:30 a.m. Mountain Daylight Time, for these purposes:

     1. The election by the holders of Common Stock of four
        directors to the Board of Directors to serve for a
        one-year term;

     2. The election by the holders of Series A Convertible
        Exchangeable Preferred Stock, each share of which is
        represented by four Depositary Shares, of two additional
        directors to the Board of Directors to serve for a
        one-year term;

     3. The ratification of the appointment by the Audit Committee
        of Ernst & Young LLP as principal independent auditor for
        fiscal year 2010; and

     4. To transact other business as may properly come before the
        meeting or any postponement or adjournment thereof.

Only stockholders of record at the close of business on March 26,
2010, will be entitled to notice of and to vote at the meeting and
any postponement or adjournment thereof.

A full-text copy of the proxy statement is available at no charge
at http://ResearchArchives.com/t/s?6002

                      About Westmoreland Coal

Colorado Springs, Colorado-based Westmoreland Coal Company is an
energy company employing 1,109 employees whose operations include
five surface coal mines in Montana, North Dakota and Texas and two
coal-fired power generating units with a total capacity of 230
megawatts in North Carolina.

The Company's balance sheet as of Dec. 31, 2009, showed
$772.7 million in assets and $914.5 million of debts, resulting in
a stockholders' deficit of $141.8 million.

KPMG LLP, in Denver, 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, working capital deficit and net capital deficiency.


WESTMORELAND COAL: Unit Settles Dispute on Rosebud Cleanup Costs
----------------------------------------------------------------
Morris W. Kegley, General Counsel and Secretary at Westmoreland
Coal Company, disclosed that on March 30, 2010, Western Energy
Company, a Westmoreland Coal subsidiary that operates the Rosebud
Mine, entered into a Settlement Agreement and Mutual Release
Concerning Reclamation Disputes with the six Colstrip Unit 3&4
buyers under the Amended and Restated Coal Supply Agreement dated
August 24, 1998.  WECO will pay to the Buyers as a group
$6,500,000 to resolve all disputes concerning responsibility for
reclamation costs incurred in or concerning Area C North of the
Rosebud Mine and associated areas of Area C Central.  This payment
is a refund of payments for reclamation work that the parties
agree is to be treated as final reclamation work under section 15
of the ARCSA.

Disputes have arisen between WECO and the Buyers concerning
reclamation and associated costs in Area C of the Rosebud Mine
including (i) a dispute concerning what constitutes a "mining pit"
and/or a "final pit" as those terms are used in section 15 of the
ARCSA, (ii) a related dispute concerning charges by WECO to the
Buyers for reclamation costs previously incurred in Area C North
of the Rosebud Mine and associated areas of Area C Central and
(iii) a related dispute concerning where final reclamation, as
that term is used in section 15 of the ARCSA, will occur in the
remaining mining areas of Area C of the Rosebud Mine.

The Settlement Agreement clarifies the meaning of the terms
"mining pit" and "final pit" as those terms are used in section 15
of the ARCSA and the parties' respective related reclamation
obligations.  The Settlement Agreement does not otherwise amend or
modify the ARCSA, or the definition of final reclamation or
current reclamation as used in section 15 of the ARCSA, and
nothing in the Settlement Agreement shall be deemed otherwise to
alter the parties' contractual obligations, including their
obligations with respect to current or final reclamation, under
the ARCSA.

                      About Westmoreland Coal

Colorado Springs, Colorado-based Westmoreland Coal Company is an
energy company employing 1,109 employees whose operations include
five surface coal mines in Montana, North Dakota and Texas and two
coal-fired power generating units with a total capacity of 230
megawatts in North Carolina.

The Company's balance sheet as of Dec. 31, 2009, showed
$772.7 million in assets and $914.5 million of debts, resulting in
a stockholders' deficit of $141.8 million.

KPMG LLP, in Denver, 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, working capital deficit and net capital deficiency.


WESTMORELAND COAL: Tontine, et al., Hold 11.5% of Common Stock
--------------------------------------------------------------
Tontine Capital Partners, L.P., and its various affiliated
entities disclosed that as of March 2, 2010, they may be deemed to
beneficially own in the aggregate 1,380,217 shares or roughly
11.5% of the common stock of Westmoreland Coal Company.

Colorado Springs, Colorado-based Westmoreland Coal Company is an
energy company employing 1,109 employees whose operations include
five surface coal mines in Montana, North Dakota and Texas and two
coal-fired power generating units with a total capacity of 230
megawatts in North Carolina.

The Company's balance sheet as of Dec. 31, 2009, showed
$772.7 million in assets and $914.5 million of debts, resulting in
a stockholders' deficit of $141.8 million.

KPMG LLP, in Denver, 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, working capital deficit and net capital deficiency.


WL HOMES: Homeowners Get Court OK to Proceed Lawsuit Over Defects
-----------------------------------------------------------------
Bankruptcy Law360 reports that a judge has allowed groups of
Nevada and California homeowners to proceed with lawsuits over
alleged construction defects against WL Homes LLC and seek
recovery from applicable insurance policies.

Irvine, California-based WL Homes LLC -- dba John Laing Homes,
John Laing Homes Luxury, Laing Urban, Laing Luxury Homes, and John
Laing Urban -- is one of metro Denver's largest homebuilders.  It
builds under the John Laing brand primarily in Colorado,
California, Arizona, and Texas.

John Laing began as a builder in the United Kingdom and came to
the U.S. market in 1984.  The company was sold to Dubai-based
Emaar Properties in 2006 for $1.05 billion.  Emaar invested
$613 million in the company, but eventually stopped funding.  John
Laing had a work force of 1,100 in 2006, but cut employees to
about 90 by the first week of February 2009.  John Laing has 105
real estate developments across the country.  It also builds
luxury and custom homes.

WL Homes and five of its affiliates filed for Chapter 11
protection on February 19, 2009 (Bankr. D. Del. Lead Case No. 09-
10571).  Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at
Pachulski Stang Ziehl & Jones LLP, represent the Debtors' in their
restructuring efforts.  Ashby & Geddes represents the Official
Committee of Unsecured Creditors.  In its bankruptcy petition, WL
Homes listed assets of more than $1 billion, and debts between
$500 million and $1 billion.

As reported in the TCR on June 10, 2009, the Bankruptcy Court
converted WL Homes LLC and its debtor affiliates' Chapter 11 cases
to cases under Chapter 7 liquidation, at the request of the
official committee of unsecured creditors.


YONKERS INDUSTRIAL: S&P Gives Stable Outlook on 'B-' Debt Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook to stable
from negative on its 'B-' rating on Yonkers Industrial Development
Agency, N.Y.'s debt, issued for St. John's Riverside Hospital.
Standard and Poor's also affirmed its 'B-' rating on the agency's
bonds.

"The outlook revision reflects the successful merger of The
Community Hospital of Dobbs Ferry into SJRH, as well as
improvement in SJRH's liquidity since S&P's last review and a
modest underlying improvement in operations excluding an
extraordinary expense.  However, the overall financial profile
remains quite weak," said Standard & Poor's credit analyst
Margaret McNamara.

The 'B-' rating reflects Standard & Poor's assessment of SJRH's
historically weak financial profile, characterized by very weak
albeit improved liquidity.  The rating further reflects the
hospital's negative operating and profit margins.  However, 2009
results would have shown improvement, but they were impacted by a
one-time charge for three medical malpractice settlements, with a
payout over 20 years.  Although St. John's continues to meet debt
service payments on time, the hospital did violate its debt
service coverage covenant as a result of recording the malpractice
expense and is currently pursuing a waiver from bondholders.

Standard & Poor's also considers SJRH to have a sound business
position, with only limited competition in a service area with a
sizable population base, as well as solid market share highlighted
by a sizable and stable admission base.

"SJRH's liquidity has improved but remains very thin, and any
deterioration of cash or failure to sustain operational
improvements could lead to downward rating pressure.  Although
SJRH continues to face several challenges, such as its underfunded
pension, limited capital investment, and need to make malpractice
settlement payments for 20 years, S&P believes many of these are
long-term issues that the hospital will address on an ongoing
basis for the next several years.  SJRH's need for enhanced
operations, in S&P's opinion, is key to longer-term financial
improvement," added Ms. McNamara.

SJRH is located in Yonkers, N.Y.  Its parent company and sole
member is Riverside Health Care System Inc.


* Chapter 11 Cases with Assets & Liabilities Below $1,000,000
-------------------------------------------------------------
Recent Chapter 11 cases filed with assets and liabilities below
$1,000,000:

In Re Durham Development, Inc.
   Bankr. C.D. Calif. Case No. 10-13769
     Chapter 11 Petition Filed April 1, 2010
         See http://bankrupt.com/misc/cacb10-13769.pdf

In Re Bay Sign & Graphics, Inc.
   Bankr. M.D. Fla. Case No. 10-07717
     Chapter 11 Petition Filed April 1, 2010
         See http://bankrupt.com/misc/flmb10-07717.pdf

In Re Paul L. Orshan
   Bankr. S.D. Fla. Case No. 10-18610
     Chapter 11 Petition Filed April 1, 2010
         See http://bankrupt.com/misc/flsb10-18610.pdf

In Re Old Town Ventures, LLC
   Bankr. Minn. Case No. 10-32320
     Chapter 11 Petition Filed April 1, 2010
         See http://bankrupt.com/misc/mnb10-32320.pdf

In Re The Wine Cafe, LLC
   Bankr. Minn. Case No. 10-32319
     Chapter 11 Petition Filed April 1, 2010
         See http://bankrupt.com/misc/mnb10-32319.pdf

In Re McManus Enterprises, Inc.
   Bankr. Neb. Case No. 10-40983
     Chapter 11 Petition Filed April 1, 2010
         See http://bankrupt.com/misc/neb10-40983.pdf

In Re Western Silver, LLC
   Bankr. Nev. Case No. 10-15694
     Chapter 11 Petition Filed April 1, 2010
         See http://bankrupt.com/misc/nvb10-15694.pdf

In Re New Jersey Antique & Used Furniture, LLC
   Bankr. N.J. Case No. 10-19883
     Chapter 11 Petition Filed April 1, 2010
         See http://bankrupt.com/misc/njb10-19883.pdf

In Re Plastic Solutions, Inc.
   Bankr. E.D. N.Y. Case No. 10-72327
     Chapter 11 Petition Filed April 1, 2010
         See http://bankrupt.com/misc/nyeb10-72327.pdf

In Re Calkins Residential Services, LLC
   Bankr. N.D. N.Y. Case No. 10-11260
     Chapter 11 Petition Filed April 1, 2010
         See http://bankrupt.com/misc/nynb10-11260.pdf

In Re Calkins Pharmacy, LLC
   Bankr. N.D. N.Y. Case No. 10-11262
      Chapter 11 Petition Filed April 1, 2010
         See http://bankrupt.com/misc/nynb10-11262.pdf

In Re Wilcoxen Packer & Supply Company, Inc.
        dba Vertical Hydrostatic Testers
        dba Wilcoxen Downhole
        dba Wilcoxen Packer Services
   Bankr. W.D. Okla. Case No. 10-11944
     Chapter 11 Petition Filed April 1, 2010
         See http://bankrupt.com/misc/okwb10-11944.pdf

In Re Nappa Realty, LLC
   Bankr. R.I. Case No. 10-11413
     Chapter 11 Petition Filed April 1, 2010
         See http://bankrupt.com/misc/rib10-11413.pdf

In Re Rashmee, Inc.
        dba Mac's
   Bankr. N.D. Texas Case No. 10-32252
     Chapter 11 Petition Filed April 1, 2010
         See http://bankrupt.com/misc/txnb10-32252.pdf

In Re Tierra Firma LLC
  Bankr. E.D. Wash. Case No. 10-01977
      Chapter 11 Petition Filed April 1, 2010
         Filed As Pro Se
         See http://bankrupt.com/misc/waeb10-01977.pdf

In Re Mark A. Chamblee
      Patricia K. Chamblee
  Bankr. N.D. Ala. Case No. 10-81348
      Chapter 11 Petition Filed April 2, 2010
         Filed As Pro Se
         See http://bankrupt.com/misc/alnb10-81348.pdf

In Re Paragon Produce, LLC
   Bankr. C.D. Calif. Case No. 10-22803
     Chapter 11 Petition Filed April 2, 2010
         See http://bankrupt.com/misc/cacb10-22803.pdf

In Re James Edward Longshore
      Celestine Curry Longshore
   Bankr. M.D. Fla. Case No. 10-02794
     Chapter 11 Petition Filed April 2, 2010
         See http://bankrupt.com/misc/flmb10-02794p.pdf
         See http://bankrupt.com/misc/flmb10-02794c.pdf

In Re Restaurant BT, LLC
   Bankr. M.D. Fla. Case No. 10-07831
     Chapter 11 Petition Filed April 2, 2010
         See http://bankrupt.com/misc/flmb10-07831.pdf

In Re Terrie L. Aul
   Bankr. M.D. Fla. Case No. 10-07792
     Chapter 11 Petition Filed April 2, 2010
         See http://bankrupt.com/misc/flmb10-07792.pdf

In Re Yellow Creek Investments LLC
  Bankr. N.D. Ga. Case No. 10-21497
      Chapter 11 Petition Filed April 2, 2010
         Filed As Pro Se

In Re Noble Financial Group, Inc.
  Bankr. N.D. Ga. Case No. 10-11273
      Chapter 11 Petition Filed April 2, 2010
         Filed As Pro Se

In Re Paces Home Properties, LLC
  Bankr. N.D. Ga. Case No. 10-69716
     Chapter 11 Petition Filed April 2, 2010

In Re Brooks Lanier Simmons
      Heather L. Williams
        aka Heather Strickland
   Bankr. S.D. Ga. Case No. 10-60323
     Chapter 11 Petition Filed April 2, 2010
         See http://bankrupt.com/misc/gasb10-60323.pdf

In Re Locust Street Partners Inc.
   Bankr. Kan. Case No. 10-21059
     Chapter 11 Petition Filed April 2, 2010
         See http://bankrupt.com/misc/ksb10-21059.pdf

In Re Brian & Tami 8 LLC
   Bankr. Md. Case No. 10-17225
     Chapter 11 Petition Filed April 2, 2010
         See http://bankrupt.com/misc/mdb10-17225.pdf

In Re Sunshine Bar, Inc.
        aka 1A Sunshine
   Bankr. E.D. Pa. Case No. 10-12657
     Chapter 11 Petition Filed April 2, 2010
         See http://bankrupt.com/misc/paeb10-12657.pdf

In Re Terry Lee McNelis
  Bankr. M.D. Pa. Case No. 10-02757
      Chapter 11 Petition Filed April 2, 2010
         Filed As Pro Se

In Re Media Consultants, LLC
        dba Amazing Superstore
   Bankr. R.I. Case No. 10-11426
     Chapter 11 Petition Filed April 2, 2010
         See http://bankrupt.com/misc/rib10-11426.pdf

In Re Edward Laverne Horton
        dba Carts Plus
   Bankr. S.C. Case No. 10-02430
     Chapter 11 Petition Filed April 2, 2010
         See http://bankrupt.com/misc/scb10-02430.pdf

In Re Gary R. Morris
   Bankr. E.D. Texas Case No. 10-41017
     Chapter 11 Petition Filed April 2, 2010
         See http://bankrupt.com/misc/txeb10-41017.pdf

In Re Air Center of Salt Lake LLC
        aka Adventure Air
        aka Air Center Development LLC
  Bankr. Utah Case No. 10-24160
      Chapter 11 Petition Filed April 2, 2010
         Filed As Pro Se

In Re Niteclubs Enterprises, Inc.
   Bankr. W.D. Texas Case No. 10-10888
     Chapter 11 Petition Filed April 2, 2010
         See http://bankrupt.com/misc/txwb10-10888.pdf

In Re Southside Low Income Housing Development Corporation
   Bankr. W.D. Texas Case No. 10-30710
     Chapter 11 Petition Filed April 2, 2010
         See http://bankrupt.com/misc/txwb10-30710.pdf

In Re YRG Inc.
        dba Yanni's Greek Taverna
   Bankr. D.C. Case No. 10-00319
     Chapter 11 Petition Filed April 2, 2010
         See http://bankrupt.com/misc/dcb10-00319.pdf

In Re ERZ Motel LLC
   Bankr. C.D. Calif. Case No. 10-13903
     Chapter 11 Petition Filed April 5, 2010
         See http://bankrupt.com/misc/cacb10-13903.pdf

In Re American Academy of Aeronautics
  Bankr. E.D. Calif. Case No. 10-28630
      Chapter 11 Petition Filed April 5, 2010
         Filed As Pro Se

In Re Andrew P. Keaton, III
      Theresa Keaton
   Bankr. M.D. Fla. Case No. 10-07891
     Chapter 11 Petition Filed April 5, 2010
         See http://bankrupt.com/misc/flmb10-07891.pdf

In Re Sungold Holdings. Inc.
   Bankr. M.D. Fla. Case No. 10-05654
     Chapter 11 Petition Filed April 5, 2010
         See http://bankrupt.com/misc/flmb10-05654.pdf

In Re Lily Development, LLC
  Bankr. N.D. Ga. Case No. 10-70032
      Chapter 11 Petition Filed April 5, 2010
         Filed As Pro Se

In Re Ramesh Sharma
        dba Universal USA
        dba DQ of Soperton
        dba JAI Ambika
        dba DA OJ/Treat Center
        dba Shree Ambika
        dba DQ of Savannah
        dba DQ Brazier
        dba JAI Amba, Pakwani Indian Restaurant
   Bankr. S.D. Ga. Case No. 10-30164
     Chapter 11 Petition Filed April 5, 2010
         See http://bankrupt.com/misc/gasb10-30164.pdf

In Re MSC Development LLC
  Bankr. Mass. Case No. 10-13627
      Chapter 11 Petition Filed April 5, 2010
         Filed As Pro Se

In Re Joe Allen Sims
  Bankr. Nev. Case No. 10-51209
      Chapter 11 Petition Filed April 5, 2010
         Filed As Pro Se

In Re Mehmet Yilmaz
      Sermin Emiroglu
  Bankr. E.D. Pa. Case No. 10-12711
      Chapter 11 Petition Filed April 5, 2010
         Filed As Pro Se

In Re Clyde R. Rigsby
      Carlene Rigsby
  Bankr. E.D. Texas Case No. 10-41051
     Chapter 11 Petition Filed April 5, 2010
         See http://bankrupt.com/misc/txeb10-41051.pdf

In Re IAN Investments, L.L.P.
        dba America's Best Value Inn
   Bankr. N.D. Texas Case No. 10-32408
     Chapter 11 Petition Filed April 5, 2010
         Filed As Pro Se

In Re Uppal Bros., Inc.
        dba Safe Way Food Mart
  Bankr. N.D. Texas Case No. 10-42299
     Chapter 11 Petition Filed April 5, 2010
         See http://bankrupt.com/misc/txnb10-42299.pdf

In Re A & W Real Estate I, Ltd.
  Bankr. S.D. Texas Case No. 10-50086
     Chapter 11 Petition Filed April 5, 2010
         See http://bankrupt.com/misc/txsb10-50086.pdf

In Re Sino Plus Investments Corp
   Bankr. S.D. Texas Case No. 10-32818
     Chapter 11 Petition Filed April 5, 2010
         Filed As Pro Se

In Re AlaMark Technologies, LP
  Bankr. W.D. Texas Case No. 10-51273
     Chapter 11 Petition Filed April 5, 2010
         See http://bankrupt.com/misc/txwb10-51273.pdf

In Re Alamo Advertising, Inc.
  Bankr. W.D. Texas Case No. 10-51275
     Chapter 11 Petition Filed April 5, 2010
         See http://bankrupt.com/misc/txwb10-51275.pdf

In Re Whizin Apartments, Ltd.
        aka The Fountains Apts.
  Bankr. W.D. Texas Case No. 10-51262
     Chapter 11 Petition Filed April 5, 2010
         See http://bankrupt.com/misc/txwb10-51262.pdf

In Re Jade Salonspa, Inc.
  Bankr. C.D. Calif. Case No. 10-20168
     Chapter 11 Petition Filed April 6, 2010
         See http://bankrupt.com/misc/cacb10-20168.pdf

In Re Robert Allan Henrichs
      Helen Elizabeth Carver
   Bankr. E.D. Calif. Case No. 10-28771
     Chapter 11 Petition Filed April 6, 2010
         Filed As Pro Se

In Re Susan Aquilino Trust
   Bankr. S.D. Fla. Case No. 10-18865
     Chapter 11 Petition Filed April 6, 2010
         Filed As Pro Se

In Re Carmel Industries, Inc.
  Bankr. N.D. Ga. Case No. 10-70414
     Chapter 11 Petition Filed April 6, 2010
         See http://bankrupt.com/misc/ganb10-70414.pdf

In Re Diamond Ring Expediting, Inc.
  Bankr. N.D. Ill. Case No. 10-15134
     Chapter 11 Petition Filed April 6, 2010
         See http://bankrupt.com/misc/ilnb10-15134.pdf

In Re Maverick Building LLC
  Bankr. N.D. Ill. Case No. 10-15115
     Chapter 11 Petition Filed April 6, 2010
         See http://bankrupt.com/misc/ilnb10-15115.pdf

In Re Mo Bee Enterprises, Inc.
  Bankr. N.D. Ill. Case No. 10-15069
     Chapter 11 Petition Filed April 6, 2010
         See http://bankrupt.com/misc/ilnb10-15069.pdf

In Re Kenneth E. Morrison
      Gail F. Morrison
  Bankr. Maine Case No. 10-20501
     Chapter 11 Petition Filed April 6, 2010
         See http://bankrupt.com/misc/meb10-20501.pdf

In Re Greenhouse Property Solutions LLC
  Bankr. Md. Case No. 10-17475
     Chapter 11 Petition Filed April 6, 2010
         See http://bankrupt.com/misc/mdb10-17475.pdf

In Re Michael Wayne Irwin
      Janice Kaye Irwin
        fdba J. Kaye Irwin, P.C.
  Bankr. W.D. Mo. Case No. 10-60758
     Chapter 11 Petition Filed April 6, 2010
         See http://bankrupt.com/misc/mowb10-60758.pdf

In Re Maureen Lopez
  Bankr. N.J. Case No. 10-20320
     Chapter 11 Petition Filed April 6, 2010
         See http://bankrupt.com/misc/njb10-20320.pdf

In Re New Jersey Antique and Used Furniture, LLC
  Bankr. N.J. Case No. 10-20293
     Chapter 11 Petition Filed April 6, 2010
         See http://bankrupt.com/misc/njb10-20293.pdf

In Re Sarojni Rajkumar-Longo
  Bankr. N.J. Case No. 10-20247
     Chapter 11 Petition Filed April 6, 2010
         See http://bankrupt.com/misc/njb10-20247.pdf

In Re Di Lorenzo's Restaurant & Tavern Inc.
  Bankr. E.D. N.Y. Case No. 10-72431
     Chapter 11 Petition Filed April 6, 2010
         See http://bankrupt.com/misc/nyeb10-72431.pdf

In Re Muniz Mechanical & Contractors, Inc.
  Bankr.Puerto Rico Case No. 10-02743
     Chapter 11 Petition Filed April 6, 2010
         See http://bankrupt.com/misc/prb10-02743.pdf

In Re Ghulam Warriach
        aka Ghulam Sarshad Warriach
        aka S. Ghulam
        aka G.W. Warriach
        aka Ghulam S. Sarshad
        aka Ghulam Sarwar Warriach
        aka Warriach Ghulam
        aka Ghulam Sarshad
        aka Gehulan Warriach
        aka Ghulam A. Warriach
        aka Warriach S. Ghulam
        aka Ghulam S. Warriach
  Bankr.N.D. Texas Case No. 10-32504
     Chapter 11 Petition Filed April 6, 2010
         See http://bankrupt.com/misc/txnb10-32504.pdf

In Re Thomas Paul Hughes
        aka Thomas Hughes
        aka Tom P Hughes
  Bankr. S.D. Texas Case No. 10-32934
     Chapter 11 Petition Filed April 6, 2010
         See http://bankrupt.com/misc/txsb10-32934.pdf

In Re Eisenhauer Investments, Inc.
  Bankr. W.D. Texas Case No. 10-51333
     Chapter 11 Petition Filed April 6, 2010
         See http://bankrupt.com/misc/txwb10-51333.pdf

In Re MESCO Enterprises, Inc.
   Bankr. W.D. Texas Case No. 10-10943
     Chapter 11 Petition Filed April 6, 2010
         Filed As Pro Se

In Re John Mitchell Alderman
       Melissa Dawn Alderman
  Bankr. Wyo. Case No. 10-20349
     Chapter 11 Petition Filed April 6, 2010
         See http://bankrupt.com/misc/wyb10-20349.pdf



                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR. Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard
C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez,
Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2010.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.

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