TCR_Public/100420.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Tuesday, April 20, 2010, Vol. 14, No. 108

                            Headlines

12 BYFIELD: Voluntary Chapter 11 Case Summary
ABITIBIBOWATER INC: Seeks Plan Filing Extension Through July 21
ABITIBIBOWATER INC: Wants Initial DIP Maturity Date Extended
ABITIBIBOWATER INC: Court Extends Removal Period to July 10
ADVANCED MICRO: Reports $257 Million Net Income for March 27 Qtr

AFC ENTERPRISES: FMR, Fidelity Hold 10.001% of Common Stock
AFC ENTERPRISES: Dismisses Grant Thornton & Taps PwC as Auditor
ALLENTOWN APARTMENTS: Case Summary & 20 Largest Unsec. Creditors
ALTECH STAR: Case Summary & 20 Largest Unsecured Creditors
ALTER COMMUNICATIONS: In Chapter 11 to Deal With $362,000 Judgment

AMADEUS TRUST: Case Summary & 2 Largest Unsecured Creditors
AMERICANFIRST BANK: Closed; TD Bank NA Assumes All Deposits
AVAYA INC: Bank Debt Trades at 10% Off in Secondary Market
BAINBRIDGE SHOPPING: Voluntary Chapter 11 Case Summary
BCAC LLC: Case Summary & 20 Largest Unsecured Creditors

BEACON VILLAGE: Case Summary & 20 Largest Unsecured Creditors
BEAZER HOMES: Board Increases Authorized Shares to 180 Million
BERNARD MADOFF: Court Defers Ruling on Merkin Bid to Dismiss Suit
BERNARD MADOFF: Hong Kong Investor Targets Standard Chartered
B.R HOME: Case Summary & 4 Largest Unsecured Creditors

BRIARWOOD CAPITAL: Bar Date Extension Hearing Set for April 21
BRIARWOOD CAPITAL: Files Schedules of Assets and Liabilities
BRIARWOOD CAPITAL: KBR Group Wants Ch. 11 Trustee Appointed
BRIARWOOD CAPITAL: Taps Mintz Levin as Bankruptcy Counsel
BUTLER BANK: Closed; People's United Bank Assumes All Deposits

BUZZ ELECTRONICS: Voluntary Chapter 11 Case Summary
BUZZ ELECTRONICS: Sec. 341 Meeting Slated for May 24
CABLEVISION SYSTEMS: Offers to Exchange 8-5/8% Notes for New Notes
CEDARHILL OPERATING: Case Summary & 20 Largest Unsecured Creditors
CHENIERE ENERGY: BlackRock Hikes Equity Stake to 11.19%

CHENIERE ENERGY: Compensation Panel OKs 2010 Goals & Bonus Plan
CINRAM INTL: Bank Debt Trades at 19% Off in Secondary Market
CITADEL BROADCASTING: Bank Debt Trades at 8% Discount
CITIGROUP INC: Reports $4.4 Billion 1st Quarter 2010 Net Income
CITY BANK: Closed; Whidbey Island Bank Assumes All Deposits

COMCAM INTERNATIONAL: Pritchett Siler Raises Going Concern Doubt
COMMERCIAL VEHICLE: Rutabaga No Longer Holds Shares
COMMERCIAL VEHICLE: Annual Stockholders' Meeting Set for May 13
COMMUNITY HEALTH: Bank Debt Trades at 2% Off in Secondary Market
COVANTA ENERGY: Bank Debt Trades at 2% Off in Secondary Market

CS REAL: Case Summary & 5 Largest Unsecured Creditors
CSTS INC: Case Summary & 20 Largest Unsecured Creditors
DANA HOLDING: Bank Debt Trades at >1% Off in Secondary Market
DAVID PHILLIPS: Case Summary & 20 Largest Unsecured Creditors
DIAMOND BAY: Says Estate Has No Assets; Wants Case Dismissed

DIRICKSON MUHAMMAD: Case Summary & 16 Largest Unsecured Creditors
ELIAS NAMAN: Case Summary & 20 Largest Unsecured Creditors
EMMIS COMMUNICATIONS: Fails to Pay Preferred Stock Dividend
EMMIS COMMUNICATIONS: Compensation Panel Adopts New Bonus Plan
ERICKSON RETIREMENT: Court Confirms Plan & Approves Redwood Sale

EXPRESS DEVELOPMENT: Files for Chapter 11 Bankruptcy in Oklahoma
FIRST FEDERAL BANK: Closed; TD Bank NA Assumes All Deposits
FLEETWOOD ENTERPRISES: Plan Confirmation Hearing on June 9
FOUNTAIN VILLAGE: Can Use First Independent's Cash Until May 28
FOUNTAIN VILLAGE: Kevin Padrick Appointed as Ch. 11 Examiner

FREDRICK CARUCCI: Voluntary Chapter 11 Case Summary
GARABET KOCOGLU: Case Summary & Largest Unsecured Creditor
GEOSPATIAL HOLDINGS: Goff Backa Raises Going Concern Doubt
GRAY COMMS: Bank Debt Trades at 3% Off in Secondary Market
HANNA MARATHON: Voluntary Chapter 11 Case Summary

HARRAH'S ENTERTAINMENT: HOC Bank Debt Trades at 104%
HAWAIIAN TELCOM: State Files Regulatory Process Status Report
HAWKER BEECHCRAFT: Bank Debt Trades at 14% Off in Secondary Market
HCA INC: Bank Debt Trades at 2% Off in Secondary Market
INNOVATIVE BANK: Closed; Center Bank Assumes All Deposits

INTELSAT JACKSON: Bank Debt Trades at 6% Off in Secondary Market
JILL JENSEN-AMES: Case Summary & 25 Largest Unsecured Creditors
JOHN MCBRIDE: Case Summary & 20 Largest Unsecured Creditors
JOHNNY JAIN: Case Summary & 20 Largest Unsecured Creditors
JOSEPH SHAFER: Case Summary & 20 Largest Unsecured Creditors

LAKESIDE COMMUNITY BANK: Closed; FDIC Pays Out Insured Deposits
LAS VEGAS SANDS: Bank Debt Trades at 6% Off in Secondary Market
LATSHAW DRILLING: Promises to Pay Unsecured Claims in 4 Months
LEHMAN BROTHERS: Claims Trading Exceed Estimated Recoveries
LEHMAN BROTHERS: Court Approves Metavante Settlement

LINCOLN SQUARE: Voluntary Chapter 11 Case Summary
LODGIAN INC: Stockholders Approve Merger with Lone Star Affiliate
MERCADO DEL PUEBLO: Case Summary & 3 Largest Unsecured Creditors
MESA AIR: Court Extends Lease Decision Deadline Until August 3
MESA AIR: Files Report on Substantial Interest in Subsidiaries

MESA AIR: Seeks Exclusive Plan Filing Extension Until Sept. 2
MGM MIRAGE: Kirk Kerkorian's Tracinda Holds 37% of Shares
MICHAEL LAWRENCE: Case Summary & 18 Largest Unsecured Creditors
MICHAELS STORES: Bank Debt Trades at 4% Off in Secondary Market
MIRANT CORP: Bank Debt Trades at >1% Off in Secondary Market

MMR HOLDINGS: Filed for Chapter 11; In Talks with Vendors
MOLECULAR INSIGHT: Receives 30-Day Waiver Extension
MOVIE GALLERY: Asks Court to Fix June 14 General Claims Bar Date
MOVIE GALLERY: Files Schedules of Assets & Liabilities
MOVIE GALLERY: Court Okays Amended Moelis Employment Application

MT DIABLO REGION: Files for Chapter 11 Bankruptcy Protection
NAVISTAR INT'L: Registers 6,016,030 Shares for Resale
NAVISTAR INT'L: Raises Fiscal 2010 Earnings Guidance
NEIMAN MARCUS: Bank Debt Trades at 4% Off in Secondary Market
NEW YORK CHOCOLATE: Files for Ch. 11; Creditors May Get Less

NIELSEN COMPANY: Bank Debt Trades at 3% Off in Secondary Market
NORTEL NETWORKS: Seeks to Pay $4-Bil. Bonus to Chief Strategist
NYC OFF-TRACK BETTING: To Remain Open for Another Year
OPUS SOUTH: Waters Edge's Liquidating Plan Declared Effective
OPUS SOUTH: Court Extends Exclusive Plan Filing Period to July 16

OPUS SOUTH: Court Sets May 14 General Claims Bar Date
OPUS WEST: Liquidating Plan Declared Effective March 12
ORACLE INNKEEPER: Voluntary Chapter 11 Case Summary
PCAA PARENT: Liquidating Plan Confirmation Hearing on May 14
PEARL ART: Case Summary & 20 Largest Unsecured Creditors

PEARL ART: Case Summary & 20 Largest Unsecured Creditors
PEARL ART: Case Summary & 20 Largest Unsecured Creditors
PEARL PAINT: Case Summary & 20 Largest Unsecured Creditors
PERSICO CONTRACTING: Involuntary Chapter 11 Case Summary
PITA FRANCHISE: Voluntary Chapter 11 Case Summary

PTC ALLIANCE: Court Okays Sale of Assets to Black Diamond
PTS CARDINAL: Bank Debt Trades at 5% Off in Secondary Market
PURADYN FILTER: Webb and Company Raises Going Concern Doubt
RADIENT PHARMACEUTICALS: Issues $3.9-Mil. in Notes to 11 Investors
RADIENT PHARMACEUTICALS: Posts $16.6 Million Net Loss for 2009

RCC NORTH: Voluntary Chapter 11 Case Summary
REALOGY CORP: Bank Debt Trades at 10% Off in Secondary Market
REDHILLS DEVELOPMENT: Files for Chapter 11 Bankruptcy in Oregon
RENE DE LA FUENTE: Voluntary Chapter 11 Case Summary
RENT-A-HOUSE LLC: Voluntary Chapter 11 Case Summary

RITE AID: Bank Debt Trades at 8% Off in Secondary Market
RIVERSIDE NATIONAL BANK: Closed; TD Bank NA Assumes All Deposits
ROGER BAYLOCQ: Voluntary Chapter 11 Case Summary
RONALD JAMES: Case Summary & 18 Largest Unsecured Creditors
RYLAND GROUP: Selling $300-Mil. of 6.625% Senior Notes Due 2020

SAINT VINCENTS: Organizational Meeting to Form Panel on April 21
SAINT VINCENT: Seeks to Implement Hospital Closure Plan
SAINT VINCENT: Wants More Time to File Schedules & Statements
SAN TAN: Voluntary Chapter 11 Case Summary
SERVICE MASTER: Bank Debt Trades at 3% Off in Secondary Market

SIX FLAGS: Files Modified 4th Amended Plan of Reorganization
SIX FLAGS: Seeks to Sign Exit Commitment Letters With Lenders
SIX FLAGS: Wants Court Approval of Equity Commitment Documents
SIX FLAGS: Court Extends Exclusive Solicitation Period to April 29
SMURFIT-STONE: Plan Gets Overwhelming Creditor Support

SOUTH PIKE: Voluntary Chapter 11 Case Summary
SUPERMERCADO DEL PUEBLO: Case Summary & 20 Largest Unsec Creditors
SURYA HOSPITALITY: Decline in Revenue Cues Bankruptcy Filing
SYNERGY FITNESS: Blames Subway Construction for Ch. 11 Filing
SYS HOSPITALITY: Case Summary & 20 Largest Unsecured Creditors

TAMALPAIS BANK: Closed; Union Bank NA Assumes All Deposits
TAMALPAIS BANCORP: Vavrinek Trine Raises Going Concern Doubt
TEXAS HILL DIAMANTE: Voluntary Chapter 11 Case Summary
TEXAS HILL ENTERPRISES: Voluntary Chapter 11 Case Summary
THEFLYONTHEWALL.COM: May Go Out of Business Amid Court Injunction

TRANS-LUX CORPORATION: UHY LLP Raises Going Concern Doubt
TROPICANA ENTERTAINMENT: Lightsway Is New Litigation Trustee
TRUMP ENTERTAINMENT: Icahn Reviews Legal Options, Lawyer Says
TUDOR ARMS: Case Summary & 19 Largest Unsecured Creditors
UNITED AIR LINES: Bank Debt Trades at 10% Off in Secondary Market

UNIVAR NV: Bank Debt Trades at 2% Off in Secondary Market
VERECLOUD INC: Earns $1.2 Million in 6-Month Period Ended June 30
VISTEON CORP: Disclosure Statement Hearing Moved to April 30
VISTEON CORP: Has Access to Cash Collateral Until May 17
VISTEON CORP: Asks Court to Disallow UK Pension's $555-MM Claim

WASHINGTON MUTUAL: More Shareholders Balk at JPMorgan Settlement
WESTERN REFINING: Bank Debt Trades at 2% Off in Secondary Market
WESTFALL TOWNSHIP, PA: Emerges From Chapter 9 Bankruptcy
WINDSTREAM CORP: Bank Debt Trades at 1% Off in Secondary Market
YTB INTERNATIONAL: Auditor Lifts "Going Concern" Uncertainty

YOUNG BROADCASTING: Reports Operating Income of $19.7 Mln in 2009
ZAYAT STABLES: To Pay Existing Debts in Five Years Under Plan

* GSO & Monarch to Raise Funds to Acquire Distressed Company Debts

* Large Companies With Insolvent Balance Sheet



                            *********



12 BYFIELD: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: 12 Byfield, LLC
        16 Dayton Road

Bankruptcy Case No.: 10-22740

Chapter 11 Petition Date: April 16, 2010

Court: U.S. Bankruptcy Court
       Southern District of New York (White Plains)

Judge: Robert D. Drain

Debtor's Counsel: Richard J. Bernard, Esq.
                  Baker & Hostetler LLP
                  45 Rockefeller Plaza
                  New York, NY 10111
                  Tel: (212) 589-4215
                  Fax: (212) 589-4201
                  E-mail: rbernard@bakerlaw.com

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

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 James Scheckter, designated officer.


ABITIBIBOWATER INC: Seeks Plan Filing Extension Through July 21
---------------------------------------------------------------
AbitibiBowater, Inc., and its debtor-affiliates ask Judge Kevin
J. Carey of the United States Bankruptcy Court for the District of
Delaware to further extend the period within which they may
exclusively:

(a) file a Chapter 11 plan through July 21, 2010; and
(b) solicit acceptances of that plan through September 9, 2010.

The Debtors' current Exclusive Plan Filing Period expired on
April 15, 2009.  The current Exclusive Solicitation Period ends on
June 11, 2010.

Sean T. Greecher, Esq., at Young Conaway Stargatt & Taylor LLP, in
Wilmington, Delaware -- sgreecher@ycst.com -- relates that the
U.S. AbitibiBowater Debtors have made significant progress
stabilizing their operations, managing their Chapter cases and
coordinating with their subsidiaries who are applicants under the
Companies' Creditors' Arrangement Act in Canada.

In particular, at the Debtors' behest, the Bankruptcy Court has
(i) established expedited procedures for de minimis asset sales
and abandonment of property of the estate, (ii) approved the
Debtors' consummation of five de minimis land transactions that
had been pending as of the Petition Date, and (iii) extended to
November 13, 2009 the bar date for filing of Claims.  The Debtors
also continue to file monthly operating reports with the United
States Trustee.

Mr. Greecher reports that with respect to the formulation of a
Chapter 11 plan, the Debtors are:

  -- presently engaged in ongoing discussions with their key
     creditor constituencies that are anticipated to result in
     a consensual framework;

  -- developing a comprehensive Strategic Plan, Financial
     Forecast and Business Plan;

  -- preparing an enterprise valuation for the reorganized
     Company; and

  -- creating a Recovery Model for allocating creditor
     recoveries under the Company's reorganization plans.

"These projects are now essentially complete and set the stage for
ongoing negotiations between the Company and its key creditor
constituents, including advisors to the Official Committee and the
Ad Hoc Bondholders Committee," according to Mr. Greecher.

Mr. Greecher tells the Court, however, that the size and
complexity of the Chapter 11 cases, as well as the demands of
conducting parallel restructuring proceedings in the U.S. and
Canada require additional time for the Debtors to complete the
formulation and negotiation of a plan of reorganization that is
supported by all of their key creditor constituents.

AbitibiBowater is composed of approximately 145 legal entities
worldwide, of which 52 are in the United State.  Of these, 34 have
filed for Chapter 11 relief, 41 have filed for protection under
the CCAA, and 7 have filed for both Chapter 11 and CCAA
protection.  In addition, prior to Petition Date, the Company had
over $8 billion in debt outstanding, including approximately 32
separate issues of unsecured notes, three secured loan facilities,
and a cross-border securitization program, Mr. Greecher relates.

Accordingly, although the Debtors are working towards filing U.S.
and CCAA plans "within the next few weeks," an extension of each
of the Exclusive Periods for a further 97 days will provide them
with the flexibility appropriate in their complex cross-border
restructuring proceedings.

The Court will convene a hearing on May 26, 2010, to consider the
Debtors' Exclusivity Extension Motion.  Objections, if any, must
be filed by May 3.

Pursuant to Local Rule 9006-2 of the Local Rules for the U.S.
Bankruptcy Court for the District of Delaware, the Debtors'
Exclusive Periods are automatically extended until the Court has
had an opportunity to consider and act on the Debtors' extension
request.

                     About AbitibiBowater Inc.

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

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

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

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

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


ABITIBIBOWATER INC: Wants Initial DIP Maturity Date Extended
------------------------------------------------------------
At the outset of their Chapter 11 cases, AbitibiBowater, Inc., and
its debtor-affiliates, as well as certain of its subsidiaries as
Applicants under the Companies' Creditors Arrangement Act in
Canada collectively known as the Bowater Debtors, obtained access
to a $206 million of senior secured debtor-in-possession financing
pursuant to a Senior Secured Superpriority Debtor-in-
Possession Credit Agreement dated April 21, 2009, as amended, by
and among AbitibiBowater Inc., Bowater Incorporated and Bowater
Canadian Forest Products Inc., as borrowers, certain entities as
lenders and Fairfax Financial Holdings Inc., as Initial Lender,
Initial Administrative Agent and Initial Collateral Agent.

Judge Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware approved the DIP Credit Agreement on a final
basis on June 4, 2009.  On June 19, 2009, Honorable Mr. Justice
Clement Gascon, J.S.C., of the Superior Court Commercial Division
for the District of Montreal in Quebec, Montreal, Canada,
recognized the Bankruptcy Court's Final DIP Order and granted its
full force and effect in Canada.

The Bowater DIP Credit Agreement, which was negotiated to finance
the postpetition working capital requirements and general
corporate purposes of the Bowater Debtors, has an initial maturity
date of April 21, 2010.

The Debtors seek the Court's authority to enter into a Sixth
Amendment to the DIP Credit Agreement, which provides the Debtors
with an incremental two-week period past the Initial Maturity Date
-- or until May 5, 2010 -- to continue negotiations with parties-
in-interest regarding the Debtors' plan of reorganization.

The Debtors engaged in good faith, arm's-length negotiations with
the DIP Lenders, and in consultation with their various
constituents, on the terms of the Sixth DIP Amendment, Sean T.
Greecher, Esq., at Young Conaway Stargatt & Taylor, LLP, in
Wilmington, Delaware, assures the Court.

Mr. Greecher explains that pursuant to the terms of the DIP
Credit Agreement, certain amendments, modification and waivers of
provisions of the Credit Agreement require only the consent of a
majority of the DIP Lenders.  Requiring the consent of each
impacted DIP Lender is any amendment or modification to the DIP
Credit Agreement that extends or increases a DIP Lender's
commitment or postpones any date set forth under the Credit
Agreement.

Accordingly, Mr. Greecher notes, the Sixth Amendment requires,
and the Bowater Debtors have obtained, the consent of each
impacted DIP Lender.

Mr. Greecher further relates that pursuant to the DIP Credit
Agreement, obtaining a first DIP extension to July 21, 2010,
requires the Debtors to file a plan of reorganization or
compromise or arrangement in form and substance reasonably
acceptable to a majority of the DIP Lenders on or before the
Initial Maturity Date.  To obtain a second DIP extension to
October 21, 2010, the Debtors must use their best efforts to
confirm that plan.

In this light, the Sixth Amendment not only extends the maturity
date of the DIP Credit Agreement to May 5, 2010, but also
preserves the Debtors' ability to obtain two additional automatic
extensions upon the satisfaction of certain conditions.  Hence,
Mr. Greecher says, the Debtors' entry into the Sixth DIP
Amendment is a sound exercise of the Debtors' business judgment,
Mr. Greecher notes, citing In re SemCrude, L.P., Case No. 08-
11525 (BLS).

Mr. Greecher tells the Court that absent the Extension, the DIP
Facility will mature on April 21, 2010, during which (i) the DIP
principal will become immediately due and payable, and (ii) the
agreed-upon terms of continued use of cash collateral of certain
prepetition creditors of Bowater Inc. and its subsidiaries will
expire.

The Debtors relate that while they and their key constituencies
have made significant progress towards a consensual plan of
reorganization, negotiations are not yet finalized.  To afford
the Debtors the opportunity to garner consensus among their key
constituencies with respect to a plan of reorganization, the DIP
Extension is necessary, says Mr. Greecher.

"The Sixth DIP Amendment ensures that the Debtors will continue
to enjoy the benefit of their postpetition financing while they
formulate and negotiate a plan of reorganization," Mr. Greecher
avers.

Extending the Initial Maturity Date pursuant to the terms of the
Sixth DIP Amendment further provides the Debtors with additional
time to finalize negotiations concerning a consensual plan, he
adds.  Moreover, by extending the Initial Maturity Date, the
Debtors have ensured that plan negotiations can continue without
disruption or complication, according to Mr. Greecher.

A full-text executed copy of the Sixth Amendment to the DIP
Credit Agreement is available for free at:

      http://bankrupt.com/misc/ABH_6thDIPAmendment.pdf

Contemporaneously, the CCAA Applicants filed with the Canadian
Court a request for approval of the Sixth DIP Amendment.  Echoing
the U.S. Debtors' contention, the CCAA Applicants maintained that
substantial progress have been made in formulating and
negotiating viable plans of reorganization and arrangement in the
Chapter 11 and CCAA Proceedings.

The CCAA Applicants disclosed that they are presently engaged in
ongoing and productive negotiations with their key creditor
constituencies that are expected to soon result in a consensual
framework for the Cross-border Restructurings.  "The size and
scope of the cross-border operations, along with their intricate
corporate structure, add significant complexity to the plan
formulation process," Stikeman Elliott LLP, in Montreal, Canada,
said on behalf of the CCAA Applicants.

Stikeman, however, noted that negotiations for a reorganization
plan "may not be completed before the Initial Maturity Date."
The DIP Extension pursuant to the Sixth DIP Amendment, Stikeman
held, will permit negotiations to continue without disruption.

                     About AbitibiBowater Inc.

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

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

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

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

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


ABITIBIBOWATER INC: Court Extends Removal Period to July 10
-----------------------------------------------------------
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware extended the time within which
AbitibiBowater, Inc., and its debtor-affiliates may file notices
of removal of civil actions and proceedings in state and federal
courts to which they are or may become parties to, through and
including July 10, 2010, with respect to claims and causes of
action pending as of their Petition Date.

As reported by the Troubled Company Reporter on March 10, 2010,
Sean T. Greecher, Esq., at Young Conaway Stargatt & Taylor, LLP,
in Wilmington, Delaware, related that since the Second Extended
Removal Period, the Debtors have focused principally on the
continued rationalization of their operations, the disposition of
burdensome assets and a thorough evaluation of their business
operations.  Moreover, during the past 120 days, the Debtors have
established a cross border claims reconciliation protocol,
successfully rejected many disadvantageous contracts and leases,
and continue to work diligently with the Official Committee of
Unsecured Creditors towards crafting a confirmable Chapter 11
plan.  However, since the Debtors have paid significant attention
to their restructuring efforts, they have not had an opportunity
to fully investigate their outstanding litigation matters and
adequately consider whether removal, pursuant to Rules 9006(b)
and 9027 of the Federal Rules of Bankruptcy Procedure, is
appropriate, Mr. Greecher pointed out.

                     About AbitibiBowater Inc.

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

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

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

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

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


ADVANCED MICRO: Reports $257 Million Net Income for March 27 Qtr
----------------------------------------------------------------
Advanced Micro Devices said revenue for the first quarter ended
March 27, 2010, was $1.57 billion, net income was $257 million, or
$0.35 per share, and operating income was $182 million.  The
company reported non-GAAP net income of $63 million, or $0.09 per
share, and non-GAAP operating income of $130 million.

"Strong product offerings and solid operating performance resulted
in record first quarter revenue," said Dirk Meyer, AMD President
and CEO.  "We continue to strengthen our product offerings.  We
launched our latest generation of server platforms, expanded our
family of DirectX 11-compatible graphics offerings, and commenced
shipments of our next-generation notebook platforms to customers."

Cash, cash equivalents and marketable securities balance at the
end of the quarter was $1.93 billion, a sequential increase from
$1.77 billion for AMD excluding GLOBALFOUNDRIES.  As a result of
deconsolidating GLOBALFOUNDRIES, AMD recognized a non-cash, one-
time gain of $325 million.

AMD entered into an agreement with the Ontario Ministry of
Economic Development and Trade to receive up to C$56.4 million
grant award under Ontario's Next Generation of Jobs Fund to
bolster R&D spend for AMD Fusion(TM) processors.

AMD's outlook statements are based on current expectations.  AMD
expects revenue to be down seasonally for the second quarter of
2010.

As of March 27, 2010, AMD had total assets of $5.232 billion,
total current liabilities of $1.645 billion, deferred income taxes
of $1 million, long-term debt and capital lease obligations, less
current portion of $2.601 billion, and other long-term liabilities
of $189 million; resulting in a stockholders' equity of $796
million.

A full-text copy of the Company's earnings release is available at
no charge at http://ResearchArchives.com/t/s?603a

                   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.

                          *     *     *

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.


AFC ENTERPRISES: FMR, Fidelity Hold 10.001% of Common Stock
-----------------------------------------------------------
FMR LLC and Edward C. Johnson 3d disclosed that they may be deemed
to beneficially own 2,545,930 shares or roughly 10.001% of the
common stock of AFC Enterprises Incorporated as of March 31, 2010.

Fidelity Management & Research Company, a wholly owned subsidiary
of FMR LLC, is the beneficial owner of 2,545,930 shares or 10.001%
of the Common Stock outstanding of AFC Enterprises.  The ownership
of one investment company, Fidelity Advisor Small Cap Fund,
amounted to 2,545,930 shares or 10.001% of the Common Stock
outstanding.

                       About AFC Enterprises

AFC Enterprises, Inc. (NASDAQ: AFCE), develops, operates and
franchises quick-service restaurants under the trade names
Popeyes(R) Chicken & Biscuits and Popeyes(R) Louisiana Kitchen.
The Company operates two business segments: franchise restaurants
and company-operated restaurants.

The Company's balance sheet as of December 27, 2009, showed
$116.6 million in total assets and $134.8 million in total
liabilities for a $18.2 million stockholders' deficit.

                           *     *     *

As reported by the Troubled Company Reporter on December 18, 2009,
Moody's Investors Service affirmed all ratings of AFC Enterprises,
including its B1 Corporate Family Rating and Ba3 rating of its
senior secured credit facilities, with a stable outlook.  Its
Speculative Grade Liquidity rating was affirmed at SGL-3
concurrently.


AFC ENTERPRISES: Dismisses Grant Thornton & Taps PwC as Auditor
---------------------------------------------------------------
The Audit Committee of the Board of Directors of AFC Enterprises,
Inc., recently conducted a competitive process to determine the
Company's independent registered public accounting firm for the
Company's 2010 fiscal year.  As a result of this process,
effective April 9, 2010, the Audit Committee approved the
engagement of PricewaterhouseCoopers LLC as the Company's
independent registered public accounting firm for the Company's
2010 fiscal year.

Also effective April 12, 2010, the Audit Committee informed Grant
Thornton LLP, the Company's independent registered public
accounting firm for the 2009 fiscal year, that it would not be
re-engaged as the independent registered public accounting firm
and that its engagement would terminate no later than the date of
the filing of the Company's proxy statement for its 2010 Annual
Meeting of Shareholders.

During the fiscal years ended December 27, 2009, and December 28,
2008, and the subsequent interim period through April 14, 2010,
the Company had (i) no disagreements with Grant Thornton on any
matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, any of which that, if
not resolved to Grant Thornton's satisfaction, would have caused
it to make reference to the subject matter of any such
disagreement in connection with its reports for such years and
interim period and (ii) no reportable events within the meaning of
Item 304(a)(1)(v) of Regulation S-K.

Grant Thornton's reports on the Company's consolidated financial
statements for the fiscal years ended December 27, 2009, and
December 28, 2008, did not contain an adverse opinion or
disclaimer of opinion, and were not qualified or modified as to
uncertainty, audit scope or accounting principles.

During the fiscal years ended December 27, 2009, and December 28,
2008, and the subsequent interim period through April 14, neither
the Company nor anyone on its behalf has consulted with PwC
regarding (i) the application of accounting principles to a
specific transaction, either completed or proposed, (ii) the type
of audit opinion that might be rendered on the Company's financial
statements, (iii) any matter that was the subject of a
disagreement within the meaning of Item 304(a)(1)(iv) of
regulation S-K, or (iv) any reportable event within the meaning of
Item 304(a)(1)(v) of Regulation S-K.

                       About AFC Enterprises

AFC Enterprises, Inc. (NASDAQ: AFCE), develops, operates and
franchises quick-service restaurants under the trade names
Popeyes(R) Chicken & Biscuits and Popeyes(R) Louisiana Kitchen.
The Company operates two business segments: franchise restaurants
and company-operated restaurants.

The Company's balance sheet as of December 27, 2009, showed
$116.6 million in total assets and $134.8 million in total
liabilities, resulting in a $18.2 million stockholders' deficit.

                           *     *     *

As reported by the Troubled Company Reporter on December 18, 2009,
Moody's Investors Service affirmed all ratings of AFC Enterprises,
including its B1 Corporate Family Rating and Ba3 rating of its
senior secured credit facilities, with a stable outlook.  Its
Speculative Grade Liquidity rating was affirmed at SGL-3
concurrently.


ALLENTOWN APARTMENTS: Case Summary & 20 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Allentown Apartments, LLC
        128 East Seventh Street
        Plainfield, NJ 07060

Bankruptcy Case No.: 10-21404

Chapter 11 Petition Date: April 15, 2010

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

Judge: Rosemary Gambardella

Debtor's Counsel: Richard D. Trenk, Esq.
                   E-mail: rtrenk@trenklawfirm.com
                  Thomas Michael Walsh, Esq.
                   E-mail: twalsh@trenklawfirm.com
                  Trenk, DiPasquale, Webster,
                   Della Fera & Sodono, P.C.
                  347 Mt. Pleasant Avenue, Suite 300
                  West Orange, NJ 07052
                  Tel: (973) 243-8600
                  Fax: (973) 243-8677

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/njb10-21404.pdf

The petition was signed by David M. Connolly, manager.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Connolly Properties, Inc.              09-44498   12/22/09


ALTECH STAR: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Altech Star, Inc.
        4365 Route 1 South, Suite 205
        Princeton, NJ 08540

Bankruptcy Case No.: 10-21379

Chapter 11 Petition Date: April 15, 2010

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

Judge: Raymond T. Lyons Jr.

Debtor's Counsel: Robert C. Nisenson, Esq.
                  Robert C. Nisenson, LLC
                  10 Auer Court, Suite E
                  East Brunswick, NJ 08816
                  Tel: (732) 238-8777
                  Fax: (732) 238-8758
                  E-mail: rnisenson@aol.com

Scheduled Assets: $415,121

Scheduled Debts: $1,029,292

A list of the Company's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/njb10-21379.pdf

The petition was signed by Munavar Sheriff, president.


ALTER COMMUNICATIONS: In Chapter 11 to Deal With $362,000 Judgment
------------------------------------------------------------------
Bill Rochelle at Bloomberg News reports that Alter Communications,
Inc., filed for Chapter 11 protection in Baltimore to deal with a
$362,000 judgment in favor of a former printer.  Debt includes
$641,000 owing to a secured lender.

Rachel Bernstein at Business Journal of Baltimore says the legal
judgment award was to a former print vendor H.G. Roebuck & Son.
Ms. Bernstein says H.G. Roebuck sued the Alter claiming the
company held accountable for two year left in its contract.
Roebuck charged the company about $400,000, or 40%, above the
market rate services.  Alter lost the lawsuit in Baltimore County
Circuit in December 2009, she notes.

Business Journal further relates that the Company said it owes
$110,000 loan to Baltimore Development Corp.; $33,000 in
insurance, Kelly & Associates Insurance; and $16,000 in lease
payments, 901 LLC in Owings Mills.

Based in Baltimore, Maryland, Alter Communications publishes the
Baltimore Jewish Times.  Other publications include the magazine
Style, with 90,000 circulation, and Chesapeake Life, with a
circulation of 57,000.

Alter Communications filed for Chapter 11 on April 14 (Bankr. D.
Md. Case No. 10-18241).  Alan M. Grochal, Esq., and Maria Ellena
Chavez-Ruark, Esq., at Tydings and Rosenberg, in Baltimore, serve
as the Debtor's bankruptcy counsel.  The Debtor listed both
estimated assets and debts between $1,000,001 and $10,000,000.


AMADEUS TRUST: Case Summary & 2 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Amadeus Trust LLC
        888 Napoli Drive
        Pacific Palisades, CA 90272

Bankruptcy Case No.: 10-24450

Chapter 11 Petition Date: April 15, 2010

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

Judge: Alan M. Ahart

Debtor's Counsel: Amadeus Trust LLC

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

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

The petition was signed by Gerald Gocastern, trustee.

Debtor's List of 2 Largest Unsecured Creditors:

         Entity                Nature of Claim        Claim Amount
         ------                ---------------        ------------
Wailea Beach Villas            HOA Dues                   $200,000
3800 Wailea Alani, E201
Wailea, Maui, HI 96753

Westgate HOA                   HOA Dues                    $16,000
11847 Gorham Avenue, #303
Los Angeles, CA 90049


AMERICANFIRST BANK: Closed; TD Bank NA Assumes All Deposits
-----------------------------------------------------------
TD Bank, National Association, Wilmington, Delaware, acquired the
banking operations, including all the deposits, of three Florida-
based institutions.  To protect depositors, the Federal Deposit
Insurance Corporation entered into a purchase and assumption
agreement with TD Bank, N.A.

The institutions were closed by their respective chartering
authority, and the FDIC was named receiver for each institution.
AmericanFirst Bank, Clermont, was closed by the Florida Office of
Financial Regulation; First Federal Bank of North Florida,
Palatka, was closed by the Office of Thrift Supervision; and
Riverside National Bank of Florida, Fort Pierce, was closed by the
Office of the Comptroller of the Currency.  The three failed
institutions were not affiliated with one another.

The branches of the three closed institutions will reopen as
branches of TD Bank, N.A. under their normal business hours,
including those with Saturday hours.  Depositors will
automatically become depositors of TD Bank, N.A. Deposits will
continue to be insured by the FDIC, so there is no need for
customers to change their banking relationship to retain their
deposit insurance coverage.  AmericanFirst Bank has three branches
in Florida; First Federal Bank of North Florida has eight branches
in Florida; and Riverside National Bank of Florida has 58 branches
in Florida.

As of December 31, 2009, AmericanFirst Bank had total assets of
$90.5 million and total deposits of $81.9 million; First Federal
Bank of North Florida had total assets of $393.3 million and total
deposits of $324.2 million; and Riverside National Bank of Florida
had total assets of $3.42 billion and total deposits of
$2.76 billion.  Besides assuming all the deposits from the three
Florida institutions, TD Bank, N.A., will purchase virtually all
their assets.

The FDIC and TD Bank, N.A. entered into a loss-share transaction
on $2.20 billion of the failed institutions' assets. Initially, TD
Bank, N.A. and the FDIC will share in the losses on assets on a
50% - 50% basis.

The loss-share transaction is projected to maximize returns on the
assets covered by keeping them in the private sector. The
transaction also is expected to minimize disruptions for loan
customers. For more information on loss share, visit:

  http://www.fdic.gov/bank/individual/failed/lossshare/index.html

Customers who have questions about the transactions can call the
FDIC toll free: for AmericanFirst Bank customers, 1-800-830-4731;
for First Federal Bank of North Florida customers, 1-800-823-5346;
and for Riverside National Bank of Florida customers, 1-800-528-
6357.  Interested parties can also visit the FDIC's Web site:

for AmericanFirst Bank:

   http://www.fdic.gov/bank/individual/failed/americanfirst.html

for First Federal Bank of North Florida:

   http://www.fdic.gov/bank/individual/failed/ffbnf.html

and for Riverside National Bank of Florida:

   http://www.fdic.gov/bank/individual/failed/riverside-natl.html

The FDIC estimates that the cost to the Deposit Insurance Fund for
AmericanFirst Bank will be $10.5 million; for First Federal Bank
of North Florida, $6.0 million; and for Riverside National Bank of
Florida, 491.8 million.  TD Bank, N.A.'s acquisition of all the
deposits of the three institutions was the "least costly" option
for the FDIC's DIF compared to alternatives.

These were the 44th, 45th, and 46th banks to fail in the nation
this year, and the seventh, eighth, and ninth banks to close in
Florida.  Prior to these failures, the last bank closed in the
state was Key West Bank, Key West, on March 26, 2010.


AVAYA INC: Bank Debt Trades at 10% Off in Secondary Market
----------------------------------------------------------
Participations in a syndicated loan under which Avaya, Inc., is a
borrower traded in the secondary market at 89.88 cents-on-the-
dollar during the week ended Friday, April 16, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents an increase of 0.63 percentage
points from the previous week, The Journal relates.  The Company
pays 275 basis points above LIBOR to borrow under the facility.
The bank loan matures on Oct. 26, 2014, and is not rated by
Moody's and Standard & Poor's.  The debt is one of the biggest
gainers and losers among 205 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.

Avaya, Inc., based in Basking Ridge, New Jersey, is a supplier of
communications systems and software for enterprise customers.

The Troubled Company Reporter stated on Dec. 23, 2009, that
Moody's downgraded Avaya's corporate family rating to B3 from B2.
The downgrade was driven by challenges presented by the
acquisition of Nortel's enterprise assets as well as the large
amount of additional debt incurred to finance the acquisition
(approximately $1 billion).

The TCR reported on Sept. 16, 2009, that Standard & Poor's placed
its ratings, including the 'B' corporate credit rating, on Avaya,
Inc., on CreditWatch with negative implications, following the
company's announcement that it has been accepted as the buyer of
Nortel Networks Corp.'s (not rated) Enterprise Solutions
businesses, for $900 million.


BAINBRIDGE SHOPPING: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Bainbridge Shopping Center II, LLC
         c/o John R. McGill
        4425 Military Trail
        Jupiter, FL 33458

Bankruptcy Case No.: 10-19383

Chapter 11 Petition Date: April 11, 2010

Court: United States Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Erik P. Kimball

Debtor's Counsel: Arthur J. Spector, Esq.
                  350 E Las Olas Blvd #1000
                  Ft. Lauderdale, FL 33301
                  Tel: (954) 525-9900
                  Fax: (954) 523-2872
                  E-mail: aspector@bergersingerman.com

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

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

The petition was signed by John R. McGill, company's president.

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

Debtor-affiliate that filed separate Chapter 11 petition:

                                                  Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
John R. McGill                         09-19425     5/15/09


BCAC LLC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: BCAC, LLC
         c/o Orion Realty Advisors
        1675 North Barker Road, Suite 200
        Brookfield, WI 53045

Bankruptcy Case No.: 10-10709

Chapter 11 Petition Date: April 15, 2010

Court: U.S. Bankruptcy Court
       Middle District of North Carolina (Greensboro)

Debtor's Counsel: Christine L. Myatt, Esq.
                  Suite 100, 701 Green Valley Road
                  P.O. Box 3463
                  Greensboro, NC 27408
                  Tel: (336) 373-1600
                  E-mail: cmyatt@nexsenpruet.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 F. Rice, manager.

A list of the Debtor's 20 Largest Unsecured Creditors:

         Entity                  Nature of Claim   Claim Amount
         ------                  ---------------   ------------
Puritan Finance Corporation      Mezzanine Lender    $1,900,000
Attn: Gary K. Kirshenbaum
55 West Monroe Street, Suite 359
Chicago, IL 60603

Guilford County Tax Department   2009 ad valorem        $59,818
P.O. Box 71072                   taxes
Charlotte, NC 28272-1072

Home Depot Supply                --                      $9,010
P.O. Box 509058
San Diego, CA 92150-9058

Orion Realty Advisors, LLC       --                      $7,790

City of Greensboro Tax           2009 taxes              $7,351
Collector

Triad Apartment Guide - HPC      --                      $3,720

ProCover Painters                --                      $3,510

Royal Carpet Care                --                      $3,315

ACES Service Systems, Inc.       --                      $3,011

Covenant Cleaning                --                      $2,980

Roto-Rooter                      --                      $2,371

Wilmar Industries, Inc.          --                      $2,124

Baker Tilly Virchow Krause, LLP  --                      $2,000

Hernandez Carpet Cleaning, LLC   --                      $1,695

Millennium Landscaping, Inc.     --                      $1,650

Sherwin Williams                 --                      $1,006

In the Swim                      --                        $616

Roger Martin (the Tub Man)       --                        $400

McNeely Pest Control             --                        $340

Duke Power                       --                        $320


BEACON VILLAGE: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Beacon Village, LLC
        128 East Seventh Street
        Plainfield, NJ 07060

Bankruptcy Case No.: 10-21397

Chapter 11 Petition Date: April 15, 2010

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

Judge: Novalyn L. Winfield

Debtor's Counsel: Richard D. Trenk, Esq.
                   E-mail: rtrenk@trenklawfirm.com
                  Thomas Michael Walsh, Esq.
                   E-mail: twalsh@trenklawfirm.com
                  Trenk, DiPasquale, Webster,
                  Della Fera & Sodono, P.C.
                  347 Mt. Pleasant Avenue, Suite 300
                  West Orange, NJ 07052
                  Tel: (973) 243-8600
                  Fax: (973) 243-8677

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/njb10-21397.pdf

The petition was signed by David M. Connolly, Trustee under Beacon
Village Trust, sole member of the company.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Connolly Properties, Inc.              09-44498    12/22/09


BEAZER HOMES: Board Increases Authorized Shares to 180 Million
--------------------------------------------------------------
Beazer Homes USA, Inc., on April 13, 2010, filed with the Delaware
Secretary of State a Certificate of Amendment to the Company's
Amended and Restated Certificate of Incorporation increasing the
Company's total authorized common stock from 80 million shares to
180 million shares.  The Certificate of Amendment was approved by
the stockholders at the 2010 Annual Meeting of Stockholders.

At the 2010 Annual Meeting, the stockholders approved the Beazer
Homes USA, Inc., 2010 Equity Incentive Plan.  The Incentive Plan,
which will be administered by the Compensation Committee of
Beazer's Board of Directors, provides for the issuance of the
following types of incentive awards to employees, employees of
service providers and non-employee directors of Beazer and its
affiliates:

     -- stock options (both incentive stock options and non-
        qualified stock options);

     -- stock appreciation rights;

     -- restricted stock and restricted stock units;

     -- incentive awards and other stock-based awards; and

     -- dividend equivalents.

All awards granted under the Incentive Plan will be governed by
separate written agreements between the Company and the
participants.  The written agreements will specify the terms and
conditions of the award.  All awards must be granted at the fair
market value of the award on the grant date.  Awards under the
Incentive Plan will be subject to a three-year minimum vesting
period for time-based awards or a one-year minimum performance
period for performance-based awards.

The maximum number of shares of Beazer's common stock that may be
issued under the Incentive Plan pursuant to awards is 6,000,000
shares, subject to certain customary adjustment provisions;
provided, that only 3,000,000 of the shares may be issued in
connection with full value awards (which are awards other than
options, stock appreciation rights or other stock-based awards in
the nature of purchase rights).  Shares relating to awards that
are terminated will again be available for issuance under the
Incentive Plan.  Shares not issued as a result of a net settlement
of an award, tendered or withheld to pay the price of an award or
withholding taxes or purchases on the open market with the
proceeds of the exercise price of an award will not again be
available for issuance under the Incentive Plan.

In the event of or in anticipation of a Change in Control, the
Compensation Committee in its discretion may terminate outstanding
awards (a) by giving the participants notice and an opportunity to
exercise the awards that are then exercisable and then
terminating, without any payment, all awards that have not been
exercised (including those that were not exercisable) or (b) by
paying the participant the value of the awards that are then
vested, exercisable or payable without payment for any awards that
are not then vested, exercisable or payable or that have no value.
Alternatively, the Compensation Committee may take such other
action as it determines to be reasonable under the circumstances
to permit the participant to realize the value of the award.
Awards will not be terminated to the extent they are to be
continued after the Change in Control.

Except as otherwise provided in the agreement covering the award,
if a participant who is employed by (or a director of or other
service provider to) Beazer or any of its affiliates at the time
of the Change in Control then holds (i) options, SARs or stock-
based awards that are in the nature of purchase rights, all such
options, SARs and stock-based awards will become fully exercisable
on and after the Change in Control (subject to the expiration
provisions otherwise applicable to such awards), and any shares of
common stock purchased by the participant under such awards
following such Change in Control will be fully vested upon
exercise, or (ii) full value awards, such full value awards will
become fully vested on the date of the Change in Control.

No awards may be made under the Incentive Plan after February 3,
2020.  No awards have been granted under the Incentive Plan.

At the 2010 Annual Meeting of Stockholders, the stockholders
elected Laurent Alpert, Brian C. Beazer, Peter G. Leemputte, Ian
J. McCarthy, Norma A. Provencio, Larry T. Solari and Stephen P.
Zelnak to serve as directors until the next annual meeting of
stockholders or until their successors are elected and qualified.

The Stockholders also ratified the appointment of Deloitte &
Touche, LLP as the Company's independent registered public
accounting firm for the fiscal year ending September 30, 2010.

                       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 in 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.


BERNARD MADOFF: Court Defers Ruling on Merkin Bid to Dismiss Suit
-----------------------------------------------------------------
Bloomberg News' Bill Rochelle reports that the U.S. Bankruptcy
Court for the Southern District of New York heard argument last
week on a motion by the Ariel and Gabriel funds controlled by Ezra
Merkin seeking dismissal of a lawsuit brought against them by the
trustee for Bernard L. Madoff Investment Securities Inc.

Mr. Rochelle recalls the funds claim they lost more than the $33
million the trustee is suing to recover on account of withdrawals
they made before the fraud was uncovered.  Mr. Rochelle says the
judge said he would rule later.

As reported by the Troubled Company Reporter on February 19, 2010,
Andrew M. Harris at Bloomberg News said State Supreme Court
Justice Richard B. Lowe denied J. Ezra Merkin's bid for dismissal
of a lawsuit filed against him and his Gabriel Capital Corp.  In a
23-page decision, Judge Lowe said he found the attorney general's
allegations sufficient to allow the suit to move forward.  The
TCR, citing Bloomberg, said State Attorney General Andrew Cuomo
filed the suit, alleging that Mr. Merkin and Gabriel Capital
secretly placed $2.4 billion of client funds with Mr. Madoff, who
ran the world's biggest Ponzi scheme.

The case is People of the State of New York by Andrew M.
Cuomo v. J. Ezra Merkin, 450879-2009, New York State Supreme
Court, New York County (Manhattan).

                   About Bernard L. Madoff

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

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

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

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

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

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


BERNARD MADOFF: Hong Kong Investor Targets Standard Chartered
-------------------------------------------------------------
Bloomberg News' Elizabeth Amon reports that Hong Kong investor,
John Li Kwok-heem, is seeking $1.17 million from a local unit of
Standard Chartered Plc after he allegedly bought shares in
Fairfield Greenwich Group, an equity fund operated by Bernard
Madoff, based on advice from a private banker.

Bloomberg relates Mr. Li's investment in Fairfield shrunk to
$1,600 by December 2008, after U.S. authorities froze Mr. Madoff's
assets and a receiver was appointed to oversee the fund, according
to a writ filed in Hong Kong's High Court on April 12.

The report says Mr. Li bought shares in the fund in August 2005
based on a recommendation from Amy Chau of American Express Bank,
which was renamed Standard Chartered International (USA) after it
was taken over by the London-based lender, the writ said.

                   About Bernard L. Madoff

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

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

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

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

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

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


B.R HOME: Case Summary & 4 Largest Unsecured Creditors
------------------------------------------------------
Debtor: B.R Home Development LLC
        109-19 15th Avenue
        College Point, NY 11356

Bankruptcy Case No.: 10-43268

Chapter 11 Petition Date: April 15, 2010

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

Judge: Elizabeth S. Stong

Debtor's Counsel: Narissa A. Joseph, Esq.
                  277 Broadway, Suite 501
                  New York, NY 10017
                  Tel: (212) 233-3060
                  Fax: (212) 608-0304
                  E-mail: njosephlaw@aol.com

Scheduled Assets: $1,815,000

Scheduled Debts: $3,954,130

A list of the Company's 4 largest unsecured creditors is
available for free at http://bankrupt.com/misc/nyeb10-43268.pdf

The petition was signed by Silvio Spallone.


BRIARWOOD CAPITAL: Bar Date Extension Hearing Set for April 21
--------------------------------------------------------------
The Hon. Peter W. Bowie of the U.S. Bankruptcy Court for the
Southern District of California will consider at a hearing on
April 21, 2010, at 10:00 a.m., the motion extending the bar date
to file proofs of claim against Briarwood Capital, LLC.  The
hearing will be held at Courtroom 328, 325 West F Street, San
Diego, California.

Creditor Lennar Corporation sought for an extension of time to
file proofs of claim until the resolution of litigation between
Lennar and the Debtor.

Rancho Santa Fe, California-based Briarwood Capital, LLC, filed
for Chapter 11 bankruptcy protection on February 23, 2010 (Bankr.
S.D. Calif. Case No. 10-02677).  Jeffry A. Davis, Esq., at Mintz
Levin Cohn Ferris Glovsky & Popeo, assists the Company in its
restructuring efforts.  In its schedules, the Debtor disclosed
$292,798,759 in total assets against $18,563,641 in total
liabilities.



BRIARWOOD CAPITAL: Files Schedules of Assets and Liabilities
------------------------------------------------------------
Briarwood Capital, LLC, filed with the U.S. Bankruptcy Court for
the Southern District of California its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property          $292,798,759
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $6,739,038
  E. Creditors Holding
     Unsecured Priority
     Claims                                           $14,159
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $11,810,444
                                 -----------      -----------
        TOTAL                   $292,798,759      $18,563,641

Rancho Santa Fe, California-based Briarwood Capital, LLC, filed
for Chapter 11 bankruptcy protection on February 23, 2010 (Bankr.
S.D. Calif. Case No. 10-02677).  Jeffry A. Davis, Esq., at Mintz
Levin Cohn Ferris Glovsky & Popeo, assists the Company in its
restructuring efforts.


BRIARWOOD CAPITAL: KBR Group Wants Ch. 11 Trustee Appointed
-----------------------------------------------------------
The Hon. Peter W. Bowie of the U.S. Bankruptcy Court for the
Southern District of California will consider KBR Group, LLC, et
al.'s motion to appoint a Chapter 11 trustee in Briarwood Capital,
LLC's Chapter 11 case at a hearing on April 21, 2010.

Rancho Santa Fe, California-based Briarwood Capital, LLC, filed
for Chapter 11 bankruptcy protection on February 23, 2010 (Bankr.
S.D. Calif. Case No. 10-02677).  Jeffry A. Davis, Esq., at Mintz
Levin Cohn Ferris Glovsky & Popeo, assists the Company in its
restructuring effort.  The Company listed $100,000,001 to
$500,000,000 in assets and $10,000,001 to $50,000,000 in
liabilities.


BRIARWOOD CAPITAL: Taps Mintz Levin as Bankruptcy Counsel
---------------------------------------------------------
Briarwood Capital, LLC, asks the U.S. Bankruptcy Court for the
Southern District of California for permission to employ Mintz
Levin Cohn Ferris Glovsky and Popeo P.C. as counsel.

Mintz Levin will, among other things:

   -- advise the Debtor with regards to the requirements of the
      Bankruptcy Court, the Bankruptcy Code, the Bankruptcy rules
      and the Office of the U.S. Trustee;

   -- represent the Debtor in proceedings or hearings before this
      Court and other courts; and

   -- advise the Debtor with regard to rights and remedies of the
      bankruptcy estate and duties as debtor-in-possession.

Jeffry A. Davis, Esq., member of the firm, tells the Court that
prepetition, Mintz Levin received $20,000 in fees and $25,000
retainer from the Debtor.  The hourly rates of Mintz Levin
personnel are:

     Jeffrey Davis                           $615
     Joseph R. Dunn, associate               $420
     Bruce Elder, associate                  $310
     Abigail V. O'Brient, associate          $285

Mr. Davis assures the Court that Mintz Levin is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

Mr. Davis can be reached at:

     Mintz Levin Cohn Ferris Glovsky and Popeo P.C.
     3580 Carmel Mountain Road, Suite 300
     San Diego, CA 92130
     Tel: (858) 314-1500
     Fax: (858) 314-1501

Rancho Santa Fe, California-based Briarwood Capital, LLC, filed
for Chapter 11 bankruptcy protection on February 23, 2010 (Bankr.
S.D. Calif. Case No. 10-02677).  Jeffry A. Davis, Esq., at Mintz
Levin Cohn Ferris Glovsky & Popeo, assists the Company in its
restructuring effort.  The Company listed $100,000,001 to
$500,000,000 in assets and $10,000,001 to $50,000,000 in
liabilities.


BUTLER BANK: Closed; People's United Bank Assumes All Deposits
--------------------------------------------------------------
Butler Bank, Lowell, Massachusetts, was closed on April 16, 2010,
by the Massachusetts Division of Banks, which appointed the
Federal Deposit Insurance Corporation as receiver.  To protect the
depositors, the FDIC entered into a purchase and assumption
agreement with People's United Bank, Bridgeport, Connecticut, to
assume all of the deposits of Butler Bank.

The four branches of Butler Bank reopened during normal business
hours beginning Saturday as branches of People's United Bank.
Depositors of Butler Bank will automatically become depositors of
People's United Bank.  Deposits will continue to be insured by the
FDIC, so there is no need for customers to change their banking
relationship to retain their deposit insurance coverage.
Customers should continue to use their former Butler Bank branch
until they receive notice from People's United Bank that it has
completed systems changes to allow other People's United Bank
branches to process their accounts as well.

As of December 31, 2009, Butler Bank had approximately
$268.0 million in total assets and $233.2 million in total
deposits.  People's United Bank did not pay the FDIC a premium to
assume all of the deposits of Butler Bank.  In addition to
assuming all of the deposits, People's United Bank agreed to
purchase essentially all of the failed bank's assets.

The FDIC and People's United Bank entered into a loss-share
transaction on $206.1 million of Butler Bank's assets.  People's
United Bank will share in the losses on the asset pools covered
under the loss-share agreement.  The loss-share transaction is
projected to maximize returns on the assets covered by keeping
them in the private sector.  The transaction also is expected to
minimize disruptions for loan customers.  For more information on
loss share, visit:

  http://www.fdic.gov/bank/individual/failed/lossshare/index.html

Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-355-0814.  Interested parties also can
visit the FDIC's Web site at:

    http://www.fdic.gov/bank/individual/failed/butlerbank.html

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $22.9 million.  People's United Bank's acquisition of all
the deposits was the "least costly" resolution for the FDIC's DIF
compared to all alternatives.  Butler Bank is the 47th FDIC-
insured institution to fail in the nation this year, and the first
in Massachusetts.  The last FDIC-insured institution closed in the
state was Ludlow Savings Bank, Ludlow, October 21, 1994.


BUZZ ELECTRONICS: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Buzz Electronics, Inc.
        1402 Coney Island Avenue
        Brooklyn, NY 11230

Bankruptcy Case No.: 10-43266

Chapter 11 Petition Date: April 15, 2010

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

Judge: Jerome Feller

Debtor's Counsel: Arnold Mitchell Greene, Esq.
                  Robinson Brog Leinwand Greene et al
                  875 Third Avenue, 9th Floor
                  New York, NY 10022
                  Tel: (212) 603-6399
                  Fax: (212) 956-2164
                  E-mail: amg@robinsonbrog.com

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

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

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

The petition was signed by Heshy Biegeleisen, president.


BUZZ ELECTRONICS: Sec. 341 Meeting Slated for May 24
----------------------------------------------------
Diana G. Adams, the U.S. Trustee for Region 2, will convene a
meeting of creditors of Buzz Electronics, Inc., on May 24, 2010,
at 10:00 a.m. at 271 Cadman Plaza East, Room 4529, in Brooklyn,
New York.

Buzz Electronics filed a Chapter 11 bankruptcy petition on
April 15, 2010 (Bank. E.D.N.Y. 10-43266).  Judge Jerome Feller
presides over the case.

The Debtor is represented by:

    Arnold Mitchell Greene, Esq.
    Robinson Brog Leinwand Greene
    875 Third Avenue, 9th Floor
    New York, New York 10022
    Tel: (212) 603-6399
    Fax: (212) 956-2164
    E-mail: amg@robinsonbrog.com

Buzz Electronics, Inc. -- http://www.thebuzzelectronics.com/-- is
an electronics/appliance/gift store based in Brooklyn, New York.
It disclosed $100,000 to $500,000 in estimated assets against
$1,000,000 to $10,000,000 in estimated debts.


CABLEVISION SYSTEMS: Offers to Exchange 8-5/8% Notes for New Notes
------------------------------------------------------------------
Cablevision Systems Corporation is offering to exchange
$900,000,000 aggregate principal amount of the outstanding,
unregistered Cablevision 8-5/8% Senior Notes due 2017 for new,
substantially identical 8-5/8% Series B Senior Notes due 2017 that
will be free of the transfer restrictions of the old notes.
Cablevision will announce the expiration of the offer at a later
date.

Cablevision agreed with the initial purchasers of the old notes to
make this offer and to register the issuance of the new notes
after the initial sale of the old notes.  This offer applies to
any and all old notes tendered by the deadline.

Cablevision will not list the new notes on any established
exchange.  The new notes will have the same financial terms and
covenants as the old notes, and are subject to the same business
and financial risks.

A full-text copy of the prospectus is available at no charge at
http://ResearchArchives.com/t/s?6039

                    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 in
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.


CEDARHILL OPERATING: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Cedarhill Operating Co., L.L.C.
        P.O. Box 20064
        Tuscaloosa, AL 35402

Bankruptcy Case No.: 10-70794

Chapter 11 Petition Date: April 9, 2010

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

Debtor's Counsel: Herbert Newell, Esq.
                  Newell and Associates, LLC
                  2117 Jack Warnker Pkwy Ste 5
                  Tuscaloosa, AL 35401-1029
                  Tel: (205) 343-0340
                  Fax: (205) 343-2060
                  E-mail: hnewell@newell-law.com

Estimated Assets: $9,970,751

Estimated Debts: $5,186,174

A list of the Company's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/alnb10-70794.pdf

The petition was signed by Robert Land, manager.


CHENIERE ENERGY: BlackRock Hikes Equity Stake to 11.19%
-------------------------------------------------------
BlackRock, Inc., disclosed that as of March 31, 2010, it may be
deemed to beneficially own 6,405,060 shares or roughly 11.19% of
Cheniere Energy, Inc.'s common stock.

BlackRock said 2,903,622 of those shares represent shares that may
under certain circumstances be convertible into shares of common
and 3,501,438 represent directly held common (Cusip 16411R208).

As of December 31, 2009, BlackRock beneficially owned 3,241,005
shares or roughly 5.73% of the common stock of Cheniere Energy,
Inc.

                       About Cheniere Energy

Houston, Texas-based Cheniere Energy, Inc. (NYSE Amex: LNG) --
http://www.cheniere.com/-- is developing a network of three LNG
receiving terminals and related natural gas pipelines along the
Gulf Coast of the United States. Cheniere is pursuing related
business opportunities both upstream and downstream of the
terminals.  Cheniere is also the founder and holds a 30% limited
partner interest in a fourth LNG receiving terminal.

At December 31, 2009, the Company had total assets of
$2,732,622,000 against total current liabilities of $66,212,000,
long-term debt, net of discount of $2,692,740,000, long-term debt-
related parties of $349,135,000, deferred revenue of $33,500,000
and other non-current liabilities of $23,162,000.  Total deficit
widened to $432,127,000 at December 31, 2009, from total deficit
of $274,054,000 at December 31, 2008.


CHENIERE ENERGY: Compensation Panel OKs 2010 Goals & Bonus Plan
---------------------------------------------------------------
The Compensation Committee on April 8, 2010, approved the Cheniere
Energy, Inc., 2010 Goals & Bonus Plan.  The Corporate Plan under
the 2010 Goals & Bonus Plan covers all employees of the Company
not designated as participants in the Company's field operator and
technician plan and is designed to link the performance goals and
bonus awards for the 2010 performance year to margin goals that
are tied to short-term and long-term contracts entered into by the
Company.

A bonus pool will be generated for the 2010 performance year from
which bonuses will be paid to the participants.  The bonus pool
will be funded based on the total amount of gross margins --
defined as earnings minus direct costs (non-GAAP measure) --
generated from short-term and long-term contracts entered into by
the Company during the 2010 fiscal year.  The bonus pool will have
a minimum funding of $5,000,000, which will be increased with 12
percent of any gross margin generated from short-term and long-
term contracts.  Gross margins generated from short-term
contracts, which are defined as contracts entered into for a
period of less than four years, will fund the bonus pool only to
the extent that gross margins from short-term contracts are
credited to the 2010 fiscal year.  Gross margins generated from
long-term contracts, which are defined as contracts entered into
for a period of four years or more, will equal the present value
of the gross margins over the contract(s) term, applying a 15%
discount rate to gross margins in year four and beyond -- Long-
Term Component.

Following the 2010 performance period, the $5,000,000 Minimum
Funding and the Short-Term Component of the Bonus will be paid in
cash no later than February 28, 2011, to participants who are
employees of the Company as of such payment date.  The Long-Term
Component of the Bonus will be paid to the participants in a
combination of 50% cash and 50% equity, subject to vesting
requirements and potential cash limitations.  Each participant's
cash and equity portion of the Long-Term Component will be
determined no later than February 28, 2011, and will be paid in
one-third installments.  The first installment of the cash and
equity portions of the Long-Term Component will vest and be paid
no later than February 28, 2011, to the participants who are
employees of the Company as of that date -- Initial Vesting Date.
The second installment of the cash and equity portions of the
Long-Term Component will vest and be paid to the participants on
the first anniversary of the Initial Vesting Date, and the third
installment will vest and be paid on the second anniversary of the
Initial Vesting Date.  The total number of shares to be granted to
participants under the equity portion of the Long-Term Component
will be determined by dividing 50% of the total amount of the
Long-Term Component by the average closing price of the Company's
common stock as reported on the NYSE Amex, LLC for the month of
December 2010.  The first installment of the equity portion of the
Long-Term Component will be granted in the form of freely tradable
shares of Stock.  The second and third installments of the equity
portion of the Long-Term Component will be granted in the form of
restricted stock of the Company.  The Stock and Restricted Stock
Grants will be made from the Company's Amended and Restated 2003
Stock Incentive Plan, as amended, or any successor plan.  In the
event the Company does not have sufficient shares of Stock in the
2003 LTIP or a successor plan at the time of grant to fund the
equity portion of the Bonus, then the Company may settle the
unfunded equity portion of the Bonus with cash.

Except as set forth, a participant will forfeit any unvested
portion of his or her Bonus if the participant's employment with
the Company terminates for any reason prior to the applicable
vesting dates.  Any unvested portion of the Bonus will become
immediately vested and payable to the participant (or the
beneficiary in the case of the participant's death) if (i) the
Company terminates the participant's employment without Cause or
the participant terminates his or her employment for Good Reason,
or (ii) the participant dies or incurs a Disability or a Change of
Control occurs before the Bonus is fully vested.  Notwithstanding
the foregoing, in any circumstance in which the 2003 LTIP
definitions of Disability or Change of Control would be operative
and with respect to which the income tax under Section 409A of the
Internal Revenue Code of 1986, as amended, would apply or be
imposed, but where such tax would not apply or be imposed if the
meaning of the term "Disability" met the requirements of Section
409A(a)(2)(A)(ii) of the Code or "Change of Control" met the
requirements of Section 409A(a)(2)(A)(v) of the Code, then the
term "Disability" shall have the meaning ascribed to it within the
meaning of Treas. Reg. Section 1.409A-3(i)(4) and "Change of
Control" shall mean, but only for the transaction so affected, a
"change in control event" within the meaning of Treas. Reg.
Section 1.409A-3(i)(5).  If the payment of the Bonus would be
subject to additional taxes and interest under Section 409A of the
Code because the timing of such payment is not delayed as provided
in Section 409A(a)(2)(B) of the Code, then such payment will be
paid on the date that is six months (plus one day) after the date
of the participant's termination of employment with the Company
(or if such payment date does not fall on a business day, the next
following business day), or such earlier date upon which such
payment can be paid under Section 409A of the Code without being
subject to such additional taxes and interest.

The total annual cash Bonus payment that may be paid to all
participants is limited to $20,000,000 per year until the bonus
pool is paid.  The Company has the right to take any action as may
be necessary or appropriate to satisfy any federal, state, local
or any other tax withholding obligations as it determines are
necessary at the time payments of the Bonus are made.

                       About Cheniere Energy

Houston, Texas-based Cheniere Energy, Inc. (NYSE Amex: LNG) --
http://www.cheniere.com/-- is developing a network of three LNG
receiving terminals and related natural gas pipelines along the
Gulf Coast of the United States. Cheniere is pursuing related
business opportunities both upstream and downstream of the
terminals.  Cheniere is also the founder and holds a 30% limited
partner interest in a fourth LNG receiving terminal.

At December 31, 2009, the Company had total assets of
$2,732,622,000 against total current liabilities of $66,212,000,
long-term debt, net of discount of $2,692,740,000, long-term debt-
related parties of $349,135,000, deferred revenue of $33,500,000
and other non-current liabilities of $23,162,000.  Total deficit
widened to $432,127,000 at December 31, 2009, from total deficit
of $274,054,000 at December 31, 2008.


CINRAM INTL: Bank Debt Trades at 19% Off in Secondary Market
------------------------------------------------------------
Participations in a syndicated loan under which Cinram
International, Inc., is a borrower traded in the secondary market
at 80.80 cents-on-the-dollar during the week ended Friday,
April 16, 2010, according to data compiled by Loan Pricing Corp.
and reported in The Wall Street Journal.  This represents an
increase of 1.40 percentage points from the previous week, The
Journal relates.  The Company pays 175 basis points above LIBOR to
borrow under the facility.  The bank loan matures on April 26,
2011, and carries Moody's B3 rating and Standard & Poor's B-
rating.  The debt is one of the biggest gainers and losers among
205 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

As reported by the Troubled Company Reporter on Feb. 3, 2010,
Standard & Poor's lowered its ratings on Scarborough, Ontario-
based Cinram International, Inc., including the long-term
corporate credit rating to 'B-' from 'B'.  At the same time, S&P
placed all the ratings on CreditWatch with negative implications.
"The rating actions follow the announcement that Cinram received
notice that Warner Home Video, Inc., has exercised its option to
terminate its service agreements with Cinram on July 31, 2010,"
said Standard & Poor's credit analyst Lori Harris.  Warner Home
Video (WHV; not rated) is a subsidiary of Time Warner, Inc.
(BBB/Stable/A-2).

On Feb. 5, 2010, the TCR said Moody's downgraded Cinram
International's corporate family and probability of default
ratings to Caa1 and Caa2 (previously B3 and Caa1).  Individual
debt instruments were also downgraded by one notch.  The rating
actions stem directly from Cinram's announcement that "it has
received written notice from Warner Home Video Inc. that WHV has
exercised its option to terminate its service agreements on
July 31, 2010.  The notice covers all Cinram entities globally and
will directly impact operations in North America, Mexico, UK,
France, Germany and Spain.

Cinram has not provided a clear explanation of the underlying
commercial issues that caused the WHV contract termination notice.

With headquarters in Toronto, Ontario, Canada, Cinram
International, Inc., is one of the world's largest independent
manufacturers, replicators and distributors of DVDs and audio CDs.


CITADEL BROADCASTING: Bank Debt Trades at 8% Discount
-----------------------------------------------------
Participations in a syndicated loan under which Citadel
Broadcasting Corporation is a borrower traded in the secondary
market at 92.00 cents-on-the-dollar during the week ended Friday,
April 16, 2010, according to data compiled by Loan Pricing Corp.
and reported in The Wall Street Journal.  This represents an
increase of 0.80 percentage points from the previous week, The
Journal relates.  The Company pays 175 basis points above LIBOR to
borrow under the facility, which matures on June 1, 2014.  Moody's
has withdrawn its rating while Standard & Poor's has assigned a
default rating, on the bank debt.  The debt is one of the biggest
gainers and losers among 205 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.

Citadel Broadcasting Corporation (OTC BB: CTDB) --
http://www.citadelbroadcasting.com/-- is the third largest radio
group in the United States, with a national footprint reaching
more than 50 markets. Citadel is comprised of 166 FM stations and
58 AM stations in the nation's leading markets, in addition to
Citadel Media, which is one of the three largest radio networks in
the United States.

Citadel Broadcasting filed for Chapter 11 with 50 affiliates on
Dec. 20, 2009, in Manhattan (Bankr. S.D.N.Y. Case No. 09-17422).
The Company listed assets of $1.4 billion and debt of $2.5 billion
in its Chapter 11 filing.  Kirkland & Ellis LLP is serving as
legal counsel and Lazard Freres & Co. LLC.  As financial advisor
for the restructuring.  Kurtzman Carson Consultants is serving as
claims and notice agent.

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


CITIGROUP INC: Reports $4.4 Billion 1st Quarter 2010 Net Income
---------------------------------------------------------------
Citigroup Inc. reported first quarter 2010 net income of $4.4
billion or $0.15 per diluted share, and revenues of $25.4 billion.

Revenues grew $7.5 billion and net income increased $5.8 billion,
excluding the $10.1 billion pre-tax loss from the TARP repayment
and exit of the loss-sharing agreement with the U.S. government in
the fourth quarter of 2009.  Provisions for credit losses and for
benefits and claims declined $2.4 billion sequentially to $8.6
billion, the lowest level since the first quarter of 2008.
Expenses were down 6% sequentially to $11.5 billion.

Citigroup assets were $2.0 trillion at quarter end, up 8%
sequentially.  Cash and deposits with banks were $189 billion, or
9.4% of total assets, compared to $193 billion, or 10.4% of total
assets in the prior quarter.  Citigroup deposits were $828
billion, down 1% sequentially.

"Citi today is fundamentally a very different company from what it
was only two years ago," said Vikram Pandit, Citi's Chief
Executive Officer. "With its financial strength, strategic
clarity, efficiency, world-class business talent, and unique
global footprint, Citi is well positioned to benefit from the key
drivers of economic growth in developed and emerging markets.

Mr. Pandit added, "All of us at Citi recognize that we would not
be where we are without the assistance of American taxpayers. We
are gratified that Citi has been able to repay their TARP
investment in our company, with a substantial return, as well as
create a significant increase in the value of their equity in
Citi.

"Still, that is not enough.  We owe taxpayers a huge debt of
gratitude for assisting us at a critical time.  We are determined
to repay this debt by continuing to build a strong company and
contribute to America's economic recovery," Mr. Pandit said.

A full-text copy of Citigroup's earnings release is available at
no charge at http://ResearchArchives.com/t/s?604e

A full-text copy of Citigroup's quarterly financial data
supplement is available at no charge at
http://ResearchArchives.com/t/s?604f

                         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.


CITY BANK: Closed; Whidbey Island Bank Assumes All Deposits
-----------------------------------------------------------
City Bank of Lynnwood, Washington, was closed on April 16, 2010,
by the Washington Department of Financial Institutions, which
appointed the Federal Deposit Insurance Corporation as receiver.
To protect the depositors, the FDIC entered into a purchase and
assumption agreement with Whidbey Island Bank, Coupeville,
Washington, to assume all of the deposits of City Bank.

The eight branches of City Bank will reopen during normal business
hours as branches of Whidbey Island Bank.  Depositors of City Bank
will automatically become depositors of Whidbey Island Bank.
Deposits will continue to be insured by the FDIC, so there is no
need for customers to change their banking relationship to retain
their deposit insurance coverage.  Customers should continue to
use their former City Bank branch until they receive notice from
Whidbey Island Bank that it has completed systems changes to allow
other Whidbey Island Bank branches to process their accounts as
well.

As of December 31, 2009, City Bank had approximately $1.13 billion
in total assets and $1.02 billion in total deposits.  Whidbey
Island Bank paid the FDIC a premium of 1.0 percent to assume all
of the deposits of City Bank.  In addition to assuming all of the
deposits, Whidbey Island Bank agreed to purchase approximately
$704.1 million of the failed bank's assets.

The FDIC and Whidbey Island Bank entered into a loss-share
transaction on $455.6 million of City Bank's assets.  Whidbey
Island Bank will share in the losses on the asset pools covered
under the loss-share agreement.  The loss-share transaction is
projected to maximize returns on the assets covered by keeping
them in the private sector.  The transaction also is expected to
minimize disruptions for loan customers.  For more information on
loss share, visit:

  http://www.fdic.gov/bank/individual/failed/lossshare/index.html

Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-881-7816.  Interested parties also can
visit the FDIC's Web site at:

      http://www.fdic.gov/bank/individual/failed/citybank.html

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $323.4 million.  Whidbey Island Bank's acquisition of all
the deposits was the "least costly" resolution for the FDIC's DIF
compared to all alternatives.  City Bank is the 50th FDIC-insured
institution to fail in the nation this year, and the fifth in
Washington.  The last FDIC-insured institution closed in the state
was Rainier Pacific Bank, Tacoma, February 26, 2010.


COMCAM INTERNATIONAL: Pritchett Siler Raises Going Concern Doubt
----------------------------------------------------------------
ComCam International, Inc. filed on April 16, 2010, its annual
report on Form 10-K for the year ended December 31, 2009.

Pritchett, Siler & Hardy, P.C., in Salt Lake City, expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that of the
Company's substantial losses and working capital deficit.

The Company reported a net loss of $430,648 on $24,086 of revenue
for 2009, compared with a net loss of $526,172 on $11,502 of
revenue for 2008.

The Company's balance sheet as of December 31, 2009, showed
$2,278,996 in assets and $3,243,346 of debts, for a stockholders'
deficit of $964,350.

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

               http://researcharchives.com/t/s?6042

West Chester, Pa.-based ComCam International, Inc. is both a
network solutions innovator and a provider of fusion technologies
for security products and modern networks.  The Company's
proprietary digital wireless camera systems and security
integration solutions address complex command-and-control
applications for rapid-deployment military situations, borders,
ports, airports, and detention facilities.


COMMERCIAL VEHICLE: Rutabaga No Longer Holds Shares
---------------------------------------------------
Rutabaga Capital Management in Boston, Massachusetts, disclosed
that as of March 31, 2010, it no longer held shares of Commercial
Vehicle Group Inc.

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

Commercial Vehicle Group Inc.'s balance sheet at December 31,
2009, showed $250.5 million in total assets and $288.2 million in
total liabilities, resulting in a $37.7 million stockholders'
deficit.

                          *     *     *

Commercial Vehicle carries a 'Caa2' Corporate Family Rating and
'Caa2/LD' Probability of Default Rating from Moody's.  It has a
'CCC+' corporate credit rating from Standard & Poor's.


COMMERCIAL VEHICLE: Annual Stockholders' Meeting Set for May 13
---------------------------------------------------------------
The 2010 Annual Meeting of Stockholders of Commercial Vehicle
Group, Inc., will be held May 13, 2010, at 1:00 p.m. (Eastern
Time), at the Company's headquarters located at 7800 Walton
Parkway, in New Albany, Ohio.

The annual meeting is being held for these purposes:

     1. To elect three Class III Directors to serve until the
        annual meeting of stockholders in 2013 and until their
        successors are duly elected and qualified or until their
        earlier removal or resignation;

     2. To ratify the appointment of Deloitte & Touche LLP as the
        independent registered public accounting firm of
        Commercial Vehicle Group, Inc., for the fiscal year ending
        December 31, 2010; and

     3. To transact such other business as may properly come
        before the annual meeting or any adjournment or
        postponement thereof.

Stockholders of record at the close of business on March 17, 2010,
will be entitled to vote at the annual meeting.

A full-text copy of the Company's proxy statement is available at
no charge at http://ResearchArchives.com/t/s?6033

                  About Commercial Vehicle Group

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

Commercial Vehicle Group Inc.'s balance sheet at December 31,
2009, showed $250.5 million in total assets and $288.2 million in
total liabilities, resulting in a $37.7 million stockholders'
deficit.

                          *     *     *

Commercial Vehicle carries a 'Caa2' Corporate Family Rating and
'Caa2/LD' Probability of Default Rating from Moody's.  It has a
'CCC+' corporate credit rating from Standard & Poor's.


COMMUNITY HEALTH: Bank Debt Trades at 2% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Community Health
Systems, Inc., is a borrower traded in the secondary market at
98.35 cents-on-the-dollar during the week ended Friday, April 16,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents an increase
of 0.74 percentage points from the previous week, The Journal
relates.  The Company pays 225 basis points above LIBOR to borrow
under the facility.  The bank loan matures on May 1, 2014, and
carries Moody's Ba3 rating and Standard & Poor's BB rating.  The
debt is one of the biggest gainers and losers among 205 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

Based in Franklin, Tennessee, Community Health Systems, Inc. --
http://www.chs.net/-- is the largest publicly traded operator of
hospitals in the United States in terms of number of facilities
and net operating revenues.  The company provides healthcare
services through these hospitals that it owns and operates in non-
urban and selected urban markets throughout the United States.
The company also owns and operates home health agencies, including
four home health agencies located in markets where it does not
operate a hospital.  Through its wholly owned subsidiary, Quorum
Health Resources, LLC, the company provides management and
consulting services to non-affiliated general acute care hospitals
located throughout the United States.


COVANTA ENERGY: Bank Debt Trades at 2% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Covanta Energy
Corp. is a borrower traded in the secondary market at 97.58 cents-
on-the-dollar during the week ended Friday, April 16, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 0.88
percentage points from the previous week, The Journal relates.
The Company pays 150 basis points above LIBOR to borrow under the
facility.  The bank loan matures on Feb. 9, 2014, and carries
Moody's Ba1 rating and Standard & Poor's BB rating.  The debt is
one of the biggest gainers and losers among 205 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

Headquartered in Fairfield, New Jersey, Covanta Energy Corp. --
http://www.covantaenergy.com/-- is a publicly traded holding
company whose subsidiaries develop, own or operate power
generation facilities and water and wastewater facilities in the
United States and abroad.  Covanta has operations in the
Philippines, China, Costa Rica, India, and Bangladesh.


CS REAL: Case Summary & 5 Largest Unsecured Creditors
-----------------------------------------------------
Debtor: CS Real Estate Holdings, LLC
        133 Delsea Drive
        Sewell, NJ 08080

Bankruptcy Case No.: 10-20811

Chapter 11 Petition Date: April 11, 2010

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

Judge: Judith H. Wizmur

Debtor's Counsel: Neil I. Sternstein, Esq.
                  Law Office of Neil I. Sternstein
                  Five Aberdeen Place
                  Woodbury, NJ 08096
                  Tel: (856) 848-6214
                  E-mail: nisesq@yahoo.com

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

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/njb10-20811.pdf

The petition was signed by Susan Obey, company's CEO and
president.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
CJS Associates                         10-17818    3/15/10


CSTS INC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: CSTS, Inc.
          aka Computer Systems Technical Support
          aka EZE Travel
        735 Challenger Street
        Brea, CA 92821-2948

Bankruptcy Case No.: 10-14600

Chapter 11 Petition Date: April 9, 2010

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

Judge: Theodor Albert

Debtor's Counsel: Shalem Shem-Tov, Esq.
                  Netzah & Jankielewicz, Inc.
                  16601 Ventura Blvd., 4th Floor
                  Encino, CA 91436
                  Tel: (818) 995-4200
                  Fax: (818) 783-6775
                  E-mail: shalem@netjanlaw.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/cacb10-14600.pdf

The petition was signed by Samuel Paz, president.


DANA HOLDING: Bank Debt Trades at >1% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Dana Holding
Corporation is a borrower traded in the secondary market at 99.10
cents-on-the-dollar during the week ended Friday, April 16, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 0.78
percentage points from the previous week, The Journal relates.
The Company pays 375 basis points above LIBOR to borrow under the
facility.  The bank loan matures on Jan. 31, 2015, and carries
Moody's B1 rating and Standard & Poor's B+ rating.  The debt is
one of the biggest gainers and losers among 205 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

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.


DAVID PHILLIPS: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Joint Debtors: David P. Phillips
               Joanne Phillips
               10500 Stoneleige Street
               Fort Smith, AR 72908

Bankruptcy Case No.: 10-71924

Chapter 11 Petition Date: April 15, 2010

Court: U.S. Bankruptcy Court
       Western District of Arkansas (Fort Smith)

Judge: Ben T. Barry

Debtor's Counsel: Stanley V Bond, Esq.
                  Attorney at Law
                  P.O. Box 1893
                  Fayetteville, AR 72701-1893
                  Tel: (479) 444-0255
                  Fax: (479) 444-7141
                  E-mail: attybond@me.com

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

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

A list of the Joint Debtors' 20 largest unsecured creditors,
filed together with the petition, is available for free at
http://bankrupt.com/misc/arwb10-71924.pdf

The petition was signed by the Joint Debtors.


DIAMOND BAY: Says Estate Has No Assets; Wants Case Dismissed
------------------------------------------------------------
Diamond Bay, LLC, asks the U.S. Bankruptcy Court for the Western
District of North Carolina to dismiss its Chapter 11 case.  The
Debtor explains that there are no remaining assets in the Debtor's
estate.

Charlotte, North Carolina-based Diamond Bay, LLC, filed for
Chapter 11 bankruptcy protection on November 19, 2009 (Bankr. W.D.
N.C. Case No. 09-33198).  Anna Cotten Wright, Esq., who has an
office in Charlotte, North Carolina, assists the Company in its
restructuring efforts.  According to the schedules, the Company
has assets of $37,109,239, and total debts of $47,406,203.


DIRICKSON MUHAMMAD: Case Summary & 16 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Dirickson Muhammad
        6916 Kipland Parkway
        District Heights, Md 20747

Bankruptcy Case No.: 10-18336

Chapter 11 Petition Date: April 15, 2010

Court: U.S. Bankruptcy Court
       District of Maryland (Greenbelt)

Judge: Thomas J. Catliota

Debtor's Counsel: Kim D. Parker, Esq.
                  Attorney At Law
                  2123 Maryland Avenue
                  Baltimore, MD 21218
                  Tel: (410) 234-2621
                  Fax: (410) 234-2612
                  E-mail: lawoffkimparker@aol.com

Total Assets: $868,638

Total Debts: $1,846,940

A list of the Debtor's 16 largest unsecured creditors,
filed together with the petition, is available for free at
http://bankrupt.com/misc/mdb10-18336.pdf

The petition was signed by the Debtor.


ELIAS NAMAN: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Elias Michael Naman, II
        9990 Waterford Way
        Mobile, AL 36695

Bankruptcy Case No.: 10-01596

Chapter 11 Petition Date: April 9, 2010

Court: United States Bankruptcy Court
       Southern District of Alabama (Mobile)

Debtor's Counsel: Michael B. Smith, Esq.
                  PO Box 40127
                  Mobile, AL 36640
                  Tel: (251) 441-8077
                  E-mail: smi067@aol.com

Scheduled Assets: $798,802

Scheduled Debts: $1,525,268

A list of the Company's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/alsb10-01596.pdf

The petition was signed by Elias M. Naman, II.


EMMIS COMMUNICATIONS: Fails to Pay Preferred Stock Dividend
-----------------------------------------------------------
Emmis Communications Corporation said holders of its 6.25% Series
A Cumulative Convertible Preferred Stock (NASDAQ: EMMSP) are
entitled to elect two new members to the Company's Board of
Directors.  The election, triggered by the Company's non-payment
of its April 15, 2010, Preferred Stock dividend, will occur at the
Company's annual meeting of shareholders on July 14, 2010.
Nominations for these two director positions must be received by
the Company's Secretary by the close of business on April 26,
2010, in accordance with the Company's by-laws.

As of April 15, 2010, the Company had not paid the Preferred Stock
dividend for six consecutive quarterly periods.  The terms of the
Preferred Stock state that if this happens, the number of director
positions on the Company's Board automatically increases from
eight to ten.  The holders of the Preferred Stock, voting as a
separate class, are entitled to elect two directors to fill these
two vacancies at the Company's next shareholders' meeting and at
each annual shareholders' meeting thereafter until the dividends
are paid in full.

Because the right of the holders of the Preferred Stock to elect
directors arose after the normal deadline for shareholders to
submit nominations for directors to be elected at the 2010 annual
meeting, pursuant to the Company's by-laws, any nominations for
these two vacant director positions must be received by the
Company's Secretary prior to the close of business on April 26,
2010.  Section 2.11 of the Company's by-laws requires that
nominations must be in writing and must include all information
required by Regulation 14A promulgated pursuant to the Securities
Exchange Act of 1934, as amended.  In addition, any nomination
must include the nominee's written consent to be named in the
Company's proxy statement as a nominee and his or her agreement to
serve as a director if elected.  Failure to follow the procedures
set forth in the Company's by-laws will result in the nomination
being declared defective.

The Company's corporate governance guidelines are under the
"Investors" tab on its Web site, along with its articles of
incorporation and code of by-laws.  In general, the Company's
directors should not serve on more than six other public company
boards, should meet independence and diversity criteria, should
not be over the age of 70, should have skills and experience that
will complement the Company's needs, and should not hold an
interest in other broadcasters that would cause the Company to
violate FCC ownership limits.

                  About Emmis Communications

Headquartered in Indianapolis, Indiana, Emmis Communications
Corporation owns and operates radio stations and magazine
publications in the U.S. and in Europe.

As of November 30, 2009, the Company had total assets of
$513,406,000 against total liabilities of $497,070,000 and Series
A Cumulative Convertible Preferred Stock of $140,459,000,
resulting in shareholders' deficit of $173,894,000.  As of
November 30, 2009, the Company had non-controlling interests of
$49,771,000 and total deficit of $124,123,000.

                           *     *     *

As reported by the Troubled Company Reporter on June 22, 2009,
Moody's Investors Service changed Emmis Communications' senior
secured term loan rating to Caa2 from Ca following the completion
of a series of Dutch auction transactions pursuant to a March 3,
2009 credit facility amendment.  The revised rating reflects the
Company's capital structure, pro-forma for an roughly
$78 million reduction of term loan debt which has resulted from
these transactions.  In addition, Moody's removed the "/LD"
designation previously appended to the Probability of Default
rating on April 27, 2009.

In April 2009, Moody's cut its corporate family rating on the
Company to 'Caa2'.

In May 2009, S&P raised its corporate credit rating on the Company
to 'CCC+'.  In June, S&P withdrew the 'CCC+' Corp. Credit Rating
at the Company's request.


EMMIS COMMUNICATIONS: Compensation Panel Adopts New Bonus Plan
--------------------------------------------------------------
The Compensation Committee of Emmis Communications Corporation's
Board of Directors on April 6, 2010, adopted a new bonus plan for
the fiscal year ending February 28, 2011.  Under the plan, bonuses
paid to Emmis executive officers will be based entirely on the
attainment of specified EBITDA goals.  At the end of each fiscal
quarter, the Committee will determine whether or not pre-
established quarterly domestic radio EBITDA, international radio
EBITDA, interactive EBITDA and total Company EBITDA performance
goals were achieved.  The Committee will award a quarterly bonus
to each participant whose quarterly performance goal was achieved.
The quarterly bonus, if any, will be 20% of the participant's
annual target bonus amount.  At the end of the fiscal year, the
Committee will determine whether or not the pre-established annual
domestic radio EBITDA, international radio EBITDA, interactive
EBITDA and total Company EBITDA performance goals were achieved
and will award an annual bonus to each participant whose annual
performance goal was achieved.  The annual bonus, if any, will be
the participant's annual target bonus amount less quarterly
bonuses received during the year.

Emmis will also establish an excess bonus pool of 10% of the
amount by which total Company EBITDA for the year exceeds the
total Company EBITDA goal for the year.  Each participant in the
plan who achieves their specified annual EBITDA goal will
participate in the excess bonus pool in proportion to their annual
target bonus amount.  Quarterly bonuses, if any, will be paid
following the filing of the Company's quarterly report on Form
10-Q, and annual bonuses, if any, will be paid following the
filing of the Company's annual report on Form 10-K.  Bonuses are
expected to be paid in cash, but may be paid in shares of the
Company's Class A Common Stock if the Committee determines to do
so.  The plan is generally designed to comply with Internal
Revenue Code Section 162(m) to maximize the tax deductibility of
any bonuses paid under the plan.  As such, the plan is to be
administered under a new 2010 Equity Compensation Plan that will
be put before the Company's shareholders for approval at the
annual meeting of shareholders in July 2010.

                  About Emmis Communications

Headquartered in Indianapolis, Indiana, Emmis Communications
Corporation owns and operates radio stations and magazine
publications in the U.S. and in Europe.

As of November 30, 2009, the Company had total assets of
$513,406,000 against total liabilities of $497,070,000 and Series
A Cumulative Convertible Preferred Stock of $140,459,000,
resulting in shareholders' deficit of $173,894,000.  As of
November 30, 2009, the Company had non-controlling interests of
$49,771,000 and total deficit of $124,123,000.

                        *     *     *

As reported by the Troubled Company Reporter on June 22, 2009,
Moody's Investors Service changed Emmis Communications' senior
secured term loan rating to Caa2 from Ca following the completion
of a series of Dutch auction transactions pursuant to a March 3,
2009 credit facility amendment.  The revised rating reflects the
Company's capital structure, pro-forma for an roughly
$78 million reduction of term loan debt which has resulted from
these transactions.  In addition, Moody's removed the "/LD"
designation previously appended to the Probability of Default
rating on April 27, 2009.

In April 2009, Moody's cut its corporate family rating on the
Company to 'Caa2'.

In May 2009, S&P raised its corporate credit rating on the Company
to 'CCC+'.  In June, S&P withdrew the 'CCC+' Corp. Credit Rating
at the Company's request.


ERICKSON RETIREMENT: Court Confirms Plan & Approves Redwood Sale
----------------------------------------------------------------
DLA Piper said Friday that Erickson Retirement Communities LLC and
its affiliated debtors have emerged from bankruptcy after the U.S.
Bankruptcy Court for the Northern District of Texas confirmed the
Debtors' plan of reorganization and sale to Redwood Capital
Investments LLC.

"Led by DLA Piper attorneys Thomas Califano and John Cusack,
Erickson emerged from bankruptcy in expedited fashion as the court
approved Erickson's reorganization plan and sale to Redwood
Capital and affiliates in less than seven months," the law firm
said in a statement.

In December 2009, Redwood outbid an investment group led by
Kohlberg Kravis Roberts & Co. during an auction held at DLA
Piper's New York office at the end of a process run by Matt
Niemann of Houlihan Lokey.  Redwood Capital agreed to purchase all
of Erickson's assets for $365 million.  The conditions of Redwood
Capital's successful bid required that a consensual plan of
reorganization be agreed to by Erickson's numerous creditors
holding in excess of $2 billion of debt no later than April 30,
2010.

While under bankruptcy protection, DLA Piper worked with the
company and its advisors to stabilize operations, put in place
debtor in possession financing and provide certainty to the
Erickson's residents.  The operational improvements and
stabilization of the business were led by Guy Sansone of Alvarez
and Marsal as Chief Restructuring Officer.

"It's highly unusual and remarkable that a complex bankruptcy of
this scale was completed in such a tight timeframe," said
Califano, vice chair of DLA Piper's Restructuring practice.  "It
was essential that this transaction and reorganization be
completed in an expeditious manner to preserve the rights of the
residents.  The only way this would be done was by aggressively
driving the process to a result."

"We pursued an aggressive time schedule designed to capitalize on
Erickson's inherent value in the senior living sector and to avoid
a deterioration of Erickson's business.  The expedited auction and
reorganization allowed the company to preserve value for all
stakeholders and protect the residents interest in their living
communities," said Cusack, Vice-chair of DLA Piper's Finance
practice and Chair of its Real Estate Capital Markets Group.
"With financing for the purchase and development of new senior
living facilities still generally unavailable to its competitors,
Erickson under Redwood Capital's ownership will find itself in a
unique position to grow based on several existing sites that are
ready for development and expansion."

                      Creditors Support Plan

BMC Group, Inc., submitted to the Court on April 14, 2009, a
tabulation of votes received for Erickson Retirement Communities,
LLC's Fourth Amended Joint Plan of Reorganization.  About 58 claim
classes were entitled to vote on the Amended Plan.  As gathered
from the report, 58 Classes voted in favor of the Amended Plan.

BMC presented to the Court a summary of the tabulation results:

               # of Ballots # of Ballots Amount      Amount
               Accepting    Rejecting    Accepting   Rejecting
  Description/ (% of Num.   (% of Num.   (% of Amt.  (% of Amt.
  Class        Voted)       Voted)       Voted)      Voted)
  ------------ ------------ -----------  ----------  ----------
Erickson
Group, Inc.
Guaranty
Claims             19           0      $241,270,194       $0
Class 4        (100.00%)     (0.00%)    (100.00%)       (0.00%)

Erickson
Retirement
Communities, LLC
Corporate
Revolver
Claims             11           0      $195,234,710       $0
Class 3        (100.00%)     (0.00%)    (100.00%)       (0.00%)

Erickson
Retirement
Communities, LLC
Interest Rate
Swap
Claims              2           0        $8,389,117       $0
Class 4        (100.00%)     (0.00%)    (100.00%)       (0.00%)

Erickson
Retirement
Communities, LLC
UMBC Building
Construction
Loan Claims        2            0       $18,474,332       $0
Class 6        (100.00%)     (0.00%)    (100.00%)       (0.00%)

Erickson
Retirement
Communities, LLC
Management
Agreement
Claims             2            0          $--            $--
Class 7        (100.00%)     (0.00%)    (100.00%)       (0.00%)

Erickson
Retirement
Communities, LLC
General
Unsecured
Claims           978            22    $1,182,415,128        $0
Class 8        (97.80%)      (2.20%)     (99.92%)       (0.08%)

Erickson
Construction
LLC
Corporate
Revolver
Claims            10            0      $182,819,277        $0
Class 4       (100.00%)      (0.00%)     (100.00%)      (0.00%)

Erickson
Construction
LLC
UMBC Building
Construction
Loan Claims       2             0       $18,474,332        $0
Class 5       (100.00%)      (0.00%)     (100.00%)      (0.00%)

Erickson
Construction
LLC
General
Unsecured
Claims           60             3       $63,689,372  $155,606
Class 7        (95.24%)      (4.76%)      (99.76%)      (0.24%)

A summary of tabulation of votes for the Debtor Landowners is
available for free at:

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

BMC also prepared a detailed report of all Ballots received
through April 13, 2010, including the ballots that were not
counted.  A full-text copy of the Tabulation Report is available
for free at: http://bankrupt.com/misc/BMC_TabulationReport.pdf

Several parties asserted that they oppose confirmation of the
Debtors' Fourth Amended Joint Plan of Reorganization.  They
include:

  * The Bank of New York Mellon,
  * Wells Fargo Bank National Association,
  * HCP, Inc. and affiliates,
  * certain insurance companies,
  * Regional Construction Services, Inc. and Sergio Luciani,
  * certain contract parties, and
  * governmental entities.

"The Plan represents the culmination of extensive, arm's-length
negotiations taking placing over several months' time," the
Debtors emphasize.  The Plan also presents the best opportunity
for the Debtors' business to remain viable, Vincent P. Slusher,
Esq., at DLA Piper LLP, in Dallas, Texas, counsel to the Debtors,
asserts.  The Debtors believe that objections to the Plan lack
merit and do not raise valid points of fact and law sufficient to
prevent confirmation.

                  Plan Exhibits & Amendments

Erickson Retirement Communities LLC and its debtor-affiliates
filed with U.S. Bankruptcy Court for the Northern District of
Texas on April 8, 2010, certain exhibits to their Fourth Amended
Joint Plan of Reorganization.  The Plan Supplement contains (i)
amendments to the Plan; (ii) list of initial officers of Redwood-
ERC Senior Living Holdings, LLC and its affiliates that will
acquire the Debtors' assets; (iii) settlement agreements with
certain parties; (iv) a revised recovery analysis; (v) an
amendment to the Second Amended Master Purchase and Sale
Agreement; and (vi) a GST Loan assignment agreement.

The Debtors filed with the Court a copy of the Plan dated
March 8, 2010, containing a number of modifications.  A full-text
copy of the Plan Amendments is available for free at:

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

The Debtors also filed on April 9, 2010, an amended list of
contracts to be assumed under the Plan, a copy of which is
available for free at:

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

The Official Committee of Unsecured Creditors submitted to the
Court on April 9, 2010, a draft of an agreement governing the
formation of a litigation trust to be entered among the Debtors,
the Reorganized Debtors, the Redwood Entities and a litigation
trustee.  A full-text copy of the Litigation Trust Agreement is
available for free at:

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

On the Plan Effective Date, certain individuals will serve as the
initial officers of the Redwood Entities, which consist of
Redwood Holdings; Redwood-ERC Development, LLC; Redwood-ERC
Management, LLC; Redwood-ERC Properties, LLC; Redwood-ERC Senior
Care, LLC; Redwood-ERC Ashburn, LLC; Redwood-ERC Concord, LLC;
Redwood-ERC Dallas, LLC; Redwood-ERC Houston, LLC; Redwood-ERC
Kansas, LLC; Redwood-ERC Littleton, LLC; Redwood-ERC Novi, LLC;
and Redwood-ERC Tinton Falls II, LLC.  The initial officers are:

  Name                 Position
  ----                 --------
  James C. Davis       Chief Executive Officer
  William F. Butz      Chief Financial Officer
  R. Alan Butler       Chief Operating Officer, Treasurer
  Matthew Narrett      Chief Medical Officer
  Debra Doyle          Executive Vice President for Operations
  Gerald Doherty       Executive Vice President, Secretary

                         Settlements

The Debtors entered into a settlement and release agreement with
Strategic Ashby Ponds Lender, LLC, and Strategic Concord
Landholder, LP, which provides, among others, that the Debtors
will make a $1,000,000 cash payment to the Strategic Entities from
the TIP pursuant to the terms and conditions of the Plan, and
allocated between the Strategic Entities as they may subsequently
direct prior to April 13, 2010.

The Debtors also entered into a settlement and release agreement
with Point View II, LLC, PPF MF 3900 Gracefield Road, LLC and
Sovereign Bank.  The Debtors have filed a motion seeking
Bankruptcy Court approval of the Settlement Agreement.  The
Settlement Agreement essentially provides that on the Plan
Effective Date, all funds held in an escrow account held by
Sovereign Bank will be released to PPF immediately.

The Debtors have previously filed with the Court a settlement
agreement they entered with MSRESS III Dallas Campus, L.P.; MSRESS
III Denver Campus, LLC and MSRESS III Kansas Campus, L.P. and
Capmark Finance, Inc.

Approval for the Settlement Agreements require entry of an order
confirming the Plan that incorporates and reflects the terms and
conditions of the Settlement Agreements.  The Strategic Entities
also agree to support the Plan.

Full-text copies of the Settlement Agreements are available for
free at:

  http://bankrupt.com/misc/ERC_MSRESSIIISettlement.pdf
  http://bankrupt.com/misc/ERC_StrategicEntitiesSettlement.pdf
  http://bankrupt.com/misc/ERC_SovereignBankSettlement.pdf

                   Revised Recovery Analysis,
             MSPA Amendment and GST Loan Documents

Under the Revised Recovery Analysis, the Debtors estimate
$128,897,000 in total value that will be available for
distribution.

The Debtors and the Redwood Entities entered into a first
amendment to the 2nd MSPA.  The First Amendment provides, among
others, the assumption of the Cedar Crest Receivable and revised
terms of options to acquire certain additional assets of the
Debtors.

The Debtors also submitted a draft of an agreement governing
Erickson Group's assumption and assignment of the GST Loan to an
assignee, as trustee for the benefit of the Debtors' Construction
Lenders asserting Guaranty Claims against Erickson Group.

Full-text copies of the Recovery Analysis, First Amendment and
the GST Assignment Agreement are:

  http://bankrupt.com/misc/ERC_RevRecoveryAnalysis.pdf
  http://bankrupt.com/misc/ERC_Amndmentto2ndAmMSPA.pdf
  http://bankrupt.com/misc/ERC_GSTAssignmntAgr.pdf

                     About Erickson Retirement

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

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

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

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


EXPRESS DEVELOPMENT: Files for Chapter 11 Bankruptcy in Oklahoma
----------------------------------------------------------------
Diana Baldwin at News Oklahoma reports that Express Development
LLC filed for Chapter 11 bankruptcy in the U.S. Bankruptcy Court
for the Western District of Oklahoma after failing to pay Union
Bank and Spirit Bank $8.4 million plus interest.

Ms. Baldwin reports that the company owes $5.7 million to Union
Bank and $2.7 million to Spirit Bank.  The company listed debts of
between $1 million and $10 million, says Ms. Baldwin, citing
papers filed with the court.

Express Development LLC is a property developer.


FIRST FEDERAL BANK: Closed; TD Bank NA Assumes All Deposits
-----------------------------------------------------------
TD Bank, National Association, Wilmington, Delaware, acquired the
banking operations, including all the deposits, of three Florida-
based institutions.  To protect depositors, the Federal Deposit
Insurance Corporation entered into a purchase and assumption
agreement with TD Bank, N.A.

The institutions were closed by their respective chartering
authority, and the FDIC was named receiver for each institution.
AmericanFirst Bank, Clermont, was closed by the Florida Office of
Financial Regulation; First Federal Bank of North Florida,
Palatka, was closed by the Office of Thrift Supervision; and
Riverside National Bank of Florida, Fort Pierce, was closed by the
Office of the Comptroller of the Currency.  The three failed
institutions were not affiliated with one another.

The branches of the three closed institutions will reopen as
branches of TD Bank, N.A., under their normal business hours,
including those with Saturday hours.  Depositors will
automatically become depositors of TD Bank, N.A.  Deposits will
continue to be insured by the FDIC, so there is no need for
customers to change their banking relationship to retain their
deposit insurance coverage.  AmericanFirst Bank has three branches
in Florida; First Federal Bank of North Florida has eight branches
in Florida; and Riverside National Bank of Florida has 58 branches
in Florida.

As of December 31, 2009, AmericanFirst Bank had total assets of
$90.5 million and total deposits of $81.9 million; First Federal
Bank of North Florida had total assets of $393.3 million and total
deposits of $324.2 million; and Riverside National Bank of Florida
had total assets of $3.42 billion and total deposits of
$2.76 billion.  Besides assuming all the deposits from the three
Florida institutions, TD Bank, N.A., will purchase virtually all
their assets.

The FDIC and TD Bank, N.A., entered into a loss-share transaction
on $2.20 billion of the failed institutions' assets.  Initially,
TD Bank, N.A. and the FDIC will share in the losses on assets on a
50% - 50% basis.

The loss-share transaction is projected to maximize returns on the
assets covered by keeping them in the private sector. The
transaction also is expected to minimize disruptions for loan
customers. For more information on loss share, visit:

  http://www.fdic.gov/bank/individual/failed/lossshare/index.html

Customers who have questions about the transactions can call the
FDIC toll free: for AmericanFirst Bank customers, 1-800-830-4731;
for First Federal Bank of North Florida customers, 1-800-823-5346;
and for Riverside National Bank of Florida customers, 1-800-528-
6357.

nterested parties can also visit the FDIC's Web site:

for AmericanFirst Bank:

   http://www.fdic.gov/bank/individual/failed/americanfirst.html

for First Federal Bank of North Florida:

   http://www.fdic.gov/bank/individual/failed/ffbnf.html;

and for Riverside National Bank of Florida:

   http://www.fdic.gov/bank/individual/failed/riverside-natl.html

The FDIC estimates that the cost to the Deposit Insurance Fund for
AmericanFirst Bank will be $10.5 million; for First Federal Bank
of North Florida, $6.0 million; and for Riverside National Bank of
Florida, 491.8 million.  TD Bank, N.A.'s acquisition of all the
deposits of the three institutions was the "least costly" option
for the FDIC's DIF compared to alternatives.

These were the 44th, 45th, and 46th banks to fail in the nation
this year, and the seventh, eighth, and ninth banks to close in
Florida.  Prior to these failures, the last bank closed in the
state was Key West Bank, Key West, on March 26, 2010.


FLEETWOOD ENTERPRISES: Plan Confirmation Hearing on June 9
----------------------------------------------------------
Bill Rochelle at Bloomberg News reports that the U.S. Bankruptcy
Court for the Central District of California on April 14 approved
the disclosure statement explaining Fleetwood Enterprises Inc.'s
liquidating Chapter 11 plan.  A June 9 hearing has been scheduled
to consider confirmation of the Plan.

The Troubled Company Reporter, citing Bankruptcy Law360, said last
week Fleetwood Enterprises 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.

Mr. Rochelle reports that recoveries for some creditors were
improved to forestall opposition to confirmation:

     -- secured claims are to be paid in full;

     -- holders of the $84.3 million in 14% notes are expected to
        get a 24% recovery by receiving a portion of net proceeds
        from the liquidation after claims with higher priorities
        are paid;

     -- general unsecured creditors, with $115 million to
        $195 million in claims, are to recover between 10%
        and 17% by sharing part of the liquidation proceeds;

     -- holders of the $162 million in 6% notes would see 1.2%
        from the $2 million cash they are to be given; and

     -- holders of the $1.1 million in 5% notes should recover
        6.8% by splitting up $75,000.

Bloomberg recalls Fleetwood sold its recreational-vehicle business
in June 2009 for $53 million to private-equity investor American
Industrial Partners.  The manufactured-housing operations went for
$26.6 million cash to Cavco Industries Inc. in August 2009.

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.


FOUNTAIN VILLAGE: Can Use First Independent's Cash Until May 28
---------------------------------------------------------------
The Hon. Randall L. Dunn of the U.S. Bankruptcy Court for the
District of Oregon authorized, on an interim basis, Fountain
Village Development to use cash collateral related to the Yeon
Building in which First Independent Bank claims a security
interest until May 28, 2010.

As reported by the TCR on December 30, 2009, the Court authorized,
on an interim basis, the Company to use cash collateral in which
M&T Real Estate Trust, a Maryland real estate trust, claims a
security interest; and grant adequate protection to M&T.  The
Debtor would use the cash collateral to fund its business
operations postpetition.

Prepetition, the Debtor entered into various loan and security
agreements with lenders pertaining to its various properties.  The
lenders consist of M&T Real Estate Trust, First Independent Bank,
Telesis Community Credit Union, Fairway America, LLC, Sam and
Michelle pishue, Wells Fargo Bank, National Association, HMS
Investment Co., Inc., and Riverview community Bank.

As adequate protection for any postpetition diminution in value of
its collateral, M&T was granted a lien on and security interest in
Debtor's property and revenue therefrom in which M&T holds a valid
and enforceable prepetition lien and security interest and that is
acquired or generated postpetition.  As additional adequate
protection, the Debtor would keep the cash proceeds generated from
the collateral securing the debt of M&T in a segregated account
and make payments from collected funds from the account.

The Debtor's use of cash collateral may be continued on an interim
basis by mutual consent of the Debtor and First Independent,
subject to approval of the Court.  First Independent consents to
the use by Debtor of First Independent's cash collateral pursuant
to the Interim Order until the earlier of (a) March 31, 2010, (b)
conclusion of a final hearing on the use of cash collateral, or
(c) entry of an order granting First Independent relief from
automatic stay (but then only as to the building and rents on
which relief is granted).

Portland, Oregon-based Fountain Village Development, a general
partnership, aka Fountain Village Development Co, owns, develops,
operates, manages, and/or leases 20 buildings in Portland,
Hillsboro, and Gearhart, Oregon.  The Company has filed for
Chapter 11 bankruptcy protection on November 20, 2009 (Bankr. D.
Ore. Case No. 09-39718).  Albert N. Kennedy, Esq., and Ava L.
Schoen, Esq., who have offices in Portland, Oregon, assist the
Company in its restructuring effort.  The Company listed
$50,000,001 to $100,000,000 in assets and $50,000,001 to
$100,000,000 in liabilities.


FOUNTAIN VILLAGE: Kevin Padrick Appointed as Ch. 11 Examiner
------------------------------------------------------------
The Hon. Randall L. Dunn of the U.S. Bankruptcy Court for the
District of Oregon approved the appointment of Kevin D. Padrick as
examiner in the Chapter 11 case of Fountain Village Development.

Portland, Oregon-based Fountain Village Development, a general
partnership, aka Fountain Village Development Co, owns, develops,
operates, manages, or leases 20 buildings in Portland, Hillsboro,
and Gearhart, Oregon.  The Company has filed for Chapter 11
bankruptcy protection on November 20, 2009 (Bankr. D. Ore. Case
No. 09-39718).  Albert N. Kennedy, Esq., and Ava L. Schoen, Esq.,
who have offices in Portland, Oregon, assist the Company in its
restructuring effort.  The Company listed $50,000,001 to
$100,000,000 in assets and $50,000,001 to $100,000,000 in
liabilities.


FREDRICK CARUCCI: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Joint Debtors: Fredrick W. Carucci
               Michelle T. Carucci
               373 West Saddle River Road
               Upper Saddle River, NJ 07458

Bankruptcy Case No.: 10-21369

Chapter 11 Petition Date: April 15, 2010

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

Judge: Morris Stern

Debtor's Counsel: Kenneth J. Rosellini, Esq.
                  440 West Street #301
                  Fort Lee, NJ 07024
                  Tel: (201) 482-4470
                  Fax: (201) 482 4206
                  E-mail: krosellini@halcamlaw.com

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

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

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

The petition was signed by Fredrick W. Carucci and Michelle T.
Carucci.


GARABET KOCOGLU: Case Summary & Largest Unsecured Creditor
----------------------------------------------------------
Debtor: Garabet Kocoglu
        18012 Dali Drive
        Granada Hills, CA 91344

Bankruptcy Case No.: 10-14351

Chapter 11 Petition Date: April 15, 2010

Court: U.S. Bankruptcy Court
       Central District of California (San Fernando Valley)

Judge: Geraldine Mund

Debtor's Counsel: Aurora Talavera, Esq.
                  633 W 5th Street Suite 26066
                  Los Angeles, CA 90071
                  Tel: (213) 223-2085

Total Assets: $705,000

Total Debts: $1,190,305

The Debtor's largest unsecured creditor:

         Entity                Nature of Claim        Claim Amount
         ------                ---------------        ------------
Bank of America                Loan # 074218634           $380,000
P.O Box 961206
Fort Worth, Texas 76161


GEOSPATIAL HOLDINGS: Goff Backa Raises Going Concern Doubt
----------------------------------------------------------
Geospatial Holdings, Inc., filed on April 16, 2010, its annual
report on Form 10-K for the year ended December 31, 2009.

Goff Backa Alfera and Company, LLC, in Pittsburgh, Pa., expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
has incurred net losses since inception.  Operations and capital
requirements since inception have been funded by sales of stock
and advances from its chief executive officer, and current
liabilities exceed current assets by $3,862,583.

The Company reported a net loss of $7,797,976 on $825,669 of
revenue for 2009, compared with a net loss of $4,519,002 on
$1,567,575 of revenue for 2008.

The Company's balance sheet as of December 31, 2009, showed
$5,046,743 in assets and $6,910,345 of debts, for a
stockholders' deficit of $1,863,602.

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

               http://researcharchives.com/t/s?6040

Sarver, Pa.-based Geospatial Holdings, Inc. is an emerging
pipeline management service company that is focused on developing
and producing innovative technologies and services which offer
technically advanced solutions for managing pipeline
infrastructure assets.  The Company is the exclusive licensee of
the proprietary Smart Probe(TM) technology throughout North
America, South America and Australia.


GRAY COMMS: Bank Debt Trades at 3% Off in Secondary Market
----------------------------------------------------------
Participations in a syndicated loan under which Gray
Communications System, presently known as Gray Television, Inc.,
is a borrower traded in the secondary market at 97.07 cents-on-
the-dollar during the week ended Friday, April 16, 2010, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents an increase of 0.76 percentage
points from the previous week, The Journal relates.  The Company
pays 150 basis points above LIBOR to borrow under the facility.
The bank loan matures on Dec. 21, 2014, and carries Moody's Caa1
rating and Standard & Poor's CCC rating.  The debt is one of the
biggest gainers and losers among 205 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.

Formerly known as Gray Communications System, Atlanta, Georgia-
based Gray Television, Inc., is a television broadcast company.
Gray currently operates 36 television stations serving 30 markets.
Each of the stations are affiliated with either CBS (17 stations),
NBC (10 stations), ABC (8 stations) or FOX (1 station).  In
addition, Gray currently operates 38 digital second channels
including 1 ABC, 4 Fox, 7 CW, 16 MyNetworkTV and 1 Universal
Sports Network affiliates plus 8 local news/weather channels and 1
"independent" channel in certain of its existing markets.

Gray Television carries 'CCC' issuer credit ratings from Standard
& Poor's and 'Caa1' corporate family rating from Moody's.


HANNA MARATHON: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Hanna Marathon, LLC
        22961 Hall Road
        Macomb, MI 48042

Bankruptcy Case No.: 10-51891

Chapter 11 Petition Date: April 11, 2010

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

Judge: Walter Shapero

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

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

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

The petition was signed by Nashwan Zora, president.


HARRAH'S ENTERTAINMENT: HOC Bank Debt Trades at 104%
----------------------------------------------------
Participations in a syndicated loan under which Harrah's Operating
Company, Inc., is a borrower traded in the secondary market at
104.00 cents-on-the-dollar during the week ended Friday, April 16,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents an increase
of 0.65 percentage points from the previous week, The Journal
relates.  The Company pays 750 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Oct. 23, 2016, and
carries Moody's Caa1 rating and Standard & Poor's B- rating.  The
debt is one of the biggest gainers and losers among 205 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

Las Vegas, Nevada-based Harrah's Entertainment, Inc. --
http://www.harrahs.com/-- through its wholly owned subsidiary,
Harrah's Operating Company, Inc., operates nearly 40 casinos
across the United States, primarily under the Harrah's(R),
Caesars(R) and Horseshoe(R) brand names; Harrah's also owns the
London Clubs International family of casinos and the World Series
of Poker(R).  Private equity firms Apollo Global Management and
TPG Capital LP acquired Harrah's in January for $31 billion.

At December 31, 2009, the Company had $28.979 billion in total
assets against $27.203 billion of total liabilities and
$2.642 billion of Preferred stock.  Harrah's Entertainment
Stockholders' deficit was $922.9 million at December 31, 2009.
The December 31 balance sheet showed strained liquidity: the
Company had $1.598 billion in total current assets against
$1.605 billion of total current liabilities.

Harrah's Entertainment carries a 'Caa3' Corporate Family rating,
and a 'Caa3' Probability of default rating from Moody's.  The
ratings "reflect very high leverage and a negative outlook for
gaming demand over the next year," Moody's said in September 2009.


HAWAIIAN TELCOM: State Files Regulatory Process Status Report
-------------------------------------------------------------
The state of Hawaii filed with the U.S. Bankruptcy Court for the
District of Hawaii on April 6, 2010, a stipulated procedural
order with respect to Hawaiian Telcom, Inc. and Hawaiian Telcom
Services Company, Inc.'s application to approve Amended Joint
Plan of Reorganization of Hawaiian Telcom Communications, Inc.
and its debtor affiliates, including a security agreement, filed
on March 25, 2010 before the State of Hawaii Public Utilities
Commission.

The Stipulated Procedural Order is entered into by:

  (i) Hawaiian Telcom, Inc. and Hawaiian Telcom Services
      Company, Inc., as applicants; and the Division of
      Consumer Advocacy, Department of Commerce and Consumer
      Affairs, which are referred to as the "parties;" and

(ii) tw telecom of Hawaii, l.p., and International Brotherhood
      of Electrical Workers, Local 1357, as participants.

The Stipulated Procedural Order contains (i) a statement of
issues, (ii) schedule of proceedings, and (iii) procedures that
will be utilized in the HPUC docket.

                      Statement of Issues

The issues in the Application are:

  (1) Whether any aspect of the Chapter 11 Plan subject to
      review and regulation by the HPUC pursuant to the
      Bankruptcy Code are reasonable and in the public interest;
      and

  (2) Whether the Plan confirmed by the Bankruptcy Court should
      be approved.

With respect to each Participant, the issue is:

  (1) With respect to tw telecom of Hawaii, whether the Plan
      will impact Hawaiian Telcom's back-office or TWTC and
      other competitive local exchange carriers; and

  (2) With respect to International Brotherhood of Electrical
      Workers, whether any determination in the proceeding will
      impact the Applicants' employees and the applicable
      collective bargaining agreement.

                      Schedule of Proceedings

The Parties and Participants will adhere to this schedule to
promote the efficient and cost-effective allocation of resources.

Date                        Duration    Procedural Step
----                        --------    ---------------
January 4, 2010                --       Application filed at
                                         HPUC.

March 24, 2010 to              --       Period by which
April 24, 2010                          Consumer Advocate's and
                                         Participants may submit
                                         information requests or
                                         IR.

April 28, 2010               14 days    Deadline for
                                         Applicants to respond
                                         to Consumer Advocate's
                                         and Participants' IRs.

May 10, 2010                   --       Deadline for filing of
                                         Consumer Advocate's and
                                         Participants' Position
                                         Statement.

May 11, 2010                   --       Deadline for
                                         Applicants to submit
                                         IRs to Consumer
                                         Advocate and
                                         Participants.

June 1, 2010                 14 days    Deadline for Consumer
                                         Advocate's and
                                         Participants to respond
                                         to Applicants'
                                         submission of IRs.

June 7, 2010                   --       Deadline for filing of
                                         Applicants'
                                         Response/Rebuttal
                                         Statement to Consumer
                                         Advocate's and
                                         Participants' Position
                                         Statement.

After June 7, 2010              --      Issuance of Decision
                                         and Order.

             Requests for Confidential Information

In lieu of responses to information requests that would require
the reproduction of voluminous documents or materials, the
documents or materials may be made available for reasonable
inspection and copying at a mutually agreeable designated
location and time.  A Party or Participant will not be required
to provide data that is already on file with the HPUC or
otherwise part of the public record, or that may be stipulated.

The Participants will also be permitted to serve on the
Applicants information requests related only to the issues set
for in the Participation Order with respect to each Participant.
A Party or Participant may object to an information request that
it deems to be irrelevant, immaterial, unduly burdensome,
repetitious or where the response contains information claimed to
be privileged or subject to protection.  If a Party or
Participant asserts that information requested is confidential,
and withholds production of all or a portion of that confidential
information, the Party or Participant will:

  (i) provide information reasonably sufficient to identify the
      confidential information withheld from the response,
      without disclosing privileged or protected information;

(ii) state the basis for withholding the confidential
      information; and

(iii) state whether it is willing to provide the confidential
      information pursuant to a protective order governing the
      docket.

A Party or Participant that seeks a production of documents,
notwithstanding that Party's or Participant's claim of
confidentiality, may file a motion to compel production with the
HPUC.

A full-text copy of the Stipulated Procedural Order is available
for free at http://bankrupt.com/misc/HawTel_StipProcOrder.pdf

                     About Hawaiian Telcom

Based in Honolulu, Hawaii, Hawaiian Telcom Communications, Inc.
-- http://www.hawaiiantel.com/-- operates a telecommunications
company, which offers an array of telecommunications products and
services including local and long distance service, high-speed
Internet, wireless services, and print directory and Internet
directory services.

The Company and seven of its affiliates filed for Chapter 11
protection on December 1, 2008 (Bankr. D. Del. Lead Case No.
08-13086).  As reported by the TCR on December 30, 2008, Judge
Peter Walsh of the U.S. Bankruptcy Court for the District of
Delaware approved the transfer of the Chapter 11 cases to the U.S.
Bankruptcy Court for the District of Hawaii before Judge Lloyd
King (Bankr. D. Hawaii Lead Case No. 08-02005).

Richard M. Cieri, Esq., Paul M. Basta, Esq., and Christopher J.
Marcus, Esq., at Kirkland & Ellis LLP, represent the Debtors in
their restructuring efforts.  The Debtors proposed Lazard Freres &
Co. LLC as investment banker; Zolfo Cooper Management LLC as
business advisor; Deloitte & Touche LLP as independent auditors;
and Kurztman Carson Consultants LLC as notice and claims agent.
An official committee of unsecured creditors has been appointed
and is represented by Christopher J. Muzzi, Esq., at Moseley Biehl
Tsugawa Lau & Muzzi LLC, in Honolulu, Hawaii.

When the Debtors filed for protection from their creditors, they
listed total assets of $1,352,000,000 and total debts of
$1,269,000,000 as of September 30, 2008.

Bankruptcy Creditors' Service, Inc., publishes Hawaiian Telcom
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Hawaiian Telcom Communications, Inc., and seven of
its affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


HAWKER BEECHCRAFT: Bank Debt Trades at 14% Off in Secondary Market
------------------------------------------------------------------
Participations in a syndicated loan under which Hawker Beechcraft
is a borrower traded in the secondary market at 85.63 cents-on-
the-dollar during the week ended Friday, April 16, 2010, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents an increase of 0.65 percentage
points from the previous week, The Journal relates.  The Company
pays 200 basis points above LIBOR to borrow under the facility.
The bank loan matures on March 26, 2014, and carries Moody's Caa1
rating and Standard & Poor's CCC+ rating.  The debt is one of the
biggest gainers and losers among 205 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.

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.

Hawker Beechcraft Acquisition Company, LLC, headquartered in
Wichita, Kansas, is a leading manufacturer of business jets,
turboprops and piston aircraft for corporations, governments and
individuals worldwide.


HCA INC: Bank Debt Trades at 2% Off in Secondary Market
-------------------------------------------------------
Participations in a syndicated loan under which HCA Inc. is a
borrower traded in the secondary market at 98.38 cents-on-the-
dollar during the week ended Friday, April 16, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents an increase of 0.76 percentage
points from the previous week, The Journal relates.  The Company
pays 225 basis points above LIBOR to borrow under the facility.
The bank loan matures on Nov. 6, 2013, and carries Moody's Ba3
rating and Standard & Poor's BB rating.  The debt is one of the
biggest gainers and losers among 205 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.

                            About HCA

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

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

                           *    *    *

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


INNOVATIVE BANK: Closed; Center Bank Assumes All Deposits
---------------------------------------------------------
Innovative Bank, Oakland, California, was closed on April 16,
2010, by the California Department of Financial Institutions,
which appointed the Federal Deposit Insurance Corporation as
receiver.  To protect the depositors, the FDIC entered into a
purchase and assumption agreement with Center Bank, Los Angeles,
California, to assume all of the deposits of Innovative Bank.

The four branches of Innovative Bank will reopen during normal
business hours as branches of Center Bank.  Depositors of
Innovative Bank will automatically become depositors of Center
Bank.  Deposits will continue to be insured by the FDIC, so there
is no need for customers to change their banking relationship to
retain their deposit insurance coverage.  Customers should
continue to use their former Innovative Bank branch until they
receive notice from Center Bank that it has completed systems
changes to allow other Center Bank branches to process their
accounts as well.

As of December 31, 2009, Innovative Bank had approximately
$268.9 million in total assets and $225.2 million in total
deposits.  Center Bank paid the FDIC a premium of 0.5 percent to
assume all of the deposits of Innovative Bank.  In addition to
assuming all of the deposits, Center Bank agreed to purchase
essentially all of the failed bank's assets.

The FDIC and Center Bank entered into a loss-share transaction on
$178.1 million of Innovative Bank's assets.  Center Bank will
share in the losses on the asset pools covered under the loss-
share agreement.  The loss-share transaction is projected to
maximize returns on the assets covered by keeping them in the
private sector.  The transaction also is expected to minimize
disruptions for loan customers.  For more information on loss
share, visit:

  http://www.fdic.gov/bank/individual/failed/lossshare/index.html

Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-430-6165.  Interested parties also can
visit the FDIC's Web site at:

     http://www.fdic.gov/bank/individual/failed/innovative.html

As part of this transaction, the FDIC will acquire a value
appreciation instrument.  This instrument serves as additional
consideration for the transaction.

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $37.8 million.  Center Bank's acquisition of all the
deposits was the "least costly" resolution for the FDIC's DIF
compared to all alternatives.  Innovative Bank is the 48th FDIC-
insured institution to fail in the nation this year, and the 3rd
in California.  The last FDIC-insured institution closed in the
state was La Jolla Bank, FSB, La Jolla, February 19, 2010.


INTELSAT JACKSON: Bank Debt Trades at 6% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Intelsat Jackson
Holdings Ltd. is a borrower traded in the secondary market at
94.00 cents-on-the-dollar during the week ended Friday, April 16,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents an increase
of 0.78 percentage points from the previous week, The Journal
relates.  The Company pays 300 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Feb. 5, 2014, and
carries Moody's B3 rating and Standard & Poor's B+ rating.  The
debt is one of the biggest gainers and losers among 205 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

Intelsat Jackson Holdings is an indirect subsidiary of Intelsat
Ltd.  Headquartered in Penbroke, Bermuda, Intelsat is the largest
fixed satellite service operator in the world and is privately
held by financial investors.

As reported by the Troubled Company Reporter on Oct. 16, 2009,
Standard & Poor's assigned its 'B+' issue-level and '2' recovery
ratings to Intelsat Jackson Holdings Ltd.'s proposed $500 million
senior notes due 2019.  The '2'-recovery rating indicates
expectations for substantial (70%-90%) recovery in the event of a
payment default.  Intelsat Subsidiary Holding Co. Ltd also
guarantees the proposed notes.  Issue proceeds will be used to
purchase and retire about $400 million of the 11.5%/12.5% senior
paid-in-kind election notes due 2017 that reside at Intelsat
Bermuda Ltd. ($2.4 billion outstanding as of June 30, 2009) and
for general corporate purposes.  Ratings are based on preliminary
documentation and are subject to review of final documents.

In addition, S&P lowered the issue-level ratings on Intelsat Sub
Holdco's unsecured debt to 'B+' from 'BB-'.  This rating action
also applies to the debt at Intelsat Jackson Holdings that is
guaranteed by Sub Holdco.  The downgrade of about $3.7 billion in
debt is due to the increased debt that is guaranteed by Intelsat
Sub Holdco.  S&P revised the recovery rating on these notes to '2'
from '1'.  Also, S&P affirmed the 'B' corporate credit rating on
parent Intelsat Ltd.  The outlook is stable.

The TCR reported on Oct. 16, 2009, that Moody's assigned a B3
rating to Intelsat Jackson Holdings, Ltd.'s new $500 million 10-
year note issue.  The new notes are guaranteed by Intelsat
Jackson's indirect, wholly owned subsidiary, Intelsat Subsidiary
Holding Company, Ltd. and, as they rank equally with existing B3-
rated senior notes issued by Intelsat SubHoldCo (and with senior
notes at Intelsat SubHoldCo's sister company, Intelsat
Corporation), they are rated at the same B3 level.


JILL JENSEN-AMES: Case Summary & 25 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Jill Jensen-Ames
          aka Jill Ames
        9127 NE 160th Place
        Kenmore, WA 98028

Bankruptcy Case No.: 10-14185

Chapter 11 Petition Date: April 15, 2010

Court: U.S. Bankruptcy Court
       Western District of Washington (Seattle)

Judge: Karen A. Overstreet

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

Total Assets: $1,032,836

Total Debts: $3,433,078

A list of the Debtor's 25 largest unsecured creditors, filed
together with the petition, is available for free at
http://bankrupt.com/misc/wawb10-14185.pdf


JOHN MCBRIDE: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: John McBride Construction Company
        PO Box 370
        Centerton, AR 72719

Bankruptcy Case No.: 10-71849

Chapter 11 Petition Date: April 9, 2010

Court: United States Bankruptcy Court
       Western District of Arkansas (Fayetteville)

Debtor's Counsel: Stanley V. Bond, Esq.
                  P.O. Box 1893
                  Fayetteville, AR 72701-1893
                  Tel: (479) 444-0255
                  Fax: (479) 444-7141
                  E-mail: attybond@me.com

Estimated Assets: $0 to $50,000

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/arwb10-71849.pdf

The petition was signed by Eric McBride, president.


JOHNNY JAIN: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Johnny Kumar Jain, M.D.
          aka John K. Jain, M.D.
              John Jain, M.D.
        206 Third Avenue
        Venice, CA 90291

Bankruptcy Case No.: 10-24550

Chapter 11 Petition Date:

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

Judge: Ernest M. Robles

Debtor's Counsel: Peter T Steinberg, Esq.
                  Steinberg, Nutter and Brent
                  23801 Calabasas Road Suite 2031
                  Calabasas, CA 91302
                  Tel: (818) 876-8535
                  Fax: 818-876-8536
                  E-mail: mr.aloha@sbcglobal.net

Estimated Assets: $0 to $50,000

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

A list of the Debtor's 20 largest unsecured creditors, filed
together with the petition, is available for free at
http://bankrupt.com/misc/cacb10-24550.pdf


JOSEPH SHAFER: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Joseph R. Shafer
         dba Shafer International
        PO Box 320
        Downingtown, PA 19335

Bankruptcy Case No.: 10-13048

Chapter 11 Petition Date: April 15, 2010

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

Judge: Magdeline D. Coleman

Debtor's Counsel: David B. Smith, Esq.
                  Smith Giacometti, LLC
                  270 West Lancaster Ave., Building I
                  Malvern, PA 19355
                  Tel: (610) 407-7217
                  Fax: (610) 407-7218
                  E-mail: dsmith@sgclegal.com

Estimated Assets: $0 to $50,000

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/paeb10-13048.pdf

The petition was signed by Joseph R. Shafer.


LAKESIDE COMMUNITY BANK: Closed; FDIC Pays Out Insured Deposits
---------------------------------------------------------------
The Federal Deposit Insurance Corporation approved the payout of
the insured deposits of Lakeside Community Bank, Sterling Heights,
Michigan.  The bank was closed on April 16, 2010, by the Michigan
Office of Financial and Insurance Regulation, which appointed the
FDIC as receiver.

The FDIC entered into an agreement with First Michigan Bank, Troy
Michigan, to accept the failed bank's direct deposits from the
federal government, such as Social Security and Veterans'
payments.

The FDIC was unable to find another financial institution to take
over the banking operations of Lakeside Community Bank.  As a
result, checks to depositors for their insured funds will be
mailed on Monday, April 19.  Brokered deposits will be wired once
brokers provide the FDIC with the necessary documents to determine
if any of their clients exceed the insurance limits.  Customers
who placed money with brokers should contact them directly for
more information about the status of their funds.

As of December 31, 2009, Lakeside Community Bank had approximately
$53.0 million in total assets and $52.3 million in total deposits.

Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-640-2631.  Interested parties also can
visit the FDIC's Web site at:

   http://www.fdic.gov/bank/individual/failed/lakeside-comm.html

Beginning on Monday, April 19, customers of Lakeside Community
Bank with deposits exceeding $250,000 at the bank may visit the
FDIC's Web page "Is My Account Fully Insured?" at:

            https://www2.fdic.gov/drrip/afi/index.asp

Lakeside Community Bank is the 43rd FDIC-insured institution to
fail this year, and the first in Michigan.  The last institution
closed in the state was Citizens State Bank, New Baltimore, on
December 18, 2009.  The FDIC estimates the cost of the failure to
its Deposit Insurance Fund to be approximately $11.2 million.


LAS VEGAS SANDS: Bank Debt Trades at 6% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Las Vegas Sands
Corp. is a borrower traded in the secondary market at 94.02 cents-
on-the-dollar during the week ended Friday, April 16, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 2.09
percentage points from the previous week, The Journal relates.
The Company pays 175 basis points above LIBOR to borrow under the
facility.  The bank loan matures on May 1, 2014, and carries
Moody's B3 rating and Standard & Poor's B- rating.  The debt is
one of the biggest gainers and losers among 205 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

Based in Las Vegas, Nevada, Las Vegas Sands Corp. (NYSE: LVS) --
http://www.lasvegassands.com/-- owns and operates The Venetian
Resort Hotel Casino, The Palazzo Resort Hotel Casino, and an expo
and convention center.  The company also owns and operates the
Sands Macao, the first Las Vegas-style casino in Macao, China.

As reported by the TCR on Aug. 4, 2009, Moody's placed Las Vegas
Sands Corp.'s ratings, including its 'B3' Corporate Family Rating,
on review for possible downgrade.  Moody's cited weak operating
results and heightened concern regarding the Company's ability to
maintain compliance with financial covenants, among other things.

The Company also carries 'B-' issuer credit ratings from Standard
& Poor's.


LATSHAW DRILLING: Promises to Pay Unsecured Claims in 4 Months
--------------------------------------------------------------
Latshaw Drilling Company, LLC, and Latshaw Drilling & Exploration
Company, Inc. filed with the U.S. Bankruptcy Court for the
Northern District of Oklahoma a disclosure statement explaining
their 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 proposes that the
Debtors will continue to operate their businesses in a manner
similar to their prepetition operations, and that they will repay
all of the creditors of the Debtors in full, in cash either by a
one-time cash payment or in deferred cash payments over time, with
interest.

Under the Plan, all allowed secured claims will be paid in full
with interest over a commercially reasonable repayment term and
will retain all liens securing their claims. The Debtors have
negotiated treatment for the claims of Abelco and PeoplesBank, but
not for the Lehman Lender, who has a disputed claim .

The Debtors do not believe there are any unpaid priority claims
owed to taxing authorities, however, to the extent any claims are
allowed, then the claims will be paid in deferred cash payments or
in cash.

Unsecured claims greater than $35,000 will be paid in full in
deferred cash payments with interest over a term of 4 months;
while unsecured creditors of less than $35,000 will be paid in
full in cash with 30 days after the effective date.

Holders of interest holders claims will retain their interests.

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

                  About Latshaw Drilling Company

Tulsa, Oklahoma-based Latshaw Drilling Company LLC filed for
Chapter 11 bankruptcy protection on November 11, 2009 (Bankr.
N.D. Okla. Case No. 09-13572). Mark A. Craige, Esq., at
MorrelSaffaCraige, PC, assists the Company in its restructuring
effort. The Company listed $193,549,066 in assets and $77,940,788
in liabilities in its petition.


LEHMAN BROTHERS: Claims Trading Exceed Estimated Recoveries
-----------------------------------------------------------
Bill Rochelle at Bloomberg News reports that SecondMarket, Inc.,
said claims against Lehman Brothers Holdings, Inc., and its
debtor-affiliates, in some instances, have been trading at prices
exceeding the estimated recoveries in the disclosure statement
filed by the Debtors.

According to Mr. Rochelle, SecondMarket said that while the
recovery by holding company creditors is projected at 14.7%,
claims traded recently in the high teens to low 20s.  For Lehman
Brothers Special Financing, trades have been in the low 40s to low
50s, compared with 24.1% in the disclosure statement.  Mr.
Rochelle also reports that SecondMarket said Lehman Brothers
Commodity Services claims have been trading in the mid-50s to low
60s, compared with the 26.8% projection in the disclosure
statement.

Mr. Rochelle notes Lehman Brother's disclosure statement filed on
April 14 contains charts that show how the holding company arrived
at the conclusion that its creditors, including those with
guarantee claims, will recover 14.7%.  "It is unclear whether
creditors have been paying too much for claims or whether Lehman's
projection is too conservative.  Creditors may be betting they can
beat the cap Lehman intends to impose on guarantee claims," Mr.
Rochelle writes.

Mr. Rochelle also notes Lehman declined to provide a breakdown on
what recoveries would be were all assets and debts thrown into one
pot, with unsecured creditors to receive an identical distribution
regardless of the particular subsidiary that owes them.  In so-
called substantive consolidation, intercompany claims would be
eliminated.

                        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: Court Approves Metavante Settlement
----------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
approved a settlement between Lehman Brothers Special Financing
Inc. and Metavante Corp., which required Metavante to drop its
$5.4 million claim against the Debtor under a swap transaction.

Bill Rochelle at Bloomberg News says the settlement with Metavante
may become the template for other settlements of interest-rate
swap agreements where Lehman is in the money.

As reported by the Troubled Company Reporter on April 15, 2010,
the settlement requires 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 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.

                       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)


LINCOLN SQUARE: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Lincoln Square Lakeland, LLC
          aka Lincoln Square Apartments
        804 W. 7th Street
        Lakeland, FL 33805

Bankruptcy Case No.: 10-08756

Chapter 11 Petition Date:

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

Judge: K. Rodney May

Debtor's Counsel: Amy Denton Harris, Esq.
                  Stichter, Riedel, Blain & Prosser, P.A.
                  110 E Madison Street, Suite 200
                  Tampa, FL 33602-4700
                  Tel: (813) 229-0144
                  Fax: (813) 229-1811
                  E-mail: aharris.ecf@srbp.com

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

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

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

The petition was signed by Ronald L. Glas, manager.

Debtor-affiliates filing separate Chapter 11 petition:

        Entity                     Case No.          Petition Date
        ------                     --------          -------------
Amberton Apartments, LLC           10-03402          02/18/10

Brentwood Apartments Tampa, LLC    10-03334          02/17/10

Brookside Tampa, LLC               09-28510          12/15/09

Central Park II, LLC               10-_____          02/19/10

Central Park/Vogue Limited         10-03566          02/19/10
Partnership

Palma Ceia Apartments, LLC         10-00166          01/06/10

River Park Naples Limited          10-01837          01/28/10
Partnership

RSG Family -                       10-03604          02/19/10
RiverTree Landing Apartments, LLC

Terrace Point Apartments I, LLC    10-7946           04/05/10

Terrace Point Apartments II, LLC   10-7947           04/05/10

Terrace Point Apartments III, LLC  10-7949           04/05/10

The RSG Family Limited             10-01843          01/28/10
Partnership - Gordon River


LODGIAN INC: Stockholders Approve Merger with Lone Star Affiliate
-----------------------------------------------------------------
In a regulatory filing, Lodgian, Inc., disclosed that at the
special meeting of its stockholders on April 15, 2010, the
stockholders voted to adopt the merger agreement entered into by
the Company with LSREF Lodging Investments, LLC, and LSREF Lodging
Merger Co., Inc., affiliates of Lone Star Funds, and approve the
merger pursuant to which Lodgian will be acquired by LSREF.

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.

Under the terms of the merger agreement, the Company's
stockholders will receive $2.50 per share in cash, without
interest and less any applicable withholding taxes, in exchange
for each share of common stock held.  Upon closing of the
transaction, the Company anticipates that its common stock will be
de-listed from the NYSE Amex.

                      About Lone Star Funds

Lone Star is a global investment firm that acquires debt and
equity assets including corporate, commercial real estate, single-
family residential, and consumer debt products, as well as banks
and asset-rich operating companies requiring rationalization.
Since the establishment of its first fund in 1995, the principals
of Lone Star have organized private equity funds totaling roughly
$24 billion of capital that has been invested globally through
Lone Star's worldwide network of affiliate offices.

                       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
currently owns and manages a portfolio of 27 hotels with 5,230
rooms located in 18 states.  Of Lodgian's 27-hotel portfolio, 13
are InterContinental Hotels Group brands (Crowne Plaza and Holiday
Inn), 8 are Marriott brands (Marriott, Courtyard by Marriott,
SpringHill Suites by Marriott and Residence Inn by Marriott), two
are Hilton brands, and four are affiliated with other nationally
recognized franchisors including Starwood, Wyndham, and Carlson.

At December 31, 2009, the Company's consolidated balance
sheets showed $453.0 million in total assets, $319.7 million in
total liabilities, and $133.3 million in total stockholders'
equity.

                          *     *     *

As reported in the Troubled Company Reporter on March 18, 2010,
Deloitee & Touche LLP, in Atlanta, Ga., expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that of the Company's inability to
refinance roughly $101.2 million of its debt on a long-term
basis.


MERCADO DEL PUEBLO: Case Summary & 3 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Mercado del Pueblo, LLC
        1000 North Rancho Drive
        Las Vegas, NV 89106-1007

Bankruptcy Case No.: 10-16584

Chapter 11 Petition Date: April 15, 2010

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

Judge: Bruce A. Markell

Debtor's Counsel: Robert Spear, Esq.
                  Remmel & Spear, LLP
                  7456 West Sahara Ave. Suite 101
                  Las Vegas, NV 89117
                  Tel: (702) 750-0571
                  Fax: (702) 750-0572
                  E-mail: rspear@remmelspear.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 3 largest unsecured creditors is
available for free at http://bankrupt.com/misc/nvb10-16584.pdf

The petition was signed by Aracelica Paredes, manager.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Supermercado del Pueblo                10-16582    04/15/10


MESA AIR: Court Extends Lease Decision Deadline Until August 3
--------------------------------------------------------------
Judge Martin Glenn of the U.S. Bankruptcy Court for the Southern
District of New York extended the time within which Mesa Air
Group, Inc., and its debtor-affiliates may assume, assume and
assign, or reject their unexpired leases of nonresidential real
property pursuant to Section 365(d)(4) of the Bankruptcy Code by
90 days to and including August 3, 2010.

As previously reported by the Troubled Company Reporter, the
Debtors operate a large, multifaceted business with operations
throughout the United States, Canada and Mexico.  As part of their
operations, the Debtors estimate that, as of the Petition Date,
they were party to approximately 120 unexpired nonresidential real
property leases, including lease agreements for office space,
storage space, and points of presence in airports and other
locations.  According to Maria A. Bove, Esq., at Pachulski Stang
Ziehl & Jones LLP, in New York, the Debtors have not yet had an
opportunity to identify or make final determinations regarding
the assumption or rejection of many of the Leases.  Moreover, it
is critical that the Debtors retain financial, operational and
fleet planning flexibility, Ms. Bove asserted.  Additional time to
consider the value of certain Leases would contribute greatly to
that flexibility, she told the Court.

The extension would not unduly prejudice lessors under the
Leases, Ms. Bove assured the Court.  She noted that the requested
extension is only for 90 days, and any additional extensions will
require the consent of the applicable lessor pursuant to Section
365(d)(4)(B)(ii).  Moreover, any lessor under a Lease would
retain the right to petition the Court to set an earlier date by
which the Debtors must make that decision, she said.

                     About Mesa Air Group

Mesa currently operates 130 aircraft with approximately 700 daily
system departures to 127 cities, 41 states, Canada, and Mexico.
Mesa operates as Delta Connection, US Airways Express and United
Express under contractual agreements with Delta Air Lines, US
Airways and United Airlines, respectively, and independently as
Mesa Airlines and go! Mokulele.  This operation links Honolulu to
the neighbor island airports of Hilo, Kahului, Kona and Lihue. The
Company, founded by Larry and Janie Risley in New Mexico in 1982,
has approximately 3,500 employees.

Mesa Air Group Inc. and its units filed their Chapter 11 petitions
Jan. 5 in New York (Bankr. S.D.N.Y. Case No. 10-10018), listing
assets of $976 million against debt totaling $869 million as of
Sept. 30, 2009.

Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as local counsel.
Imperial Capital LLC is the investment banker.  Epiq Bankruptcy
Solutions is claims and notice agent.

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


MESA AIR: Files Report on Substantial Interest in Subsidiaries
--------------------------------------------------------------
Mesa Air Group, Inc., and its debtor-affiliates filed a periodic
report, as of January 31, 2010, on the value, operations and
profitability of entities in which their estates hold a
substantial or controlling interest, as required by Rule 2015.3 of
the Federal Rules of Bankruptcy Procedure.

According to the Court filing, the estate of Mesa Air Group, Inc.
holds a 75% substantial or controlling interest in Mo-Go, LLC.

In addition, Mesa is the sole member of Mesa Angels Foundation,
an Internal Revenue Code Section 501(c)(3) not-for-profit
foundation organized as a non-stock corporation.  MAF receives
donations contributed directly from employees of Mesa.  MAF had
assets on hand of $125,759 in cash as of the Petition Date.

Nilchi, Inc., holds an 88% interest in non-debtor Indigo Miramar,
LLC for the purpose of investing in an airline-related business.
Nilchi prepares its financial statements with information
provided by non-debtor third parties.  As of March 31, 2010,
Nilchi has not received the necessary information to prepare this
periodic report.

Patar, Inc., holds a 34% interest in non-debtor Finao Telserra
Fund I LLP for the purpose of Patar's investment in an electronic
transaction processing company.  Patar wrote off its investment
in the company in 2008, and no longer maintains any financial
information with respect to its interest in Finao Telserra Fund.

A full-text copy of the Periodic Report, as well as financial
statements with respect to Mo-Go, is available at no charge at:

http://bankrupt.com/misc/Mesa_PeriodicReportInterest013110.pdf

                     About Mesa Air Group

Mesa currently operates 130 aircraft with approximately 700 daily
system departures to 127 cities, 41 states, Canada, and Mexico.
Mesa operates as Delta Connection, US Airways Express and United
Express under contractual agreements with Delta Air Lines, US
Airways and United Airlines, respectively, and independently as
Mesa Airlines and go! Mokulele.  This operation links Honolulu to
the neighbor island airports of Hilo, Kahului, Kona and Lihue. The
Company, founded by Larry and Janie Risley in New Mexico in 1982,
has approximately 3,500 employees.

Mesa Air Group Inc. and its units filed their Chapter 11 petitions
Jan. 5 in New York (Bankr. S.D.N.Y. Case No. 10-10018), listing
assets of $976 million against debt totaling $869 million as of
Sept. 30, 2009.

Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as local counsel.
Imperial Capital LLC is the investment banker.  Epiq Bankruptcy
Solutions is claims and notice agent.

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


MESA AIR: Seeks Exclusive Plan Filing Extension Until Sept. 2
-------------------------------------------------------------
Pursuant to Section 1121(d) of the Bankruptcy Code, Mesa Air
Group, Inc., and its debtor-affiliates ask Judge Martin Glenn of
the U.S. Bankruptcy Court for the Southern District of New York to
extend through and including (i) September 2, 2010, their
exclusive time to file a plan, and (ii) November 3, 2010, their
exclusive time to solicit acceptances of the plan.

The Debtors' current Exclusive Filing Period expires on May 5,
2010, and their current Exclusive Solicitation Period expires on
July 6, 2010.

Where the initial 120-day and 180-day periods provided under
Sections 1121(b) and 1121(c)(3) of the Bankruptcy Code, or any
interim extensions thereof, prove to be an unrealistic time frame
within which a debtor may otherwise be compelled to file a plan
of reorganization, Section 1121(d) allows a bankruptcy court to
extend those periods to file a plan and solicit acceptances,
Maria A. Bove, Esq., at Pachulski Stang Ziehl & Jones LLP, in New
York, notes.

The Debtors have in excess of 10,000 creditors, Ms. Bove relates.
As previously reported, the Debtors operate a fleet of 130
aircraft nationwide and in Canada and Mexico.  The Debtors also
employ approximately 3,400 individuals.

Ms. Bove relates that the Debtors have already made progress and
that their cases are moving at an appropriate pace.  In the first
few months of their Chapter 11 cases, the Debtors have, among
other things:

     * Obtained important first day orders authorizing them to
       continue existing cash management systems; maintain
       insurance programs; pay certain prepetition claims of
       employees and maintain related benefits programs; and
       implement procedures relating to the protection of their
       valuable net operating loss tax attributes, among others.

     * Initiated the process of restructuring their aircraft
       fleet to rationalize their cost structure and match the
       fleet to anticipated future needs.

     * Established procedures for the settlement of reclamation
       claims filed pursuant to Section 546 of the Bankruptcy
       Code and for the sale of certain de minimis assets, as
       well as the settlement of certain general unsecured
       claims.

     * Filed a motion to assume the code-share agreement with
       Delta Airlines, Inc.

     * Filed their schedules of assets and liabilities and
       statements of financial affairs.

     * Addressed numerous issues with their suppliers and vendors
       to ensure that they continue to operate in Chapter 11.

The Debtors' request for an extension of the Exclusive Periods is
not a negotiation tactic, but instead, a realistic reflection of
the fact that these cases are complex and will require
substantial time to complete, Ms. Bove assures the Court.

                     About Mesa Air Group

Mesa currently operates 130 aircraft with approximately 700 daily
system departures to 127 cities, 41 states, Canada, and Mexico.
Mesa operates as Delta Connection, US Airways Express and United
Express under contractual agreements with Delta Air Lines, US
Airways and United Airlines, respectively, and independently as
Mesa Airlines and go! Mokulele.  This operation links Honolulu to
the neighbor island airports of Hilo, Kahului, Kona and Lihue. The
Company, founded by Larry and Janie Risley in New Mexico in 1982,
has approximately 3,500 employees.

Mesa Air Group Inc. and its units filed their Chapter 11 petitions
Jan. 5 in New York (Bankr. S.D.N.Y. Case No. 10-10018), listing
assets of $976 million against debt totaling $869 million as of
Sept. 30, 2009.

Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as local counsel.
Imperial Capital LLC is the investment banker.  Epiq Bankruptcy
Solutions is claims and notice agent.

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


MGM MIRAGE: Kirk Kerkorian's Tracinda Holds 37% of Shares
---------------------------------------------------------
Tracinda Corporation and Kirk Kerkorian, the sole shareholder of
Tracinda, disclosed that as of April 15, 2010, they held
163,123,044 shares or roughly 37.0% of the common stock of MGM
MIRAGE.

In connection with a private sale by the Company of convertible
senior notes due 2015, Tracinda has agreed that it will not sell
or otherwise transfer any shares of Common Stock or interests
therein for a period of 60 days from the date of the purchase
agreement.  There are certain exceptions to the prohibition on
transfers, including transfers to any purchaser or acquiror who
agrees to be bound by the lock-up agreement and transfers which
are not consummated until after the 60-day lock-up period.
Tracinda continues to explore strategic alternatives with respect
to its shares of Common Stock.  Tracinda may decide not to pursue
any alternative and may not ultimately enter into any transaction.

                         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 in 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 LAWRENCE: Case Summary & 18 Largest Unsecured Creditors
---------------------------------------------------------------
Joint Debtors: Michael Lawrence
               Celia Lawrence
               1506 N Rose Street
               Burbank, CA 91505

Bankruptcy Case No.: 10-24505

Chapter 11 Petition Date: April 15, 2010

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

Judge: Ernest M. Robles

Debtor's Counsel: Thomas P Giordano, Esq.
                  500 State College Boulevard, Suite 530
                  Orange, CA 92868
                  Tel: (714) 912-7810
                  Fax: 714-912-7860
                  E-mail: tohmahso@aol.com

Estimated Assets: $0 to $50,000

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

A list of the Joint Debtors' 18 largest unsecured creditors,
filed together with the petition, is available for free at
http://bankrupt.com/misc/cacb10-24505.pdf

The petition was signed by the Joint Debtors.


MICHAELS STORES: Bank Debt Trades at 4% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Michaels Stores,
Inc., is a borrower traded in the secondary market at 95.94 cents-
on-the-dollar during the week ended Friday, April 16, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 0.73
percentage points from the previous week, The Journal relates.
The Company pays 225 basis points above LIBOR to borrow under the
facility.  The bank loan matures on Oct. 31, 2013, and carries
Moody's B3 rating and Standard & Poor's B rating.  The debt is one
of the biggest gainers and losers among 205 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

Headquartered in Irving, Texas, Michaels Stores, Inc., is the
largest arts and crafts specialty retailer in North America.


MIRANT CORP: Bank Debt Trades at >1% Off in Secondary Market
------------------------------------------------------------
Participations in a syndicated loan under which Mirant Corporation
is a borrower traded in the secondary market at 99.05 cents-on-
the-dollar during the week ended Friday, April 16, 2010, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents an increase of 1.30 percentage
points from the previous week, The Journal relates.  The Company
pays 175 basis points above LIBOR to borrow under the facility.
The bank loan matures on Dec. 30, 2012, and carries Moody's Ba2
rating and Standard & Poor's BB rating.  The debt is one of the
biggest gainers and losers among 205 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.

Mirant Corporation -- http://www.mirant.com/-- produces and sells
electricity in the United States.  Mirant owns or leases
approximately 10,097 megawatts of electric generating capacity.
The company operates an asset management and energy marketing
organization from its headquarters in Atlanta, Georgia.

Mirant Corporation filed for Chapter 11 protection on July 14,
2003 (Bankr. N.D. Tex. 03-46590), and emerged under the terms of a
confirmed Second Amended Plan on Jan. 3, 2006.  Thomas E. Lauria,
Esq., at White & Case LLP, represented the Debtor in its
restructuring.  When the Debtor filed for protection from its
creditors, it listed $20,574,000,000 in assets and $11,401,000,000
in debts.  The Debtors emerged from bankruptcy on Jan. 3, 2006.
On March 7, 2007, the Court entered a final decree closing 46
Mirant cases.

Mirant NY-Gen LLC, Mirant Bowline LLC, Mirant Lovett LLC, Mirant
New York Inc., and Hudson Valley Gas Corporation, were not
included in the parent's bankruptcy exit plan.

In February 2007, Mirant NY-Gen filed its Chapter 11 Plan of
Reorganization and Disclosure Statement.  The Court confirmed an
amended version of the Plan on May 7, 2007.  Mirant NY-Gen emerged
from Chapter 11 on May 7, 2007.

On July 13, 2007, Mirant Lovett filed its Chapter 11 Plan.  The
Court confirmed Mirant Lovett's Plan on Sept. 19, 2007.  Mirant
Lovett emerged from bankruptcy on Oct. 2, 2007.


MMR HOLDINGS: Filed for Chapter 11; In Talks with Vendors
---------------------------------------------------------
John Reid Blackwell at Times-Dispatch says MMR Holdings filed for
Chapter 11 protection from its creditors before the U.S.
Bankruptcy Court in Richmond.  The company said it can better
repay debts by continuing to operate its business while closing
unprofitable operations and selling some of it.

The company listed assets of up to $50,000, and liabilities of
between $1 million and $10 million, Mr. Blackwell notes.

The company said it has started working out payment agreements
with the finance affiliates of equipment vendors that hold a
substantial amount of its long-term debt, according to the report.

MMR Holdings Inc. owns and operates outpatient imaging facilities.


MOLECULAR INSIGHT: Receives 30-Day Waiver Extension
---------------------------------------------------
Molecular Insight Pharmaceuticals, Inc., has received a 30-day
extension of its waiver agreement with its bondholders, allowing
restructuring discussions to continue.

On March 15, 2010, Molecular Insight executed a waiver agreement
with holders of the Company's outstanding Senior Secured Bonds and
the Bond Indenture trustee and announced ongoing discussions with
the holders of its Bonds concerning a restructuring of its
outstanding debt.  Under the terms of the waiver agreement, the
Bond holders and Bond Indenture trustee agreed to waive a default
arising from the inclusion of a going concern paragraph in the
independent auditor's report on the Company's financial statements
for the year ended December 31, 2009, and other technical defaults
under the Bond Indenture until 12:01 AM Eastern Standard Time on
April 16, 2010.  The term of the waiver is now extended until
12:01 AM Eastern Standard Time on May 18, 2010.

The waiver continues to be subject to a number of terms and
conditions relating to the provision of certain information to the
Bond holders, among other conditions and matters.  In the event
that the waiver expires or terminates prior to the successful
conclusion of the Company's negotiations with its Bond holders
regarding the restructuring of its outstanding debt, then the
Company will be in default of its obligations under the Indenture
and the Bond holders may choose to accelerate the debt obligations
under the Indenture and demand immediate repayment in full and
seek to foreclose on the collateral supporting such obligations.
If the Company's debt obligations are accelerated or are not
restructured on acceptable terms, it is likely the Company will be
unable to repay such obligations and may seek protection under the
U.S. Bankruptcy Code or similar relief.

"We are pleased to receive this waiver extension and by the
constructive tenor of our discussions so far with our Bond holders
regarding a restructuring of our debt," said Daniel L. Peters,
President and CEO, of Molecular Insight. "Although we are
encouraged by our Bond holder interactions so far, there can be no
guarantees that our discussions will be successfully concluded. We
continue to remain optimistic regarding the possibility of
reaching an agreement with our Bond holders that would avoid an
acceleration of our debt obligations under the Bond Indenture and
better position us for future growth through a restructuring of
these obligations."

                      About Molecular Insight

Based in Cambridge, Massachusetts, Molecular Insight
Pharmaceuticals, Inc. (NASDAQ: MIPI) --
http://www.molecularinsight.com/-- is a clinical-stage
biopharmaceutical company and pioneer in molecular medicine.  The
Company is focused on the discovery and development of targeted
therapeutic and imaging radiopharmaceuticals for use in oncology.


MOVIE GALLERY: Asks Court to Fix June 14 General Claims Bar Date
----------------------------------------------------------------
Movie Gallery, Inc., and its debtor-affiliates ask the U.S.
Bankruptcy Court for the Eastern District of Virginia to issue an
order (a) establishing bar dates and (b) approving the form and
manner of the notice of bar dates for creditors to file proofs of
claim.

Specifically, the Debtors ask the Court to:

  (a) establish June 14, 2010 as the deadline for all entities
      holding or wishing to assert a claim that arose prior to
      the Petition Date against any of the Debtors -- the General
      Bar Date;

  (b) establish an Amended Schedule Bar Date as the later of
      the General Bar Date and 30 days after a claimant is
      served with notice that the Debtors have amended their
      schedules of assets and liabilities, reducing, deleting or
      changing the status of a Claim in the Schedules;

  (c) establish a Rejection Bar Date as the latest of: (i) the
      General Bar Date; (ii) 30 days after the date of the entry
      of any order authorizing the rejection of an executory
      contract or unexpired lease; and (iii) 30 days after the
      effective date of the rejection of an executory contract
      or unexpired lease;

  (d) establish 180 days after the Petition Date as the deadline
      for all governmental units to file a proof of Claim in
      the Chapter 11 cases; and

  (e) approve the Debtors' proposed form and manner of the
      notice of the Bar Dates.

The Bar Dates would apply to Claims held or to be asserted
against the Debtors including:

  a. any Claim that is listed in the Schedules as "contingent,"
     "unliquidated," or "disputed";

  b. any Claim that is improperly classified in the Schedules or
     is listed in an incorrect amount if the holder of the Claim
     wants the Claim allowed in a classification or amount other
     than as set forth in the Schedules; and

  c. any Claim against a Debtor that is not listed in the
     applicable Schedules.

The Debtors will retain the right to: (a) dispute and assert
offsets or defenses against any filed Claim or any Claim listed
or reflected in the Schedules as to the nature, amount,
liability, classification or otherwise of the Claim; and (b)
subsequently designate any Claim as contingent, unliquidated,
disputed or any combination thereof.

The Debtors also propose that any Creditor that is required to
file a proof of Claim in the Chapter 11 cases but fails to do so
in a timely manner should be forever barred, estopped and
enjoined from: (a) asserting any Claim against the Debtors that
the Creditor has that (i) is in an amount that exceeds the
amount, if any, that is set forth in the Schedules or (ii) is of
a different nature or in a different classification; and (b)
voting upon, or receiving distributions under, any Chapter 11
plan or plans in the Chapter 11 cases in respect of an
Unscheduled Claim; and the Debtors and their property will be
forever discharged from any and all indebtedness or liability
with respect to the Unscheduled Claim.

                      Claims Bar Date Notice

The Debtors seek authority to provide all required notices to
parties-in-interest in the Chapter 11 cases through Kurtzman
Carson Consultants LLC.  The Debtors propose that these notices
would provide, among other things, notice of the Bar Dates.  To
this end, the Debtors propose that the Notice, Claims and
Balloting Agent serve by U.S. Mail, postage prepaid, on all known
entities holding potential Claims: (a) notice of the Bar Dates;
and (b) a proof of claim form which substantially conforms with
Official Form No. 10.

The Debtors also propose that the Notice, Claims and Balloting
Agent serve the Bar Date Notice and Proof of Claim Form on or
before 45 days before the earliest Bar Date.

Jeremy S. Williams, Esq., at Kutak Rock LLP, in Richmond,
Virginia -- Jeremy.Williams@kutakrock.com -- tells the Court that
potential Creditors, therefore, will have sufficient time before
the Bar Date to file their Claims after receiving the Bar Date
Notice and Proof of Claim Form.

The Debtors further propose that any Claims filed in the lead
joint administration case will be deemed filed only against Movie
Gallery, Inc.

The Debtors submit that if Creditors are permitted to assert
Claims against more than one Debtor in a single Proof of Claim
Form, the Notice, Claims and Balloting Agent may have difficulty
maintaining separate Claim registers for each Debtor, and all
Debtors will be required to object to a Proof of Claim Form that
may be applicable to only one Debtor.

In addition, the Debtors intend to supplement notice of the Bar
Dates by publishing the Bar Date Notice once each in the national
editions of The Wall Street Journal, The New York Times, and the
Washington Post.  The notices will be published no less than 45
days before the earliest Bar Date.  The Debtors believe that
publication of this notice will provide sufficient notice to
persons who do not otherwise receive the Bar Date Notice by mail.

                      About Movie Gallery

Based in Wilsonville, Ore., Movie Gallery, Inc., is the second
largest North American video and game rental company, operating
stores in the U.S. and Canada under the Movie Gallery, Hollywood
Video and Game Crazy brands.

Movie Gallery first filed for Chapter 11 on Oct. 16, 2007 (Bankr.
E.D. Va. Case Nos. 07-33849 to 07-33853).  Kirkland & Ellis LLP
and Kutak Rock LLP represented the Debtors.  The Company emerged
from bankruptcy on May 20, 2008, with private-investment firms
Sopris Capital Advisors LLC and Aspen Advisors LLC as its
principal owners.  William Kaye was appointed plan administrator
and litigation trustee.

Movie Gallery returned to Chapter 11 protection on February 3,
2009 (Bankr. E.D. Va. Case No. 10-30696).  Attorneys at
Sonnenschein Nath & Rosenthal LLP and Kutak Rock LLP represent the
Debtors in their second restructuring effort.  Kurtzman Carson
Consultants serves as claims and notice agent.

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


MOVIE GALLERY: Files Schedules of Assets & Liabilities
------------------------------------------------------
Movie Gallery, Inc., and its debtor-affiliates delivered to the
U.S. Bankruptcy Court for the Eastern District of Virginia their
schedules of assets and liabilities and their statements of
financial affairs.

                                 Total           Total
                                 Scheduled       Scheduled
   Debtor                        Assets          Liabilities
   ------                        ---------       -----------
   Movie Gallery, Inc.         $19,690,199      $656,531,084
   MG Real Estate, LLC          $3,484,826      $640,713,791
   HEC Real Estate, LLC                 $0      $640,694,100
   Movie Gallery US, LLC      $109,390,390      $681,785,634
   Hollywood Entertainment    $192,887,167      $722,593,928

Steve Moore, Movie Gallery Inc.'s chief restructuring officer,
discloses that the Debtors' income is presented on a consolidated
basis and is reported under Movie Gallery, Inc.'s Statement of
Financial Affairs for all Debtors.

The Debtors utilize a consolidated accounts payable and
disbursement system through which substantially all business-
related expenses of all Debtors are paid by either Hollywood
Entertainment Corporation or Movie Gallery US, LLC on behalf of
the appropriate Debtor, Mr. Moore adds.

Moreover, the Debtors do not separately account for certain of
the assets and liabilities of MG Real Estate LLC and HEC Real
Estate LLC and, thus, the amounts for MGRE and HECRE are
reflected, on a consolidated basis, in the Schedules and
Statements of MGUS and HEC, he says.

According to Mr. Moore, the Debtors file taxes as a consolidated
group.  Movie Gallery is the parent corporation that files the
federal corporate income tax return for the consolidated group.
HEC is a corporation wholly owned by Movie Gallery, Inc. and is
included in Movie Gallery's federal corporate return as a
subsidiary.  All of the other Debtors are limited liability
companies which the Debtors have elected to treat as disregarded
entities for federal income tax purpose.  Accordingly, each of
the other Debtors is treated as a division of its sole member and
is not listed separately on the federal income tax return.

The Debtors have included in the Schedules and Statements all
payments made during the one-year period preceding the Petition
Date to any individual deemed an "insider," Mr. Moore relates.
The Debtors have defined "insider" as any individual that has
served as either an executive officer with a title of SVP or
higher or a director of a Debtor at any time within the one-year
period prior to the Petition Date.

Persons listed as "insiders" have been included for informational
purposes only, Mr. Moore notes. The Debtors do not take any
position with respect to (a) that person's influence over the
control of the Debtors, (b) the management responsibilities or
functions of that individual, (c) the decision-making or
corporate authority of that individual, or (d) whether that
individual could successfully argue that he or she is not an
"insider" under applicable law.

During the two years before the Petition Date, Movie Gallery Inc.
received income from employment and the operations of its
business:

Year              Source                                Amount
----              ------                                ------
2010              Consolidated gross revenue       $77,940,552
2009              Consolidated gross revenue    $1,332,484,646
2008              Consolidated gross revenue    $1,861,570,131

Movie Gallery also earned income from sources other than the
operation of its business two years immediately before the
Petition Date:

Year              Source                                Amount
----              ------                                ------
2009              Debt Repurchase                  $30,761,366
2008              Debt Repurchase                  $13,140,497
2008              Asset Sales re Movie Beam
                   Fixed Assets                      $2,250,000

Mr. Moore discloses that within one year immediately preceding
the Petition Date, Movie Gallery was or is a party to 51 lawsuits
and administrative proceedings, a list of which is available for
free at http://bankrupt.com/misc/MG_sofa4a.pdf

The Company's books and records, within two years immediately
preceding the Petition Date, were kept or supervised by:

Name                          Period
----                          ------
Steven C. Short               2/2/08 to 2/2/10
Erik Schendel                 2/2/08 to 2/2/10
Justin Pyne                   2/2/08 to 2/2/10
Samuel A. Patterson           2/2/08 to 10/30/08
Michael Robinson              1/5/09 to 2/2/10

In the two years immediately preceding the Petition Date,
Movie Gallery's books of accounts and records were audited by the
firms Burr Pilger Mayer, LLP and Ernst & Young LLP.

During the commencement of Movie Gallery's bankruptcy cases, its
books of accounts and records were in the possession of Erik
Schendel, Justin Pyne, Michael Robinson and Steven Short.

These shareholders own, control, or hold 5% or more of the voting
securities of Movie Gallery, Inc.:

Direct Ownership
----------------
Movie Gallery, Inc.                           Sole Shareholder

Indirect Ownership
------------------
DQ Ltd., c/o Sopris Capital Advisors LLC      Shareholder

Enter Aspen, c/o Sopris Capital Advisors LLC  Shareholder

Enter Aspen, Ltd., c/o Aspen Advisors LLC     Shareholder

Lenado Partners Series A of
Lenado Capital Partners L.P.                  Shareholder

Rovida Holdings Ltd., c/o Sopris Capital
Advisors LLC                                  Shareholder

RR Investment Company Ltd., c/o sopris
Capital Advisors LLC                          Shareholder

Furthermore, Mr. Moore states that no individual officer or
director owns in excess of one percent of the common stock of the
company.

A list of Movie Gallery, Inc.'s stockholders, officers and
directors is available for free at:

  http://bankrupt.com/misc/MG_sofa21b.pdf

                      About Movie Gallery

Based in Wilsonville, Ore., Movie Gallery, Inc., is the second
largest North American video and game rental company, operating
stores in the U.S. and Canada under the Movie Gallery, Hollywood
Video and Game Crazy brands.

Movie Gallery first filed for Chapter 11 on Oct. 16, 2007 (Bankr.
E.D. Va. Case Nos. 07-33849 to 07-33853).  Kirkland & Ellis LLP
and Kutak Rock LLP represented the Debtors.  The Company emerged
from bankruptcy on May 20, 2008, with private-investment firms
Sopris Capital Advisors LLC and Aspen Advisors LLC as its
principal owners.  William Kaye was appointed plan administrator
and litigation trustee.

Movie Gallery returned to Chapter 11 protection on February 3,
2009 (Bankr. E.D. Va. Case No. 10-30696).  Attorneys at
Sonnenschein Nath & Rosenthal LLP and Kutak Rock LLP represent the
Debtors in their second restructuring effort.  Kurtzman Carson
Consultants serves as claims and notice agent.

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


MOVIE GALLERY: Court Okays Amended Moelis Employment Application
----------------------------------------------------------------
The Official Committee of Unsecured Creditors in Movie Gallery,
Inc., and its debtor-affiliates' Chapter 11 cases asks Judge
Douglas O. Tice Jr. of the United States bankruptcy Court for the
Eastern District of Virginia to reduce the proposed fee
arrangement between Moelis & Company and the Debtors because it is
excessive.  The Committee asserts that Moelis' fees are
disproportionate to the size and complexity of the Chapter 11
cases, out of line with the services to be provided, and should be
amended.  Wilmington Trust Company, in its capacity as
administrative agent to the prepetition lenders, also balks at
Moelis' $4.5 million Restructuring Fee.  The Debtors are seeking
to employ Moelis as their investment bankers and financial
advisor.

           Debtors Amend Terms of Moelis Compensation

Prior to the March 8, 2010 hearing on the Debtors' Original
Application to employ Moelis & Company LLC, Moelis and the
Debtors engaged in discussions and negotiations with
representatives of the Creditors' Committee and the holders of the
first lien term debt in an effort to resolve their objections to
the Original Application.  As a result, Moelis voluntarily agreed
to amend and reduce the proposed Restructuring Fee from $4,500,000
to $1,750,000, plus 1.25% of any net recoveries to creditors of
the Debtors in excess of $100,000,000.

According to Jeremy S. Williams, Esq., at Kutak Rock LLP, in
Richmond, Virginia, despite the Debtors' proposed amendments to
Moelis' compensation terms, the Creditors' Committee and the
representatives of the holders of the first lien term debt were
not willing to withdraw their objections to the Original
Application.

Further discussions were made and as a result, the parties agree
on these revised terms of Moelis' employment:

(1) the list of parties excluded from the definition of
     "Capital Transaction" under the Engagement Letter would be
     expanded to include any of the Debtors' existing lenders;

(2) The provision for crediting of Moelis' monthly fees against
     the Restructuring Fee would be eliminated;

(3) The Debtors agree to provide prompt notice to the Committee
     and to the agent for their first lien term debt of any
     request by the Debtors to Moelis for an Opinion, as
     provided for in the Engagement Letter;

(4) The amount of the Restructuring Fee would be reduced from
     $4,500,000 to $3,000,000; and

(5) In the event of a piecemeal liquidation of all or
     substantially all of the Debtors' assets, in lieu of the
     Restructuring Fee, Moelis would be entitled to a
     Liquidation Fee of $1,000,000.

                         *     *     *

In an order dated April 8, 2010, Judge Tice approved in its
entirety, the Debtors' amended application to employ Moelis &
Co., as their financial advisor, nunc pro tunc to the Petition
Date.

                      About Movie Gallery

Based in Wilsonville, Ore., Movie Gallery, Inc., is the second
largest North American video and game rental company, operating
stores in the U.S. and Canada under the Movie Gallery, Hollywood
Video and Game Crazy brands.

Movie Gallery first filed for Chapter 11 on Oct. 16, 2007 (Bankr.
E.D. Va. Case Nos. 07-33849 to 07-33853).  Kirkland & Ellis LLP
and Kutak Rock LLP represented the Debtors.  The Company emerged
from bankruptcy on May 20, 2008, with private-investment firms
Sopris Capital Advisors LLC and Aspen Advisors LLC as its
principal owners.  William Kaye was appointed plan administrator
and litigation trustee.

Movie Gallery returned to Chapter 11 protection on February 3,
2009 (Bankr. E.D. Va. Case No. 10-30696).  Attorneys at
Sonnenschein Nath & Rosenthal LLP and Kutak Rock LLP represent the
Debtors in their second restructuring effort.  Kurtzman Carson
Consultants serves as claims and notice agent.

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


MT DIABLO REGION: Files for Chapter 11 Bankruptcy Protection
------------------------------------------------------------
Sam Richards at Contra Costa Times reports that Mt. Diablo Region
YMCA filed for Chapter 11 bankruptcy and Berkeley-Albany YMCA will
assume operation of the Irvin Deutscher Family YMCA and its
programs.  Mr. Richards says a person with knowledge of the filing
said the pronounced economic downturn in the greater Contra Costa
area has had a significant impact on the operations and finances
of the company.

Mt. Diablo Region YMCA provides leadership and child care
programs.


NAVISTAR INT'L: Registers 6,016,030 Shares for Resale
-----------------------------------------------------
Navistar International Corporation on April 16, 2010, filed with
the Securities and Exchange Commission a prospectus supplement
relating to the registration under the Securities Act of 1933 of
an aggregate of 6,016,030 shares of the Company's common stock,
par value $0.10 per share, that may be sold from time to time by
selling stockholders named therein, pursuant to an existing
Registration Statement on Form S-3 (SEC No. 333-162588).  The
Company will not receive any proceeds from the sale of the Shares
by the selling stockholders.

The Company initially issued the shares of common stock to the
selling stockholders in a private placement completed November 8,
2002, at a price of $22.566 per share.  The common stock closed on
April 14, 2010, at $50.01 per share.

A full-text copy of the prospectus supplement is available at no
charge at http://ResearchArchives.com/t/s?6037

                   About Navistar International

Navistar International Corporation (NYSE: NAV) --
http://www.Navistar.com/-- is a holding company whose
subsidiaries and affiliates subsidiaries produce International(R)
brand commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans.  It also is a private-label
designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets.  The company also provides truck and diesel
engine parts and service.  Another affiliate offers financing
services.

The Company's balance sheet at Jan. 31, 2010, showed total assets
of $9.12 billion and total liabilities of $10.74 billion,
resulting in a stockholders' deficit of $1.62 billion.

                           *     *     *

As reported by the Troubled Company Reporter on March 22, 2010,
Fitch Ratings revised Navistar's and Navistar Financial Corp.'s
Rating Outlooks to Positive from Negative and affirmed the
companies' long-term Issuer Default Ratings at 'BB-'.  The Outlook
revisions are driven by improvement in the financial profile of
NFC following the signing of an operating agreement with GE
Capital and by NAV's financial performance in the past year.
Historically, Fitch had concerns with NFC's funding,
capitalization, and asset quality performance, but they have been
eliminated or reduced with the new agreement with GECC.

According to the TCR on March 11, 2010, Moody's Investors Service
maintained its B1 long-term rating, SGL-2 Speculative Grade
Liquidity rating and stable outlook for Navistar following the
announcement that GE Capital will become the preferred provider of
retail financing in support of Navistar's truck and bus sales in
the US.  Moody's said Navistar's captive finance operation,
Navistar Financial Corporation, should be relieved of the capital
and liquidity burden necessary to support new retail and lease
originations.  In addition, GE Capital's stronger balance sheet
and superior capital market access relative to that of NFC, should
improve the availability of the financing that can be offered to
retail purchasers of Navistar equipment.

According to the TCR on January 28, 2010, Standard & Poor's
Ratings Services said it revised its outlook on Navistar and
related entities to stable from negative and affirmed its 'BB-'


NAVISTAR INT'L: Raises Fiscal 2010 Earnings Guidance
----------------------------------------------------
Navistar International Corporation has raised its guidance of
earnings for its 2010 fiscal year ending October 31, 2010.  For
fiscal year 2010, net income attributable to Navistar
International is expected to be in the range of $198 million, or
$2.75 per diluted share, and $234 million, or $3.25 per diluted
share, primarily related to increased military orders.

The company has said, based on continued economic recovery, it
anticipates that total truck industry retail sales volume for
Class 6-8 trucks and school buses in the United States and Canada
for its fiscal year ending October 31, 2010, will be in the range
of 195,000 to 215,000 units.  Truck industry volume in fiscal 2009
was 181,800 units, which was during the worst truck markets in
more than 47 years.

Currently, Navistar is evaluating the full impact of the recently
enacted Patient Protection and Affordable Care Act on its
business.  Many companies have disclosed increases in tax expense
due to changes in tax treatment of the Medicare Part D drug
subsidy.  Navistar has a full valuation allowance against these
deferred tax assets, therefore these changes are expected to have
no current impact on income tax expense.

A full-text copy of the Company's presentation is available at no
charge at http://ResearchArchives.com/t/s?6038

                   About Navistar International

Navistar International Corporation (NYSE: NAV) --
http://www.Navistar.com/-- is a holding company whose
subsidiaries and affiliates subsidiaries produce International(R)
brand commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans.  It also is a private-label
designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets.  The company also provides truck and diesel
engine parts and service.  Another affiliate offers financing
services.

The Company's balance sheet at Jan. 31, 2010, showed total assets
of $9.12 billion and total liabilities of $10.74 billion,
resulting in a stockholders' deficit of $1.62 billion.

                           *     *     *

As reported by the Troubled Company Reporter on March 22, 2010,
Fitch Ratings revised Navistar's and Navistar Financial Corp.'s
Rating Outlooks to Positive from Negative and affirmed the
companies' long-term Issuer Default Ratings at 'BB-'.  The Outlook
revisions are driven by improvement in the financial profile of
NFC following the signing of an operating agreement with GE
Capital and by NAV's financial performance in the past year.
Historically, Fitch had concerns with NFC's funding,
capitalization, and asset quality performance, but they have been
eliminated or reduced with the new agreement with GECC.

According to the TCR on March 11, 2010, Moody's Investors Service
maintained its B1 long-term rating, SGL-2 Speculative Grade
Liquidity rating and stable outlook for Navistar following the
announcement that GE Capital will become the preferred provider of
retail financing in support of Navistar's truck and bus sales in
the US.  Moody's said Navistar's captive finance operation,
Navistar Financial Corporation, should be relieved of the capital
and liquidity burden necessary to support new retail and lease
originations.  In addition, GE Capital's stronger balance sheet
and superior capital market access relative to that of NFC, should
improve the availability of the financing that can be offered to
retail purchasers of Navistar equipment.

According to the TCR on January 28, 2010, Standard & Poor's
Ratings Services said it revised its outlook on Navistar and
related entities to stable from negative and affirmed its 'BB-'


NEIMAN MARCUS: Bank Debt Trades at 4% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Neiman Marcus
Group, Inc., is a borrower traded in the secondary market at 95.76
cents-on-the-dollar during the week ended Friday, April 16, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 0.95
percentage points from the previous week, The Journal relates.
The Company pays 200 basis points above LIBOR to borrow under the
facility.  The bank loan matures on April 6, 2013, and carries
Moody's B3 rating and Standard & Poor's BB- rating.  The debt is
one of the biggest gainers and losers among 205 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

Neiman Marcus Group, Inc., headquartered in Dallas, Texas,
operates 40 Neiman Marcus stores, 2 Bergdorf Goodman stores, 27
clearance centers, and a direct business.

The Company carries a 'Caa1' Corporate Family Rating and 'Caa1'
Probability of Default Rating from Moody's Investors Service.


NEW YORK CHOCOLATE: Files for Ch. 11; Creditors May Get Less
------------------------------------------------------------
Debra J. Groom at The Post-Standard says The New York Chocolate
and Confections Co. filed for protection from creditors under
Chapter 11 of Bankruptcy Code to restructure its debt, with some
creditors possibly receiving less than they are owed.

The company, Ms. Groom notes, owes $850,000 to its largest
unsecured creditor Operation Oswego County.  The company said it
paid its city taxes at $144,000.

New York Chocolate and Confections Co. operates in the former
Nestle chocolate plant in Fulton.


NIELSEN COMPANY: Bank Debt Trades at 3% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which The Nielsen
Company B.V. is a borrower traded in the secondary market at 96.96
cents-on-the-dollar during the week ended Friday, April 16, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 0.71
percentage points from the previous week, The Journal relates.
The Company pays 225 basis points above LIBOR to borrow under the
facility.  The bank loan matures on Aug. 9, 2013, and carries
Moody's Ba3 rating and Standard & Poor's B+ rating.  The debt is
one of the biggest gainers and losers among 205 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

Active in approximately 100 countries, with headquarters in
Haarlem, The Netherlands and New York, USA, The Nielsen Company
B.V. is a global information and media company.

Nielsen Company carries a 'B2' long term corporate family rating
from Moody's, 'B' issuer credit rating from standard & Poor's, and
'B' issuer default rating from Fitch.


NORTEL NETWORKS: Seeks to Pay $4-Bil. Bonus to Chief Strategist
---------------------------------------------------------------
Karen Gullo at Bloomberg News reports that Nortel Networks Corp.
is asking the Bankruptcy Court to approve a plan to pay its Chief
Strategy Officer, George Riedel, bonuses of as much as $4 million.

According to Bloomberg, Nortel's counsel told the Court Friday
that Mr. Riedel has played a critical role in overseeing the sale
and auction of Nortel's operating units.  Nortel's counsel said
Mr. Riedel will be taking on new responsibilities as president of
Nortel business units and under the proposed incentive plan would
be paid $600,000 in annual salary and eligible for at least
$4 million in bonuses.

According to Bloomberg, the Debtors seek to enter into the
employment agreement to compensate Mr. Riedel adequately for his
new role and the new responsibilities that he will undertake as a
result of Nortel's changed business and restructuring efforts.

                      About Nortel Networks

Nortel Networks (OTCBB:NRTLQ) -- http://www.nortel.com/--
delivers communications capabilities that make the promise of
Business Made Simple a reality for the Company's customers.  The
Company's next-generation technologies, for both service provider
and enterprise networks, support multimedia and business-critical
applications.  Nortel's technologies are designed to help
eliminate the barriers to efficiency, speed and performance by
simplifying networks and connecting people to the information they
need, when they need it.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young was appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.

The Monitor sought recognition of the CCAA Proceedings in the U.S.
by filing a bankruptcy petition under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10164).  Mary Caloway,
Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney
PC, in Wilmington, Delaware, serves as the Chapter 15 petitioner's
counsel.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138).
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

Certain of Nortel's European subsidiaries also made consequential
filings for creditor protection.  The Nortel Companies related in
a press release that Nortel Networks UK Limited and certain
subsidiaries of the Nortel group incorporated in the EMEA region
have each obtained an administration order from the English High
Court of Justice under the Insolvency Act 1986.  The applications
were made by the EMEA Subsidiaries under the provisions of the
European Union's Council Regulation (EC) No. 1346/2000 on
Insolvency Proceedings and on the basis that each EMEA
Subsidiary's centre of main interests is in England.  Under the
terms of the orders, representatives of Ernst & Young LLP have
been appointed as administrators of each of the EMEA Companies and
will continue to manage the EMEA Companies and operate their
businesses under the jurisdiction of the English Court and in
accordance with the applicable provisions of the Insolvency Act.

Several entities, particularly, Nortel Government Solutions
Incorporated have material operations and are not part of the
bankruptcy proceedings.

As of September 30, 2008, Nortel Networks Corp. reported
consolidated assets of US$11.6 billion and consolidated
liabilities of US$11.8 billion.  The Nortel Companies' U.S.
businesses are primarily conducted through Nortel Networks Inc.,
which is the parent of majority of the U.S. Nortel Companies.  As
of September 30, 2008, NNI had assets of about US$9 billion and
liabilities of US$3.2 billion, which do not include NNI's
guarantee of some or all of the Nortel Companies' about
US$4.2 billion of unsecured public debt.

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


NYC OFF-TRACK BETTING: To Remain Open for Another Year
------------------------------------------------------
BloodHorse.com reports that New York City Off-Track Betting Corp.
did not shut down April 18 as planned.  The report says the OTB's
board held an emergency meeting April 17 and decided to rescind
layoff notices set to take effect at the close of business on
Sunday that would have closed the nation's largest off-track
betting entity.

According to BloodHorse, the new plan approved by the board
envisions the OTB remaining open another year, during which time a
long-term plan can be ironed out.

BloodHorse says the OTB board has been relying on state officials
for a rescue plan, but now appears to be putting much of its
future on a bankruptcy creditors committee to help restructure its
finances.

According to BloodHorse, Meyer Frucher, chairman of the NYCOTB,
said he has been encouraged that state officials in the past week
were close to approving a deal to lower its statutory payments to
racetracks.  That, he said, has never received serious
consideration at the Capitol after years of requests from the
money-losing operation.

BloodHorse relates Mr. Frucher said the only immediate legislation
needed by the OTB is a bill to provide an early retirement
incentive to employees so it can trim its workforce.

BloodHorse also relates Mr. Frucher said the New York Racing
Association's fiscal problems also need to be repaired.  According
to BloodHorse, an OTB bailout bill last week also included a $17
million borrowing plan for NYRA to help with its cash flow
problems that has cast a cloud over its future; NYRA has said its
financial issues would not be present had the state approved an
operator for the long-delayed casino at Aqueduct.

                           About NYC OTB

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

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

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


OPUS SOUTH: Waters Edge's Liquidating Plan Declared Effective
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware confirmed
the Chapter 11 Plan of Liquidation filed by Wachovia Bank,
National Association, as administrative agent, and certain lender
parties for Waters Edge One, L.L.C., one of the Opus South
Debtors, on February 18, 2010.

Wachovia subsequently notified parties-in-interest that the
Liquidation Plan became effective on March 1, 2010, pursuant to
Plan provisions.

In accordance with the Confirmation Order, any person seeking an
administrative claim against Waters Edge that accrued after
January 20, 2010 and before the Effective Date, had until 30 days
after the Effective Date or March 31 to file and serve a request
for allowance of its Administrative Claim.

Any person asserting a Claim arising from the rejection of an
executory contract or unexpired lease involving Waters Edge had
until March 21, 2010, to  file and serve a request for allowance
of that Claim.

                         About Opus South

Headquartered in Atlanta, Georgia, Opus South Corporation --
http://www.opuscorp.com/-- provides an array of real estate
related services across the United States including real estate
development, architecture & engineering, construction and project
management, property management and financial services.

The Company and its affiliates filed for Chapter 11 on April 22,
2009 (Bankr. D. Del. Lead Case No. 09-11390).  Victoria Watson
Counihan, Esq., at Greenberg Traurig, LLP, represents the Debtors
in their restructuring efforts.  The Debtors propose to employ
Landis, Rath & Cobb, LLP, as conflicts counsel, Chatham Financial
Corporation as real estate broker, Delaware Claims Agency LLC as
claims agent.  The Debtors have assets and debts both ranging from
$50 million to $100 million.

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


OPUS SOUTH: Court Extends Exclusive Plan Filing Period to July 16
-----------------------------------------------------------------
Opus South Corporation sought and obtained a further extension of
(i) the period during which it has the exclusive right to file a
Chapter 11, plan through and including July 16, 2010, and (ii) the
period during which it has the exclusive right to solicit
acceptances of that plan, through and including September 14,
2010.

The U.S. Bankruptcy Court for the District of Delaware extended
the Exclusive Plan Filing Period for the Opus South Debtors
through March 18, 2010, and the Exclusive Solicitation Period for
the same Debtors through May 17, 2010.

Victoria W. Counihan, Esq., at Greenberg Traurig LLP, in
Wilmington, Delaware -- counihanv@gtlaw.com -- asserts that ample
cause exists to extend the Exclusive Periods of Opus South Corp.
She contends that the Opus South has worked diligently to
administer its estates and since the Petition Date, has focused
on stabilizing properties, obtaining necessary funding,
negotiating and consummating sales of assets, and negotiating
various alternative exit strategies for each particular property
with each property's particular lender.

Opus South Corp. is the remote parent and manager of Debtor
Waters Edge One LLC.  The other Opus South Debtors previously had
their Chapter 11 cases converted to cases under Chapter 7.  The
Opus South Debtors who converted their cases are:

  * Opus South Contractors, L.L.C.
  * Altaire Village, L.L.C.
  * Clearwater Bluff, L.L.C.
  * Calm Waters, L.L.C.
  * Laguna Riviera Ventures, L.L.C.
  * 400 Beach Drive, L.L.C.
  * Nature Coast Commons, L.L.C.
  * Shoppes of Four Corners, L.L.C.
  * 8th & 14th, L.L.C.

Waters Edge's lenders filed a Chapter 11 plan of liquidation for
the Debtor, which was confirmed by the Court on February 18, 2010
and subsequently became effective on March 1, 2010.  Accordingly,
Opus South Corp. can now turn its attention on how best to
proceed in its case going forward in order to generate the most
value for its creditors, Ms. Counihan relates.

                         About Opus South

Headquartered in Atlanta, Georgia, Opus South Corporation --
http://www.opuscorp.com/-- provides an array of real estate
related services across the United States including real estate
development, architecture & engineering, construction and project
management, property management and financial services.

The Company and its affiliates filed for Chapter 11 on April 22,
2009 (Bankr. D. Del. Lead Case No. 09-11390).  Victoria Watson
Counihan, Esq., at Greenberg Traurig, LLP, represents the Debtors
in their restructuring efforts.  The Debtors propose to employ
Landis, Rath & Cobb, LLP, as conflicts counsel, Chatham Financial
Corporation as real estate broker, Delaware Claims Agency LLC as
claims agent.  The Debtors have assets and debts both ranging from
$50 million to $100 million.

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


OPUS SOUTH: Court Sets May 14 General Claims Bar Date
-----------------------------------------------------
Upon a request made by Opus South Corporation, Judge Mary Walrath
of the U.S. Bankruptcy Court for the District of Delaware
established May 14, 2010 as the date by which all entities holding
prepetition claims, including governmental units, against Opus
South must file proofs of claim.

The Court also established May 14 as the date by which
administrative claims against Opus South that arose from
April 22, 2009 through and including March 30, 2010 must be
filed.

For claims relating to Opus South's rejection of executory
contracts and unexpired leases, the bar date will be the later of
(i) May 14, 2010, or (ii) 30 days after a particular contract or
lease is rejected.

Victoria W. Counihan, Esq., at Greenberg Traurig LLP, in
Wilmington, Delaware, relates that since Debtor Waters Edge One
LLC's plan confirmation process has been completed, Opus South is
focusing on determining how best to proceed in its case going
forward in order to generate the most value for its creditors.
In this regard, Opus South is in the process of analyzing claims
that have been filed in its case, and its remaining assets and
the potential value of those assets.  Opus South provided
management services to Waters Edge.

Ms. Counihan says that as Opus South moves through the process of
analyzing how best to proceed in its case going forward, the Bar
Dates can help the Debtor obtain accurate information concerning
the nature, validity and amount of claims in its Chapter 11 case.

                         About Opus South

Headquartered in Atlanta, Georgia, Opus South Corporation --
http://www.opuscorp.com/-- provides an array of real estate
related services across the United States including real estate
development, architecture & engineering, construction and project
management, property management and financial services.

The Company and its affiliates filed for Chapter 11 on April 22,
2009 (Bankr. D. Del. Lead Case No. 09-11390).  Victoria Watson
Counihan, Esq., at Greenberg Traurig, LLP, represents the Debtors
in their restructuring efforts.  The Debtors propose to employ
Landis, Rath & Cobb, LLP, as conflicts counsel, Chatham Financial
Corporation as real estate broker, Delaware Claims Agency LLC as
claims agent.  The Debtors have assets and debts both ranging from
$50 million to $100 million.

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


OPUS WEST: Liquidating Plan Declared Effective March 12
-------------------------------------------------------
Opus West Corporation and four of its debtor-affiliates notified
parties-in-interest that their Amended Chapter 11 Plan of
Liquidation was declared effective on March 12, 2010.  All
conditions precedent to the effectivity of the Opus West Plan
are deemed to have been consummated.

The U.S. Bankruptcy Court for the Northern District of Texas
entered an order confirming the Opus West Plan on January 29,
2010.

Clifton R. Jessup, Jr., Esq., at Greenberg Traurig LLP, in
Dallas, Texas -- jessupc@gtlaw.com -- notes that the occurrence
of the Effective Date triggers these deadlines and timeframes
under the terms of the Plan:

  Apr. 12, 2010     Administrative Expense Claim Bar Date and
                    Administrative Operating Expense Claim Bar
                    Date

  Apr. 12, 2010     Deadline for filing a Fee Claim

  Apr. 12, 2010     Rejection Damages Bar Date

  Aug. 19, 2010     Claims Objection Deadline

                 About Opus West Corporation

Based in Phoenix, Arizona, Opus West Corporation is a full-service
real estate development firm that focuses on acquiring,
constructing, operating, managing, leasing and/or disposing of
real estate development projects primarily located in the western
United States.

Opus West and its affiliates filed for Chapter 11 on July 6, 2009
(Bankr. N.D. Tex. Case No. 09-34356).  Clifton R. Jessup, Jr., at
Greenberg Traurig, LLP, represents the Debtors in their
restructuring efforts.  Franklin Skierski Lovall Hayward, LLP, is
co-counsel to the Debtors. Pronske & Patel, P.C., is conflicts
counsel.  Chatham Financial Corp. is financial advisor.  BMC Group
is the Company's claims and notice agent.  As of May 31, Opus West
-- together with its non-debtor affiliates -- had $1,275,334,000
in assets against $1,462,328,000 in debts.  In its bankruptcy
petition, Opus West said it had assets and debts both ranging from
$100 million to $500 million.

Opus West joins affiliates that previously filed for bankruptcy.
Opus East LLC, a real estate operator from Rockville, Maryland,
commenced a Chapter 7 liquidation on July 1 in Delaware.  Opus
South Corp., a Florida condominium developer based in Atlanta,
filed a Chapter 11 petition April 22 in Delaware.

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


ORACLE INNKEEPER: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Oracle Innkeeper LLC
         aka College Place
        1601 North Oracle Road
        Tucson, AZ 85705

Bankruptcy Case No.: 10-10389

Chapter 11 Petition Date: April 9, 2010

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

Judge: Eileen W. Hollowell

Debtor's Counsel: Shelton L. Freeman, Esq.
                  DeConcini McDonald Yetwin & Lacy, PC
                  6909 East Main St.
                  Scottsdale, AZ 85251
                  Tel: (480) 398-3100
                  Fax: (480) 398-3101
                  E-mail: tfreeman@lawdmyl.com

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

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

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

The petition was signed by Mubeen Aliniazee, manager.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
JG Orbis Corporation                   10-31089    3/29/10
dba Adobe Creek Golf Club


PCAA PARENT: Liquidating Plan Confirmation Hearing on May 14
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will hold a
hearing on May 14, 2010, to consider confirmation of Parking Co.
of America Airports LLC's liquidating Chapter 11 plan and approve
the sale of the Debtors' properties.

Bill Rochelle at Bloomberg News reports that the Debtors'
unsecured creditors' committee withdrew their opposition and
agreed to support the Debtors' plan.  As a result, the bankruptcy
judge was able to approve the disclosure statement explaining the
Plan at a hearing on April 15.

Mr. Rochelle notes that where unsecured creditors previously said
the plan gave them "essentially no hope for future recovery," a
global settlement carved out at least $2.83 million for them from
the sale.  The accord, Mr. Rochelle reports, leaves unsecured
creditors expecting 25% on their $8.9 million in claims.

As part of the settlement, Mr. Rochelle continues, the Debtors'
owner Macquarie Infrastructure Co. agreed to accept $600,000
payments on several claims ranging between $14 million and
$25 million.  In return, Macquarie will receive releases.

Bloomberg also notes the auction for the Debtors' parking lots,
located near 20 major airports, is scheduled for April 27.
Bainbridge ZKS - Corinthian Holdings LLC already made a
$111.5 million offer.

Bloomberg says the liquidating Chapter 11 plan calls for secured
lenders on the term loan, owed $199.5 million, to collect 49% from
the sale of their collateral.

The Plan, as reported by the Troubled Company Reporter, provides
for the creation of a liquidating trust that will be funded with
the (i) remaining assets, (ii) causes of action and proceeds
thereof, and (iii) cash in the sum of $25,000 from the sale
proceeds that would otherwise be distributed to holders of general
unsecured claims, on the effective date of the Plan.

                       Treatment of Claims

Class 1 Priority Non-Tax Claims -- Estimated percentage recovery
is 100%

The Plan did not provide for the estimated percentage recovery by
Class 2 Term Loan Secured Claims ($199,495,292.)

Class 3 - Chicago Secured Claims ($3,975,586) -- Estimated
percentage recovery is 100%

Class 4 - RCL Secured Claims ($2,036,197) -- Estimated percentage
recovery is 100%

Class 5 - Other Secured Claims -- Estimated percentage recovery is
100%

Classes 6 - 19 - General Unsecured Claims -- will receive pro rata
share of (i) distributable value allocated to the specific Debtor
entity; and (ii) 100% of the liquidating trust interest in the
liquidating trust.

The Plan did not provide for the estimated percentage recovery by
Class 20- Equity Interests and Related Claims.

No distributions will be made under the Plan on account of Class
21 - Intercompany Claims among the Debtors or any of their
subsidiaries.  Any and all liability on account of the
Intercompany Claims will be deemed discharged on the effective
date.

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

A full-text copy of the Chapter 11 Plan is available for free
at http://bankrupt.com/misc/PCAAParent_Plan.pdf

                        About PCAA Parent

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

The Company filed for Chapter 11 bankruptcy protection on
January 28, 2010 (Bankr. D. Del. Case No. 10-10250).  John Henry
Knight, Esq.; Lee E. Kaufman, Esq.; and Mark D. Collins, Esq.; and
Zachary I. Shapiro, Esq., at Richards, Layton & Finger, P.A.,
assist the Company in its restructuring effort.  The Company
listed $50,000,001 to $100,000,000 in assets and $100,000,001 to
$500,000,000 in liabilities.  Bloomberg News says assets were on
the books for $94 million on Sept. 30, when debt totaled
$233 million.

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


PEARL ART: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Pearl Art & Craft Supplies, Inc.
        1033 E Oakland Park Blvd.
        Fort Lauderdale, FL 33334

Bankruptcy Case No.: 10-19363

Chapter 11 Petition Date: April 10, 2010

Court: United States Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: Raymond B. Ray

Debtor's Counsel: Martin L. Sandler, Esq
                  POB 402727
                  Miami Beach, FL 33140
                  Tel: (305) 379-6655
                  Fax: (786) 472-7077
                  E-mail: martin@sandler-sandler.com

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

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

A list of the Company's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/flsb10-19363.pdf

The petition was signed by Rosalind Perlmutter, president.

Debtor-affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Pearl Art & Craft of                   10-19362    04/10/10
Massachusetts, Inc.

Pearl Art & Craft Supplies             10-19359    04/10/10
of California, Inc.

Pearl Artist & Craft                   10-19358    04/10/10
Supply Corp.

Pearl Companies, Inc.                  10-19336    04/09/10


PEARL ART: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Pearl Art & Craft Supplies of Massachusetts, Inc.
        1033 E Oakland Park Blvd
        Fort Lauderdale, FL 33334

Bankruptcy Case No.: 10-19362

Chapter 11 Petition Date: April 10, 2010

Court: United States Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: John K. Olson

Debtor's Counsel: Martin L. Sandler, Esq
                  POB 402727
                  Miami Beach, FL 33140
                  Tel: (305) 379-6655
                  Fax: (786) 472-7077
                  E-mail: martin@sandler-sandler.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/flsb10-19362.pdf

The petition was signed by Rosalind Perlmutter, president.

Debtor-affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Pearl Art & Craft Supplies             10-19359    4/10/10
of California, Inc.

Pearl Artist & Craft Supply Corp.      10-19358    4/10/10

Pearl Companies, Inc.                  10-19336    4/09/10


PEARL ART: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Pearl Art & Craft Supplies of Pennsylvania, Inc.
        1033 E Oakland Park Blvd
        Fort Lauderdale, FL 33334

Bankruptcy Case No.: 10-19371

Chapter 11 Petition Date: April 10, 2010

Court: United States Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: John K. Olson

Debtor's Counsel: Martin L. Sandler, Esq
                  POB 402727
                  Miami Beach, FL 33140
                  Tel: (305) 379-6655
                  Fax: (786) 472-7077
                  E-mail: martin@sandler-sandler.com

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

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

A list of the Company's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/flsb10-19371.pdf

The petition was signed by Rosalind Perlmutter, president.

Debtor-affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Pearl Art & Craft Supplies             10-19359   04/10/10
of California, Inc.

Pearl Art & Craft Supplies             10-19362   04/10/10
of Massachusetts, Inc.

Pearl Art & Crafts Supplies, Inc.      10-19363   04/10/10

Pearl Art & Supply                     10-19364   04/10/10
Wholesalers, Inc.

Pearl Artist & Craft Supply Corp.      10-19358   04/10/10

Pearl Artist Supplies                  10-19365   04/10/10
of Illinois, Inc.

Pearl Companies, Inc.                  10-19336   04/09/10

Pearl Paint Company, Inc.              10-19366   04/10/10

Pearl Paint of Suffolk County, Inc.    10-19369   04/10/10


PEARL PAINT: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Pearl Paint of Suffolk County, Inc.
        1033 E Oakland Park Blvd
        Fort Lauderdale, FL 33334

Bankruptcy Case No.: 10-19369

Chapter 11 Petition Date: April 10, 2010

Court: United States Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: Raymond B. Ray

Debtor's Counsel: Martin L. Sandler, Esq
                  POB 402727
                  Miami Beach, FL 33140
                  Tel: (305) 379-6655
                  Fax: (786) 472-7077
                  E-mail: martin@sandler-sandler.com

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

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

A list of the Company's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/flsb10-19369.pdf

The petition was signed by Rosalind Perlmutter, president.

Debtor-affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Pearl Art & Craft Supplies             10-19359   04/10/10
of California, Inc.

Pearl Art & Craft Supplies             10-19362   04/10/10
of Massachusetts, Inc.

Pearl Art & Crafts                     10-19363   04/10/10
Supplies, Inc.

Pearl Art & Supply                     10-19364   04/10/10
Wholesalers, Inc.

Pearl Artist & Craft                   10-19358   04/10/10
Supply Corp.

Pearl Artist Supplies                  10-19365   04/10/10
of Illinois, Inc.

Pearl Companies, Inc.                  10-19336   04/09/10

Pearl Paint Company, Inc.              10-19366   04/10/10


PERSICO CONTRACTING: Involuntary Chapter 11 Case Summary
--------------------------------------------------------
Alleged Debtor: Persico Contracting & Trucking, Inc.
                550 Franklin Avenue
                White Plains, NY 10550

Case Number: 10-22736

Involuntary Chapter 11 Petition Date: April 16, 2010

Court: U.S. Bankruptcy Court
       Southern District of New York (White Plains)

Bankruptcy Judge: Robert D. Drain

Petitioners' Counsel: Marc A. Tenenbaum, Esq.
                      Virginia & Ambinder, LLP
                      111 Broadway, Suite 1403
                      New York, NY 10006
                      Tel: (212) 943-9080
                      Fax: (212) 943-9082
                      E-mail: mtenenbaum@vandallp.com

Debtor's Counsel: Pro Se

Creditors that signed the Chapter 11 petition:

Petitioner                Nature of Claim      Claim Amount
----------                ---------------      ------------
Pavers and Road Builders   Contributions            $235,890
  District Council
  Welfare Fund

Pavers and Road Builders   Contributions            $152,251
  District Council
  Pension Fund

Pavers and Road Builders   Contributions             $97,345
  District Council
  Annuity Fund

Pavers and Road Builders   Contributions             $14,225
  District Council
  Apprenticeship,
  Skill Improvement and
  Training Fund


PITA FRANCHISE: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Pita Franchise Corporation
        8101 Richardson Rd.
        Walled Lake, MI 48390

Bankruptcy Case No.: 10-51895

Chapter 11 Petition Date: April 11, 2010

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

Judge: Thomas J. Tucker

Debtor's Counsel: Scott F. Smith, Esq.
                  28400 Northwestern Hwy., Ste. 100
                  Southfield, MI 48034
                  Tel: (248) 355-3358
                  Fax: (248) 355-3398
                  E-mail: ssmith3352@aol.com

Estimated Assets: $0 to $50,000

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

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

The petition was signed by Kousay Askar, manager.


PTC ALLIANCE: Court Okays Sale of Assets to Black Diamond
---------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware has
authorized the sale of substantially all of PTC Alliance's assets
in the U.S. and the stock of its non-debtor German subsidiary,
Wiederholt GmbH.

The sale to agents of the company's credit facilities supported by
funds managed by Black Diamond Capital Management L.L.C. was
authorized at a hearing on April 14, 2010.

"The sale marks the beginning of a new era for PTC Alliance," said
Peter Whiting, the company's Chairman and Chief Executive Officer.
"Now that the cloud of uncertainty about our future has been
lifted, we can focus all of our time and energy on providing our
customers with the highest quality products and services."

Christopher Boyle, Managing Director of Black Diamond Capital
Management stated, "We look forward to building upon the company's
core strengths and serving the needs of its customers."

The sale agreement includes:

    * Credit bids in the amount of approximately $120 million,

    * Assumption of amounts owed by PTC Alliance pursuant to
      certain debtor-in-possession financing in the amount of
      $5 million,

    * Payment of certain bankruptcy related costs in the amount of
      up to $6.6 million,

    * The assumption of other liabilities up to $13 million, and a

    * Payment of $500,000 in cash.

According to Bill Rochelle at Bloomberg News, PTC valued the sale
to Black Diamond at $141.6 million, according to a court filing.
The price, Mr. Rochelle says, includes $116.5 million by swapping
a term loan and asset-backed loan, $500,000 cash, and the
assumption of $24.6 million in debt.

Mr. Rochelle notes the sale went through after the bankruptcy
judge refused to sanction the first sale of assets.

                       About PTC Alliance

Headquartered in Wexford, Pennsylvania, PTC Alliance Corp. makes
welded and cold drawn mechanical steel tubing and tubular shapes,
chrome-plated bar products and precision components.  The Company
and its affiliates filed for Chapter 11 protection on October 1,
2009 (Bankr. D. Del. Lead Case No. 09-13395).  The Debtors
selected Reed Smith LLP as their counsel.  PTC Alliance listed
assets between $50 million and $100 million, and debts between
$100 million and $500 million in its petition.

PTC confirmed a prepackaged Chapter 11 plan in May 2006 that paid
unsecured creditors in full while existing first-lien debt was
converted to second-lien term notes, according to Bloomberg.  The
subordinated debt became third-lien notes that paid interest with
more notes.  Preferred shareholders received new common equity.


PTS CARDINAL: Bank Debt Trades at 5% Off in Secondary Market
------------------------------------------------------------
Participations in a syndicated loan under which PTS Cardinal
Health is a borrower traded in the secondary market at 94.70
cents-on-the-dollar during the week ended Friday, April 16, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 1.24
percentage points from the previous week, The Journal relates.
The Company pays 225 basis points above LIBOR to borrow under the
facility.  The bank loan matures on April 10, 2014, and carries
Moody's Ba3 rating and Standard & Poor's BB- rating.  The debt is
one of the biggest gainers and losers among 205 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

In April 2007, Cardinal Health completed the sale of its
Pharmaceutical Technologies and Services segment to The Blackstone
Group for approximately $3.3 billion.  PTS provides advanced
technologies and outsourced services for the pharmaceutical,
biotechnology and consumer health industry.  PTS develops,
manufactures and packages pharmaceutical and other products.


PURADYN FILTER: Webb and Company Raises Going Concern Doubt
-----------------------------------------------------------
Puradyn Filter Technologies Incorporated filed on April 16, 2010,
its annual report on Form 10-K for the year ended December 31,
2009.

Webb and Company, P.A., in Boynton Beach, Fla., expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
has suffered recurring losses from operations, its total
liabilities exceed its total assets, and it has relied on cash
inflows from an institutional investor and current stockholder.

The Company reported a net loss of $2,070,598 on revenue of
$1,911,451 for 2009, compared with a net loss of $2,644,547 on
$2,695,640 of revenue for 2008.

Kevin G. Kroger, President and COO, stated, "Our sales were
expectedly low in 2009.  Many of our customers chose to ride out
the economic downturn, concerned with availability of their
operating capital and the impact of a tight money market.
However, we saw our 2009 sales gain momentum in December, creating
a backlog going into 2010 as many of these same customers began to
see an easing of money market pressures, and began to move forward
with their plans."

The Company's balance sheet as of December 31, 2009, showed
$1,381,089 in assets and $7,114,360 of debts, for a
stockholders' deficit of $5,733,272.

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

               http://researcharchives.com/t/s?6041

Boynton Beach, Fla.-based Puradyn Filter Technologies Incorporated
(OTC BB: PFTI) -- http://www.puradyn.com.-- designs,
manufactures, markets and distributes worldwide the puraDYN(R)
bypass oil filtration system for use with substantially all
internal combustion engines and hydraulic equipment that use
lubricating oil.


RADIENT PHARMACEUTICALS: Issues $3.9-Mil. in Notes to 11 Investors
------------------------------------------------------------------
Radient Pharmaceuticals Corporation on April 16, 2010, said it
entered into Note and Warrant Purchase Agreements with 11
accredited investors as lenders, in a third closing of the sale of
Notes and Warrants.  The Company issued to the Lenders Convertible
Promissory Notes in the aggregate principal amount of $3,957,030
and warrants to purchase up to 4,705,657 shares of the Company's
Common Stock.  The Notes mature on April 12, 2011.  The conversion
price of the Notes is the higher of (i) 80% of the five day volume
weighted average closing price of the Company's common stock
preceding the date of conversion, or (ii) $0.28 per share.  The
Company agreed to pay to the Lenders one-sixth of the principal
amount of the Notes each month commencing on the six month
anniversary of the Notes and the balance of the unpaid principal
of the Notes on the one year anniversary date of the Notes.  The
Notes contain original issue discounts and fees payable by the
Company aggregating $1,646,980.

As a result, the total net proceeds the Company received in the
third closing were $2,310,000.  The exercise price of the Warrants
issued in the third closing is $0.69 per share.

When combined with the first and second closings, that total
aggregate principal amount of Notes was in excess of $10,400,000.

On April 13, 2010, Radient Pharmaceuticals announced the second
closing of a 12% Convertible Promissory Note and Warrant financing
for the sale of additional Notes in the aggregate principal amount
of $5,524,425.  The first financing, which closed on March 26,
2010, included one Note in the original principal amount of
$925,000 and Warrants to purchase up to 1,100,000 shares of RPC
common stock.  Net proceeds for the first financing were
approximately $540,000.

The second Convertible Promissory Note financing was offered to 25
accredited investors with similar discount terms and lender fees
to that of the first financing.  Net proceeds from the sale of
Notes in second closing after payment of fees and discounts were
approximately $3,225,000.  Warrants to purchase 6,569,585 shares
of RPC common stock were also issued as a part of the second
closing.

According to Douglas MacLellan, Chairman and CEO of Radient
Pharmaceuticals, "This latest financing provides RPC with what we
believe is adequate capital to allow RPC to accelerate Onko-Sure
cancer test sales in such a manner we will reach cash flow
positive operations by the end of the third quarter of 2010. Our
steadfast focus is to achieve our 2010 sales and earnings goals
for Onko-Sure. RPC projects approximately $7.6 million in Onko-
Sure test kit and CLIA lab testing services sales by year-end 2010
with approximately $3.2 million in net earnings."

The Company is required under the terms of the Notes to obtain
stockholder approval, on or before August 31, 2010, of the
issuance of all shares of the Company's common stock issuable
pursuant to the Notes and Warrants.  If the Company fails to
obtain such approval, an Event of Default under the Notes will
occur.   The Company is also obligated to receive listing approval
from NYSE Amex for the shares of Common Stock issuable upon
conversion of the Note and exercise of the Warrant as soon as
practicable after Closing, but in no event later than May 1, 2010.
A listing application will be prepared and filed with the NYSE
Amex for such shares as soon as practicable.

As of the third closing, the Company had 27,251,069 shares of
common stock issued and outstanding.  If the Notes and Warrants
are fully converted and exercised (but no shares of our Common
Stock are issued in payment of interest on the Notes), then the
Company may possibly issue up to 18,837,907 shares of the
Company's Common Stock, which represents 69.1% of the Company's
issued and outstanding common stock.  Since the Company is listed
on the NYSE Amex, the Company is required to obtain shareholder
approval to issue more than 19.99% of the Company's issued and
outstanding common stock at a discount from book or market value
at the time of issuance -- 19.99% Cap -- which as of the date of
the second closing equals 5,367,529 shares of common stock.

For purposes of the 19.99% Cap, the third closing is integrated
and combined with the first and second closings of the similar
Note and Warrant Purchase Agreement which were closed on March 22,
2010, and April 8, 2010.  The Agreements include a provision that
prohibits the Company's from issuing and delivering any shares of
the Company's Common Stock to the Lenders in the third closing if
the transaction when combined with the first and second closings
results in the issuance of any shares in excess of the 19.99% Cap
under NYSE Amex rule 713, unless the Company receives stockholder
approval and NYSE Amex approval to list and issue all such shares.

                   About Radient Pharmaceuticals

Headquartered in Tustin, California, Radient Pharmaceuticals
Corporation is an integrated pharmaceutical company devoted to the
research, development, manufacturing, and marketing of diagnostic,
and premium skin care products.

As of December 31, 2009, the Company had total assets of
$26,319,086 against total liabilities of $5,626,326, resulting in
a stockholders' equity of $20,692,760.  The December 31, 2009,
balance sheet shows strained liquidity: the Company had total
current assets of $507,845 against total current liabilities of
$4,728,677.

In its April 15, 2010 report, KMJ | Corbin & Company LLP in Costa
Mesa, California, noted that the Company has incurred a
significant operating loss in 2009 and negative cash flows from
operations in 2009 and has an a working capital deficit of
approximately $4.2 million at December 31, 2009.  These items
raise substantial doubt about the Company's ability to continue as
a going concern.


RADIENT PHARMACEUTICALS: Posts $16.6 Million Net Loss for 2009
--------------------------------------------------------------
Radient Pharmaceuticals Corporation filed with the Securities and
Exchange Commission its annual report on Form 10-K for the year
ended December 31, 2009.

The Company reported a net loss of $16,621,055 for 2009 from a net
loss of $1,180,060 for 2008.  Net revenues were $8,627,669 for
2009 from $23,774,900 for 2008.

In a press release, the Company said the decrease in net revenues
was primarily due to the sale of one of its operating subsidiaries
in China in June FY2009 and the eventual deconsolidation of
operations in China.  The Company also said the FY2009 net loss
included a one-time $1.95 million loss on deconsolidation and a
$4.1 million loss on discontinued operations.

As of December 31, 2009, the Company had total assets of
$26,319,086 against total liabilities of $5,626,326, resulting in
a stockholders' equity of $20,692,760.  The December 31, 2009,
balance sheet showed strained liquidity: the Company had total
current assets of $507,845 against total current liabilities of
$4,728,677.

In its April 15, 2010 report, KMJ | Corbin & Company LLP in Costa
Mesa, California, noted that the Company has incurred a
significant operating loss in 2009 and negative cash flows from
operations in 2009 and has an a working capital deficit of
approximately $4.2 million at December 31, 2009.  These items
raise substantial doubt about the Company's ability to continue as
a going concern.

A full-text copy of the Company's annual report on Form 10-K is
available at no charge at http://ResearchArchives.com/t/s?6028

                   About Radient Pharmaceuticals

Headquartered in Tustin, California, Radient Pharmaceuticals
Corporation is an integrated pharmaceutical company devoted to the
research, development, manufacturing, and marketing of diagnostic,
and premium skin care products.


RCC NORTH: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: RCC North LLC
        15333 North Pima Road, Suite 305
        Scottsdale, AZ 85260

Bankruptcy Case No.: 10-11078

Chapter 11 Petition Date: April 15, 2010

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

Judge: Sarah Sharer Curley

Debtor's Counsel: Philip R. Rudd, Esq.
                  Polsinelli Shughart PC
                  3636 N. Central, Suite 1200
                  Phoenix, AZ 85012
                  Tel: (602) 650-2000
                  Fax: (602) 264-7033
                  E-mail: prudd@polsinelli.com

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

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

The petition was signed by David V. Cavan, managing member.

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


REALOGY CORP: Bank Debt Trades at 10% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Realogy Corp. is a
borrower traded in the secondary market at 89.66 cents-on-the-
dollar during the week ended Friday, April 16, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents an increase of 1.41 percentage
points from the previous week, The Journal relates.  The Company
pays 300 basis points above LIBOR to borrow under the facility.
The bank loan matures on Sept. 30, 2013, and carries Moody's Caa1
rating and Standard & Poor's CCC- rating.  The debt is one of the
biggest gainers and losers among 205 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.

Realogy Corp. -- http://www.realogy.com/-- is a global provider
of real estate and relocation services that has a diversified
business model that includes real estate franchising, brokerage,
relocation and title services.  Realogy's brands and business
units include Better Homes and Gardens Real Estate, CENTURY 21,
Coldwell Banker, Coldwell Banker Commercial, The Corcoran Group,
ERA, Sotheby's International Realty, NRT LLC, Cartus and Title
Resource Group.  Collectively, Realogy's franchise systems have
approximately 15,000 offices and 270,000 sales associates doing
business in 92 countries around the world.  Headquartered in
Parsippany, N.J., Realogy is owned by affiliates of Apollo
Management, L.P., a private equity and capital markets investor.


REDHILLS DEVELOPMENT: Files for Chapter 11 Bankruptcy in Oregon
---------------------------------------------------------------
According to Business Journal of Portland, Redhills Development
Co. LLC filed for bankruptcy in the U.S. Bankruptcy in Oregon,
listing both assets and debts of between $1 million and $10
million.

The company said it owes $3.2 million to owner Shelley and Michael
Raine of Newberg; $763,788, Bank of the West; and an undetermined
amount of Bank of Cascades, report says.

James Hein of Tonkon Torp LLP represents the company, the report
notes.


RENE DE LA FUENTE: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Joint Debtors: Rene de la Fuente
               Evanita Johnston
               6815 Joshua Drive
               Salinas, CA 93907

Bankruptcy Case No.: 10-53848

Chapter 11 Petition Date: April 15, 2010

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

Judge: Arthur S. Weissbrodt

Debtor's Counsel: Scott J. Sagaria, Esq.
                  Law Offices of Scott J. Sagaria
                  333 W San Carlos Street #1700
                  San Jose, CA 95110
                  Tel: (408) 279-2288
                  E-mail: sjsagaria@sagarialaw.com

Estimated Assets: $0 to $50,000

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

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


RENT-A-HOUSE LLC: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Rent-A-House, LLC
        12900 NE 180th Street, Suite 120C
        Bothell, WA 98011
        Tel: (425) 299-0999

Bankruptcy Case No.: 10-14204

Chapter 11 Petition Date: April 15, 2010

Court: U.S. Bankruptcy Court
       Western District of Washington (Seattle)

Judge: Samuel J. Steiner

Debtor's Counsel: Susan Chang, Esq.
                  Tax Attorneys Inc
                  800 Bellevue Way NE 4th Floor
                  Bellevue, WA 98004
                  Tel: (206) 607-6805
                  E-mail: susanchang@tax-attorneys.info

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

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

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

The petition was signed by Jessica Tuengel, president.


RITE AID: Bank Debt Trades at 8% Off in Secondary Market
--------------------------------------------------------
Participations in a syndicated loan under which Rite Aid
Corporation is a borrower traded in the secondary market at 92.31
cents-on-the-dollar during the week ended Friday, April 16, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 1.56
percentage points from the previous week, The Journal relates.
The Company pays 175 basis points above LIBOR to borrow under the
facility.  The bank loan matures on May 25, 2014, and carries
Moody's B3 rating and Standard & Poor's B+ rating.  The debt is
one of the biggest gainers and losers among 205 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

Headquartered in Camp Hill, Pennsylvania, Rite Aid Corporation
(NYSE: RAD) -- http://www.riteaid.com/-- is the largest drugstore
chain on the East Coast and the third largest drugstore chain in
the U.S.  The Company operates more than 4,900 stores in 31 states
and the District of Columbia.

As reported by the Troubled Company Reporter on Oct. 21, 2009,
Moody's affirmed Rite Aid's 'Caa2' corporate family and
probability of default ratings.  Standard & Poor's also affirmed
the 'B-' corporate credit rating, and the outlook is stable.


RIVERSIDE NATIONAL BANK: Closed; TD Bank NA Assumes All Deposits
----------------------------------------------------------------
TD Bank, National Association, Wilmington, Delaware, acquired the
banking operations, including all the deposits, of three Florida-
based institutions.  To protect depositors, the Federal Deposit
Insurance Corporation entered into a purchase and assumption
agreement with TD Bank, N.A.

The institutions were closed by their respective chartering
authority, and the FDIC was named receiver for each institution.
AmericanFirst Bank, Clermont, was closed by the Florida Office of
Financial Regulation; First Federal Bank of North Florida,
Palatka, was closed by the Office of Thrift Supervision; and
Riverside National Bank of Florida, Fort Pierce, was closed by the
Office of the Comptroller of the Currency.  The three failed
institutions were not affiliated with one another.

The branches of the three closed institutions will reopen as
branches of TD Bank, N.A. under their normal business hours,
including those with Saturday hours.  Depositors will
automatically become depositors of TD Bank, N.A. Deposits will
continue to be insured by the FDIC, so there is no need for
customers to change their banking relationship to retain their
deposit insurance coverage.  AmericanFirst Bank has three branches
in Florida; First Federal Bank of North Florida has eight branches
in Florida; and Riverside National Bank of Florida has 58 branches
in Florida.

As of December 31, 2009, AmericanFirst Bank had total assets of
$90.5 million and total deposits of $81.9 million; First Federal
Bank of North Florida had total assets of $393.3 million and total
deposits of $324.2 million; and Riverside National Bank of Florida
had total assets of $3.42 billion and total deposits of
$2.76 billion.  Besides assuming all the deposits from the three
Florida institutions, TD Bank, N.A., will purchase virtually all
their assets.

The FDIC and TD Bank, N.A. entered into a loss-share transaction
on $2.20 billion of the failed institutions' assets. Initially, TD
Bank, N.A. and the FDIC will share in the losses on assets on a
50% - 50% basis.

The loss-share transaction is projected to maximize returns on the
assets covered by keeping them in the private sector. The
transaction also is expected to minimize disruptions for loan
customers.  For more information on loss share, visit:

  http://www.fdic.gov/bank/individual/failed/lossshare/index.html

Customers who have questions about the transactions can call the
FDIC toll free: for AmericanFirst Bank customers, 1-800-830-4731;
for First Federal Bank of North Florida customers, 1-800-823-5346;
and for Riverside National Bank of Florida customers, 1-800-528-
6357.

nterested parties can also visit the FDIC's Web site:

for AmericanFirst Bank:

   http://www.fdic.gov/bank/individual/failed/americanfirst.html

for First Federal Bank of North Florida:

   http://www.fdic.gov/bank/individual/failed/ffbnf.html

and for Riverside National Bank of Florida:

   http://www.fdic.gov/bank/individual/failed/riverside-natl.html

The FDIC estimates that the cost to the Deposit Insurance Fund for
AmericanFirst Bank will be $10.5 million; for First Federal Bank
of North Florida, $6.0 million; and for Riverside National Bank of
Florida, 491.8 million. TD Bank, N.A.'s acquisition of all the
deposits of the three institutions was the "least costly" option
for the FDIC's DIF compared to alternatives.

These were the 44th, 45th, and 46th banks to fail in the nation
this year, and the seventh, eighth, and ninth banks to close in
Florida.  Prior to these failures, the last bank closed in the
state was Key West Bank, Key West, on March 26, 2010.


ROGER BAYLOCQ: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Roger Pierre Baylocq
        1275 Stardust Street
        Reno, NV 89053

Bankruptcy Case No.: 10-51372

Chapter 11 Petition Date: April 15, 2010

Court: United States Bankruptcy Court
       District of Nevada (Reno)

Judge: Gregg W. Zive

Debtor's Counsel: John White, Esq.
                  335 W First Street
                  Reno, NV 89503
                  Tel: (775) 322-8000
                  Fax: (775) 322-1228
                  E-mail: bankruptcy@whitelawchartered.com

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

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

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

The petition was signed by Roger Pierre Baylocq.

Debtor-affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
R&L Nevada Holdings, LLC               09-51584    05/22/09

RLL, LLC                               09-54136    11/19/09


RONALD JAMES: Case Summary & 18 Largest Unsecured Creditors
-----------------------------------------------------------
Joint Debtors: Ronald Lee James
               Gina Remell James
               16821 Swanson Road
               Upper Marlboro, MD 20774

Bankruptcy Case No.: 10-18324

Chapter 11 Petition Date: April 15, 2010

Court: U.S. Bankruptcy Court
       District of Maryland (Greenbelt)

Judge: Paul Mannes

Debtor's Counsel: John Douglas Burns, Esq.
                  6303 Ivy Lane, Suite 102
                  Greenbelt, MD 20770
                  Tel: (301) 441-8780
                  E-mail: burnslaw@burnslaw.algxmail.com

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

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

A list of the Joint Debtors' 18 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/mdb10-18324.pdf


RYLAND GROUP: Selling $300-Mil. of 6.625% Senior Notes Due 2020
---------------------------------------------------------------
The Ryland Group, Inc., will conduct a public offering of
$300,000,000 aggregate principal amount of 6.625% Senior Notes due
2020.  The offering is expected to close on April 29, 2010,
subject to customary closing conditions.

On April 1, 2010, Ryland commenced a tender offer for up to
$225 million aggregate principal amount of its outstanding 5.375%
Senior Notes due 2012, 6.875% Senior Notes due 2013 and 5.375%
Senior Notes due 2015.  On April 14, 2010, Ryland amended the
tender offer to provide for the purchase of up to $300 million
aggregate principal amount of its Existing Notes.  In addition,
the amendments (1) increase the consideration offered for the
5.375% Senior Notes due 2012, (2) eliminate the Minimum Condition,
and (3) add a maximum limitation on the 6.875% Senior Notes due
2013 and 5.375% Senior Notes due 2015 that may be purchased
pursuant to the Offer.

Specifically, Ryland said it was eliminating the "Minimum
Condition" applicable to the Offer, namely the condition that at
least $200 million aggregate principal amount of Notes be validly
tendered and not validly withdrawn pursuant to the Offer.  In
addition, Ryland announced that it was increasing the Aggregate
Maximum Tender Amount to $300 million and adding as a term of the
Offer a limitation on the maximum principal amount of the Lower
Priority Notes and that pursuant to such limitation Ryland will
not purchase more than $100 million aggregate principal amount of
the Lower Priority Notes -- Lower Priority Note Maximum Tender
Amount.

The Early Tender Date for the Offer was 5:00 p.m., New York City
time, on April 14, 2010.  Any Lower Priority Notes tendered after
such time will not be eligible to receive the Full Tender Offer
Consideration, including the Early Tender Payment, but will
instead to entitled to receive the Late Tender Offer
Consideration, which excludes the Early Tender Payment.
Withdrawal rights terminated on the Early Tender Date.  The Offer
will expire at 5:00 p.m., New York City time, on April 29, 2010,
unless extended by Ryland.

A full-text copy of Ryland's press release announcing amendments
to tender offer for debt securities is available at no charge at
http://ResearchArchives.com/t/s?6034

Ryland intends to call for redemption all 2012 Notes that are not
tendered in the tender offer.  Ryland plans to use the net
proceeds from the sale of the New Notes to purchase the Existing
Notes, to pay for the 2012 Notes that it redeems and to pay
related fees and expenses.  Any proceeds from the offering of the
New Notes not used to purchase the Existing Notes or pay related
fees and expenses will be used to redeem the 2012 Notes or for
general corporate purposes.

The New Notes are being offered pursuant to Ryland's existing
shelf registration statement, which became automatically effective
upon filing with the Securities and Exchange Commission.  A
preliminary prospectus supplement and accompanying prospectus
describing the terms of the offering has been filed with the
Securities and Exchange Commission.  J.P. Morgan will act as sole
book-running manager for the offering. Copies of the preliminary
prospectus supplement and accompanying prospectus for the offering
may be obtained from: J.P. Morgan by telephone at 1-800-245-8812
(toll-free) or by mail c/o J.P. Morgan Securities Inc., 383
Madison Avenue, 3rd Floor, New York, New York 10179.  BofA Merrill
Lynch will act as co-manager for the offering.

A full-text copy of the 2020 Notes pricing term sheet is available
at no charge at http://ResearchArchives.com/t/s?6035

A full-text copy of the prospectus supplement is available at no
charge at http://ResearchArchives.com/t/s?6036

                        About Ryland Group

Headquartered in Calabasas, California, The Ryland Group, Inc.
(NYSE: RYL) -- http://www.ryland.com/-- is one of the nation's
largest homebuilders and a leading mortgage-finance company.
Since its founding in 1967, Ryland has built more than 285,000
homes and financed more than 240,000 mortgages.  The Company
currently operates in 15 states and 19 homebuilding divisions
across the country and is listed on the New York Stock Exchange
under the symbol "RYL."

Ryland posted its third consecutive annual net loss, reporting
$162,474,000 net loss for 2009, $396,585,000 for 2008, and
$333,526,000 for 2007.

As of December 31, 2009, the Company had $1,685,453,000 in total
assets and $1,103,591,000 in total liabilities, resulting in
$581,862,000 in stockholders' equity.

                           *     *      *

Ryland Group carries Moody's "Ba3" corporate family rating, "Ba3"
probability of default rating, "Ba3" senior unsecured notes
rating, and "SGL-2" speculative grade liquidity rating.  Ryland
Group carries Standard & Poor's Ratings Services' 'BB-' corporate
credit and senior unsecured note ratings.


SAINT VINCENTS: Organizational Meeting to Form Panel on April 21
----------------------------------------------------------------
Diana G. Adams, the United States Trustee for Region 2, will hold
an organizational meeting on April 21, 2010, at 11:00 a.m. in the
bankruptcy case of Saint Vincent's Catholic Medical Centers of New
York, et al.  The meeting will be held at New York Marriott East
Side, 525 Lexington Avenue at 49th Street, New York, NY 10017.

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.

Saint Vincents Catholic Medical Centers of New York --
http://www.svcmc.org/-- dba Saint Vincent Catholic Medical
Centers and SVCMC Home Health Agency is a healthcare provider in
New York State.  It operates hospitals, health centers, nursing
homes and a home health agency.  The hospital group consists of
seven hospitals located throughout Brooklyn, Queens, Manhattan,
and Staten Island, along with four nursing homes and a home health
care agency.

The Company filed for Chapter 11 bankruptcy protection on
April 14, 2010 (Bankr. S.D.N.Y. Case No. 10-11963).  Adam C.
Rogoff, Esq., and Kenneth H. Eckstein, Esq., at Kramer Levin
Naftalis & Frankel LLP, assists the Company in its restructuring
effort.  Garfunkel Wild, P.C., is the Company's special counsels.
Grant Thornton LLP is the Company's crisis management team.  Mark
E. Toney is the Company's chief restructuring officer.  The
Company listed $100,000,001 to $500,000,000 in assets and more
than $1 billion in debts.

These affiliates filed separate Chapter 11 petitions:

       Entity                                   Case No.
       ------                                   --------
555 6th Avenue Apartment Operating Corporation  10-_____
Bishop Francis J. Mugavero Center for
  Geriatric Care, Inc.                          10-11965
Chait Housing Development Corporation           10-11966
Fort Place Housing Corporation                  10-_____
SVCMC Professional Registry, Inc.               10-_____
Pax Christi Hospice, Inc.                       10-_____
Sisters of Charity Health Care System
   Nursing Home, Inc. dba St. Elizabeth
   Ann's Health Care & Rehabilitation Center    10-_____
St. Jerome's Health Services Corporation
dba Holy Family Home                            10-_____


SAINT VINCENT: Seeks to Implement Hospital Closure Plan
-------------------------------------------------------
The Board of Directors of Saint Vincents Catholic Medical Centers,
on April 6, 2010, voted to approve the closure of the Debtors'
Manhattan Hospital and the Pax Christi Hospice (inpatient only)
and the transfer or closure of the outpatient programs and clinics
associated with and operated by the Hospital.

In accordance with New York State law, the Debtors submitted their
proposed plan of closure to the New York State Department of
Health for approval on April 9, 2010.  While the DOH has not yet
approved the plan, the Debtors have begun the closure process and
are working closely with the DOH to implement the Closure Plan.
Among other things, the Hospital has limited new inpatient
admissions, put its emergency department on permanent diversion,
begun to transfer and discharge patients, initiated staff
reductions, and instituted heightened security measures to
safeguard patients, employees, medical records, medical supplies,
and equipment.  Subject to certain limited exceptions, the Closure
Plan calls for all patients to have been transferred or discharged
by, and all inpatient operations at the Hospital to cease by,
April 30, 2010.  The plan provides for the continuation of
ambulatory care services through May 31, 2010, to provide time to
search for alternate sponsors to whom these programs may be
transferred.

In this regard, the Debtors seek authority from Judge Cecelia
Morris of the U.S. Bankruptcy Court for the Southern District of
New York -- in coordination with the DOH, other regulatory
agencies, and applicable law -- to complete the implementation of
the Closure Plan.  Among other things, the Debtors seek authority
to continue to transfer and discharge patients, transfer and store
medical records, dispose of pharmaceuticals and inventory, dispose
of medical waste and hazardous materials, and cease operations at
the Hospital and associated clinics and practices.

Although subject to modification based on patient safety concerns
and input from the DOH, the Debtors anticipate the general
timeline for shut-down of operations will be as follows:

  April 6: Board approval

  April 9: Submission of plan to DOH

  April 9: Emergency Department on diversion (except for
           behavioral health services); SVCMC to continue
           ambulance tours with drops at alternate hospitals
           through April 30

April 12: Delivery of Worker Adjustment and Retraining
           Notification Act notices

April 14: Inpatient admissions cease; elective surgeries
           discontinued

April 15: Emergency Department transitioned to "treat and
           release or transfer" (except for behavioral health
           services)

April 30: All inpatients discharged or transferred; all
           inpatient operations cease; ambulance tours cease

   May 31: Ambulatory care services cease (absent transfer to
           new sponsors)

The Debtors' counsel, Adam C. Rogoff, Esq., at Kramer Levin
Naftalis & Frankel LLP, in New York, asserts that the business
reasons for the Closure are compelling.  Succinctly stated, the
Debtors have no alternative but to close the Hospital, he points
out.  The Debtors' financial condition has rapidly deteriorated
over the course of the past several months and the Debtors, with
the support of their lenders, the State, and others, have taken a
number of steps to address their liquidity crisis and search for a
strategic partner for continued operation of the Hospital outside
of bankruptcy.  Despite these efforts, however, the Debtors have
been unable to find a buyer for the Hospital and lack sufficient
cash to continue operation of the Hospital on a standalone basis,
Mr. Rogoff further points out.

In light of their extensive efforts to sustain the Hospital as a
going-concern, the Debtors aver that their inability to complete a
sale or strategic transaction constitute a "good business reason"
for the Closure.  In fact, without access to financing or a
potential transaction, the Debtors have no choice but to close,
Mr. Rogoff asserts.

           About Saint Vincent Catholic Medical Centers

Saint Vincent Catholic Medical Centers -- http://www.svcmc.org/--
is anchored by St. Vincent's Hospital Manhattan, an academic
medical center located in Greenwich Village and the only emergency
room on the Westside of Manhattan from Midtown to Tribeca, St.
Vincent's Westchester, a behavioral health hospital in Westchester
County, and continuing care services that include two skilled
nursing facilities in Brooklyn, another on Staten Island, a
hospice, and a home health agency serving the Metropolitan New
York area.  Its behavioral health services also provide supportive
housing programs for people with mental illness throughout the
Metropolitan area.  Saint Vincent's is the designated provider for
the New York and New Jersey region of the US Family Health Plan
sponsored by the US Department of Defense.  Saint Vincent's serves
as the academic medical center of New York Medical College in New
York City. The healthcare organization is sponsored by the Roman
Catholic Bishop of Brooklyn and the president of the Sisters of
Charity of New York.

Saint Vincent Catholic Medical Centers of New York and six of its
affiliates filed for Chapter 11 protection on July 5, 2005 (Bankr.
S.D.N.Y. Case No. 05-14945 through 05-14951).  Gary Ravert, Esq.,
and Stephen B. Selbst, Esq., at McDermott Will & Emery, LLP, filed
the Debtors' Chapter 11 cases.  On September 12, 2005, John J.
Rapisardi, Esq., at Weil, Gotshal & Manges LLP took over
representing the Debtors in their restructuring efforts.  Martin
G. Bunin, Esq., at Thelen Reid & Priest LLP, represented the
Official Committee of Unsecured Creditors.  As of April 30, 2005,
the Debtors listed $972 million in total assets and $1 billion in
total debts.  The Court confirmed the Debtors' Chapter 11 plan on
July 27, 2007.

St. Vincent Catholic Medical Centers and its affiliates returned
to the bankruptcy court by filing another Chapter 11 petition on
April 14, 2010 (Bankr. S.D.N.Y. Case No. 10-11963).  The new
petition listed assets of $348 million against debt totaling $1.09
billion.  Adam C. Rogoff, Esq., and Kenneth H. Eckstein, Esq., at
Kramer Levin Naftalis & Frankel LLP, assist the Debtors in their
restructuring efforts.  The Debtors' special counsel is Garfunkel
Wild, P.C., while their Crisis Management Team is led by Grant
Thornton LLP.  The Debtors' Chief Restructuring Officer is Mark E.
Toney.


SAINT VINCENT: Wants More Time to File Schedules & Statements
-------------------------------------------------------------
Rule 1007(c) of the Federal Rules of Bankruptcy Procedure
authorizes the Court to grant an extension of the date by which
the schedules of assets and liabilities and statements of
financial affairs must be filed "on motion for cause shown."  St.
Vincent Catholic Medical Centers and its debtor-affiliates aver
that substantial size, scope, and complexity of their Chapter 11
Cases and the volume of material that must be compiled and
reviewed by their staff to complete the Schedules for each Debtor
provides ample "cause" for justifying the requested extension.

The operation of the Debtors' businesses requires each of the
Debtors to maintain voluminous books and records and complex
accounting systems.

"Given the size and complexity of their business operations, the
number of creditors, and the fact that certain prepetition
invoices have not yet been received or entered into the Debtors'
financial accounting systems, the Debtors have not finished
compiling the information required to complete the Schedules,"
Adam C. Rogoff, Esq., at Kramer Levin Naftalis & Frankel LLP, in
New York -- arogoff@kramerlevin.com -- tells the U.S. Bankruptcy
Court for the Southern District of New York.

Furthermore, Mr. Rogoff maintains, completing the Schedules for
the Debtors will require the collection, review, and assembly of
information from multiple business locations.  This task, he
points out, is further complicated because the Debtors' employees
will have to compile Schedules from the records of each of the
numerous Debtors in these Chapter 11 Cases.

"In light of the numerous critical operational matters that the
Debtors' employees must address in the early days of these Chapter
11 Cases, the Debtors will not be in a position to complete the
Schedules within the time specified in Bankruptcy Rule 1007(c),"
Mr. Rogoff asserts.

At present, the Debtors anticipate that they will require at least
30 additional days beyond the deadline contemplated by Section 521
of the Bankruptcy Code to complete their Schedules.

Accordingly, the Debtors request that the Court extend the date by
which the Schedules and Statements must be filed pursuant to
Bankruptcy Rule 1007(c) by an additional 45 days.

           About Saint Vincent Catholic Medical Centers

Saint Vincent Catholic Medical Centers -- http://www.svcmc.org/--
is anchored by St. Vincent's Hospital Manhattan, an academic
medical center located in Greenwich Village and the only emergency
room on the Westside of Manhattan from Midtown to Tribeca, St.
Vincent's Westchester, a behavioral health hospital in Westchester
County, and continuing care services that include two skilled
nursing facilities in Brooklyn, another on Staten Island, a
hospice, and a home health agency serving the Metropolitan New
York area.  Its behavioral health services also provide supportive
housing programs for people with mental illness throughout the
Metropolitan area.  Saint Vincent's is the designated provider for
the New York and New Jersey region of the US Family Health Plan
sponsored by the US Department of Defense.  Saint Vincent's serves
as the academic medical center of New York Medical College in New
York City. The healthcare organization is sponsored by the Roman
Catholic Bishop of Brooklyn and the president of the Sisters of
Charity of New York.

Saint Vincent Catholic Medical Centers of New York and six of its
affiliates filed for Chapter 11 protection on July 5, 2005 (Bankr.
S.D.N.Y. Case No. 05-14945 through 05-14951).  Gary Ravert, Esq.,
and Stephen B. Selbst, Esq., at McDermott Will & Emery, LLP, filed
the Debtors' Chapter 11 cases.  On September 12, 2005, John J.
Rapisardi, Esq., at Weil, Gotshal & Manges LLP took over
representing the Debtors in their restructuring efforts.  Martin
G. Bunin, Esq., at Thelen Reid & Priest LLP, represented the
Official Committee of Unsecured Creditors.  As of April 30, 2005,
the Debtors listed $972 million in total assets and $1 billion in
total debts.  The Court confirmed the Debtors' Chapter 11 plan on
July 27, 2007.

St. Vincent Catholic Medical Centers and its affiliates returned
to the bankruptcy court by filing another Chapter 11 petition on
April 14, 2010 (Bankr. S.D.N.Y. Case No. 10-11963).  The new
petition listed assets of $348 million against debt totaling $1.09
billion.  Adam C. Rogoff, Esq., and Kenneth H. Eckstein, Esq., at
Kramer Levin Naftalis & Frankel LLP, assist the Debtors in their
restructuring efforts.  The Debtors' special counsel is Garfunkel
Wild, P.C., while their Crisis Management Team is led by Grant
Thornton LLP.  The Debtors' Chief Restructuring Officer is Mark E.
Toney.


SAN TAN: Voluntary Chapter 11 Case Summary
------------------------------------------
Debtor: San Tan Borgata Development, LLC
        5144 E. Palomino Road
        Phoenix, AZ 85018

Bankruptcy Case No.: 10-10320

Chapter 11 Petition Date: April 9, 2010

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

Judge: George B. Nielsen Jr.

Debtor's Counsel: Wesley Denton Ray, Esq.
                  Polsinelli Shughart
                  3636 N Central Avenue #1200
                  Phoenix, AZ 85012
                  Tel: (602) 650-2005
                  Fax: (602) 926-2751
                  E-mail: wray@polsinelli.com

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

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

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

The petition was signed by William Langer, Jr., co-manager.


SERVICE MASTER: Bank Debt Trades at 3% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which The ServiceMaster
Co. is a borrower traded in the secondary market at 96.51 cents-
on-the-dollar during the week ended Friday, April 16, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 0.65
percentage points from the previous week, The Journal relates.
The Company pays 300 basis points above LIBOR to borrow under the
facility.  The bank loan matures on July 24, 2014, and carries
Moody's B1 rating and Standard & Poor's B+ rating.  The debt is
one of the biggest gainers and losers among 205 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

The ServiceMaster Co. -- http://www.servicemaster.com/-- serves
residential and commercial customers through a network of over
5,500 company-owned locations and franchised licenses.  The
Company's brands include TruGreen, TruGreen LandCare, Terminix,
American Home Shield, ServiceMaster Clean, Merry Maids, Furniture
Medic, and AmeriSpec.  The core services of the Company include
lawn care and landscape maintenance, termite and pest control,
home warranties, disaster response and reconstruction, cleaning
and disaster restoration, house cleaning, furniture repair, and
home inspection.


SIX FLAGS: Files Modified 4th Amended Plan of Reorganization
------------------------------------------------------------
Six Flags, Inc., and its debtor-affiliates filed with the United
States Bankruptcy Court for the District of Delaware a modified
Fourth Amended Joint Plan of Reorganization, which includes
information relating to a modification of the proposed debt and
equity capitalization of the Debtors upon emergence from the
chapter 11 proceedings.

The Amended Plan, filed April 1, 2010, provides that Six Flags,
Inc. bondholders will buy the new equity for cash.  The revised
plan is backed with an Exit Term Loan of $770 million, plus a
second lien debt facility of $250 million, with terms and
conditions substantially similar to the February 11, 2010 Draft
Credit Agreement, entered into by Six Flags, Inc., Six Flags
Operations, Inc., Six Flags Theme Park, the lenders, and JP
Morgan chase Bank, N.A., as Administrative Agent.  The former
plan only had a $650 million first-lien loan.

From $450 million as provided for in the original plan, the
rights offering under the Fourth Amended Plan is now $505.5
million.  The revolving credit has been increased from $100
million to $120 million.  Unsecured creditors who were previously
made part of the rights offering now are to be paid in full with
cash and allowed to acquire 9.5% of the new stock and the ability
to participate in the $505.5 million rights offering.

The modified Plan includes a modification of the rights offering,
which will be directed to holders of the Company's 8.875%
unsecured notes due 2010, 9.75% unsecured notes due 2013, 9.625%
unsecured notes due 2014, and 4.5% convertible unsecured notes
due 2015 that are accredited investors as of April 7, 2010.  The
proceeds of the offerings and the Exit Facility Loans will be
used to make payments required to be made on and after the
Effective Date.

The modified Plan also articulates the Debtors' proposed methods
of distribution of Claims.  Specifically, the modified Plan
affirms the Debtors' guaranty of obligations under the Amended
Existing TW Loan with respect to Class 5 SFTP Guaranty Claims,
Class 9 SFO TW Guaranty Claims and class 12 SFI TW Guaranty
Claims.

With respect to Class 11 SFO Unsecured Claims, the modified Plan
contemplates that on the Distribution Date, each holder of an
Allowed SFO Unsecured Claim will receive Pro Rata Share of Cash
in an amount equal to its Allowed SFO Unsecured Claims in full
and complete satisfaction of Allowed SFO Unsecured Claims and the
SFO Note Guaranty Claims, provided that the Allowed SFO Unsecured
Claims will not include any Make-Whole claims.

The Class 14 SFI Unsecured Claims will receive in full its
Distribution Pro Rata Share of the New Common Stock on a fully
diluted basis reflecting all distributions of New Common Stock on
the Effective Date.  Additionally, each holder of an Allowed SFI
Note Claim who is an Eligible Holder will receive its
Distribution Pro Rata Share of the SFI Participation Rights.

Class 17A Preconfirmation SFTP Equity Interests is Unimpaired by
the modified Plan.  Thus, each holder of a Preconfirmation SFTP
Equity Interest is presumed to accept the Plan is not entitled to
vote to accept or reject the Plan.

The SFO Note Guaranty Claim will be deemed satisfied in full in
Cash from the payment to SFO of the SFTP Residual Property and
the SFO Cash Payment under the Plan.

Full-text copies of the black-lined Modified Fourth Amended Plan
and the final version of the Modified Fourth Amended Plan are
available for free at:

http://bankrupt.com/misc/SixF_modi4thAmdPlan_bl.pdf
http://bankrupt.com/misc/SixF_modi4thAmdPlanfinal.pdf

                     New Board of Directors

The Reorganized Six Flags, Inc., will have a new board of
directors consisting of nine directors, three of which will be
independent as defined by the New York Stock Exchange.  The
Majority Backstop Purchasers, composed of certain SFI
Noteholders, will select six directors to the Post-confirmation
Board, and one director which will be independent will be
selected by the Official Committee of Unsecured Creditors.  Mark
Shapiro will serve as initial director and will be entitled to
appoint the remaining director, provided that that director will
not be Daniel M. Snyder.

            Debtors Submit Revised Plan Supplements

In view of their submission of the revised Fourth Amended Plan,
the Debtors also filed with the Court:

(a) a revised Long-Term Incentive Plan replacing their
     previously filed version which the Debtors withdraw.  Full-
     text copies of the black-lined and final versions of the
     revised Long-Term Incentive Plan are available for free at:

       http://bankrupt.com/misc/SixF_LTIP_rev_bl.pdf
       http://bankrupt.com/misc/SixF_LTIP_rev_final.pdf

(b) a revised First Lien Credit Agreement replacing their
     previously filed version which the Debtors withdraw.  Full-
     text copies of the black-lined and final versions of the
     First Lien Credit Agreement are available for free at:

       http://bankrupt.com/misc/SixF_LCA1_bl.pdf
       http://bankrupt.com/misc/SixF_LCA1_final.pdf

(c) the $250 million Second Lien Credit Agreement among Six
     Flags Entertainment Corporation, Six Flags Operations,
     Inc., Six Flags Theme Parks, Inc., Several Lenders and
     Goldman Sachs Lending Partners as Syndication Agent,
     Documentation Agent and Administrative Agent.  A full-text
     copy of the Second Lien Credit Agreement is available for
     free at http://bankrupt.com/misc/SixF_SLCA.pdf

                          About Six Flags

Headquartered in New York City, Six Flags, Inc., is the world's
largest regional theme park company with 20 parks across the
United States, Mexico and Canada.

Six Flags filed for Chapter 11 protection on June 13, 2009 (Bankr.
D. Del. Lead Case No. 09-12019).  Paul E. Harner, Esq., Steven T.
Catlett, Esq., and Christian M. Auty, Esq., at Paul, Hastings,
Janofsky & Walker LLP in Chicago, Illinois, act as the Debtors'
lead counsel.  Daniel J. DeFranceschi, Esq., and L. Katherine
Good, Esq., at Richards, Layton & Finger, P.A., in Wilmington,
Delaware, act as local counsel.  Cadwalader Wickersham & Taft LLP,
serves as special counsel.  Houlihan Lokey Howard & Zukin Capital
Inc., serves as financial advisors, while KPMG LLC acts as
accountants.  Kurtzman Carson Consultants LLC serves as claims and
notice agent.  As of March 31, 2009, Six Flags had $2,907,335,000
in total assets and $3,431,647,000 in total liabilities.

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


SIX FLAGS: Seeks to Sign Exit Commitment Letters With Lenders
-------------------------------------------------------------
In line with their filing of the modified Fourth Amended Plan of
Reorganization, Six Flags, Inc., and its debtor-affiliates seek
authority from Judge Christopher S. Sontchi of the U.S. Bankruptcy
Court for the District of Delaware to:

(i) enter into the First Lien Commitment Letter dated April 7,
     2010, by and among Commitment Parties -- certain of the
     Debtors and JPMorgan Chase Bank, N.A., J.P. Morgan
     Securities Inc., Bank of America, N.A., Banc of America
     Securities LLC, Barclays Bank PLC, Barclays Capital, the
     investment banking division of BBPLC, Deutsche Bank trust
     Company Americas, Deutsche Bank Securities Inc., and
     Goldman Sachs Lending Partners LLC;

ii) enter into the Second Lien Commitment Letter dated April 7,
     2010, by and among certain of the Debtors and Goldman Sachs
     Lending Partners; and

(iii) pay all fees and costs associated with the financing.

In the alternative, the Debtors seek interim authority from the
Court to perform their obligations related to indemnification of
the Commitment Parties and payment of expenses as set forth in
the Exit Commitment Letters.

Daniel J. DeFranceschi, Esq., at Richards, Layton & Finger, P.A.,
in Wilmington, Delaware -- defranceshi@rlf.com -- tells the Court
the exit financing is a necessary and integral component of the
Debtors' strategy for emergence from Chapter 11 in order to,
among other things, fund Plan distributions and finance the
Debtors' post-emergence operating expenses and other working
capital needs.

                First Lien Credit Facilities

Six Flags Theme Parks Inc., or the entity which is the transferee
of SFTP pursuant to the Plan, stands as the borrower for the
$890,000,000 Exit Facility consisting of a $120,000,000 committed
revolving credit facility with a maturity date of June 30, 2015,
and a $770,000,000 term loan facility which will mature on
June 30, 2016.

The First Lien Credit Facilities are guaranteed by the
Reorganized Six Flags Inc. to be known as Six Flags Entertainment
Corporation, Reorganized Six Flags Operations and each of the
current direct and indirect domestic subsidiaries of Reorganized
SFTP; provided that to the extent Reorganized SFTP acquires any
non-wholly owned direct or indirect subsidiary after the Closing
Date, that subsidiary will not be required to be a guarantor or
pledgor of the Exit Facility Loans.

The Revolving Credit Facility will earn LIBOR + 4.25%; the Term
Loan Facility will earn LIBOR + 4%, subject to the market's
acceptance of the pricing.

The Credit Facilities will contain restrictive covenants that
limit, among other things, the ability of certain of the
reorganized Debtors to incur indebtedness, create liens, engage
in mergers, consolidations and other fundamental changes, make
investments or loans, engage in transactions with affiliates, pay
dividends, make capital expenditures and repurchase capital
stock.

Additionally, the Commitment Parties' commitment and undertakings
are subject to certain customary conditions as well as
Confirmation of the Plan and the retention of the existing senior
management of the Debtors continuing as the senior management
consummation of the Plan.

Any material changes to the Exit Facility Loans, in order to
achieve syndication of the Term Loans as described in the
Commitment Parties' Commitment Papers, will be subject to the
approval of the Majority Backstop Purchasers as that term is
defined in the Plan.

A full-text copy of the First Lien Credit Facility is available
for free at http://bankrupt.com/misc/SixF_FLCL.pdf

               Second Lien Credit Facility

The Reorganized SFTP stands as the borrower for the Second Lien
Credit Facility amounting to $250,000,000.  The loan, which will
mature on December 31, 2016, is guaranteed by Six Flags
Entertainment Corporation, also known as Six Flags, Inc., and
each of the other guarantors of the First Lien Credit Facilities

The Second Lien Credit Facility will earn LIBOR + 8%, with a
LIBOR floor of 2%.  The commitment is subject to certain
customary conditions and market "flex" provisions as well as
confirmation of the Plan and the retention of the existing senior
management of the Debtors continuing as the senior management
consummation of the Plan.

The Exit Facility Loans will be secured by first priority liens
upon substantially all existing and after-acquired assets of
certain of reorganized Debtors.

A full-text copy of the Second Lien Commit Letter is available
for free at http://bankrupt.com/misc/SixF_SLCL.pdf

          Debtors Seek to File Fee Letters Under Seal

The Debtors, in an effort to protect the parties involved in the
Exit Commitment Letters from potential harm due to the disclosure
of certain confidential and commercially sensitive information,
ask the Court to be allowed to file the Fee Letters under Seal.

The Debtors requested the Court that the Fee Letters will not be
made available to anyone except for the Court, the Office of the
U.S. Trustee for the District of Delaware, the Official Committee
of Unsecured Creditors and the informal committee of SFI
Noteholders.

Further, the Debtors ask the Court to file under seal, the
entirety of the proceedings on the Fee Letters including the
official court transcripts to the extent they reference to the
Fee Letters.

           Debtors Want Emergency Hearing for Request

In a separate filing, the Debtors ask the Court to convene an
emergency hearing on their Commitment Motion and Seal Motion on
April 20, 2010.  According to Mr. DeFranceschi the Debtors'
Commitment and Seal Motions need expedited consideration.  This
is to avoid revealing sensitive commercial information that could
potentially result in harm to the Debtors' business operations as
well as the negotiated financial transactions essential the Plan.

The informal Committee of SFO Noteholders object to the Debtors
request for an expedited emergency hearing on their Commitment
and Seal Motions.  Details of its objection, however, could not
be extracted as it is filed under seal upon the SFO Committee's
request with the Court.

                          About Six Flags

Headquartered in New York City, Six Flags, Inc., is the world's
largest regional theme park company with 20 parks across the
United States, Mexico and Canada.

Six Flags filed for Chapter 11 protection on June 13, 2009 (Bankr.
D. Del. Lead Case No. 09-12019).  Paul E. Harner, Esq., Steven T.
Catlett, Esq., and Christian M. Auty, Esq., at Paul, Hastings,
Janofsky & Walker LLP in Chicago, Illinois, act as the Debtors'
lead counsel.  Daniel J. DeFranceschi, Esq., and L. Katherine
Good, Esq., at Richards, Layton & Finger, P.A., in Wilmington,
Delaware, act as local counsel.  Cadwalader Wickersham & Taft LLP,
serves as special counsel.  Houlihan Lokey Howard & Zukin Capital
Inc., serves as financial advisors, while KPMG LLC acts as
accountants.  Kurtzman Carson Consultants LLC serves as claims and
notice agent.  As of March 31, 2009, Six Flags had $2,907,335,000
in total assets and $3,431,647,000 in total liabilities.

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


SIX FLAGS: Wants Court Approval of Equity Commitment Documents
--------------------------------------------------------------
Six Flags, Inc., and its debtor-affiliates seek approval from the
U.S. Bankruptcy Court for the District of Delaware of a common
stock amended equity commitment agreement dated April 15, 2010, an
SFO Noteholders' Commitment Letter, a common stock term sheet and
a Delayed Draw Equity Commitment Agreement.  The Debtors also seek
the Court's authority to make reimbursement of fees and expenses
to the extent contemplated by the Equity Commitment Documents.

Under the Modified Fourth Amended Plan of Reorganization, these
restructuring means are being contemplated:

(1) a new debt financing of up to $1.140 billion pursuant to
     the Exit Facility Loans;

(2) the assignment to SFI of 2016 Notes held by certain holders
     of SFI Notes in an aggregate amount of no less than $19.5
     million and up to $69.5 million in exchange for a number of
     shares of common stock of SFI representing 2.599% of the
     equity of SFI on the Effective Date in full satisfaction of
     their claims arising under assigned 2016 Notes;

(3) an offering to Eligible Holders of the right to purchase,
     for an aggregate purchase price of $505.5 million, a number
     of shares common stock of SFI representing 62.733% to
     67.380% of the equity of SFI on the Effective Date;

(4) an offering to the Backstop Purchasers for an aggregate
     amount purchase price of $75 million of a number of shares
     of common stock of SFI representing 12.410% to 13.320% of
     the equity on the Effective Date; and

(5) an offering to certain Backstop Purchasers for an aggregate
     purchase price of $50 million on the same pricing terms as
     the Offering, a number of shares of common stock of SFI
     representing 6.205% to 6.665% of the equity of SFI on the
     Effective Date, on terms that are consistent with those set
     forth in the Common Stock Term Sheet.

To provide assurance that the Offering, Direct Equity Purchase
and the Additional Equity Purchase will be fully subscribed,
certain SFI Noteholders have committed, severally and not
jointly, to backstop the Offering and participate in the direct
Equity Purchase and Additional Equity Purchase with their
percentages.

Under the terms of the Equity Commitment Documents, in the event
the majority of the board of directors of SFI determines, after
the Effective Date, to offer to certain Backstop Purchasers $25
million of additional shares of common stock of SFI on terms that
are consistent with those set forth on the Common Stock Term
Sheet.  The backstop Purchasers also commit severally and not
jointly, to purchase $25 million of those shares in accordance
with their percentage associated to the Delayed Equity Draw
Commitment and pursuant to the Delayed Draw Equity Commitment
Agreement.

The Salient terms of the Equity Commitment Document are:

(1) The funding of the New Financing, as contemplated by and
     subject to the Amended Equity Commitment Agreement;

(2) The Post-confirmation Organization Documents will be in
     form and substance acceptable to the Backstop Purchasers
     that have collectively committed more than 66-2/3% of the
     Equity Commitment;

(3) The Registration Rights Agreement will be in form and
     substance acceptable to the Supermajority Backstop
     Purchasers;

(4) Except as otherwise provided, the Plan, the Confirmation
     Order and any Plan supplemental documents, including but
     not limited to, the Amended Equity Commitment Agreement,
     the SFO Noteholders Commitment Letter and the Delayed Draw
     Equity Commitment Agreement will be in form and substance
     reasonably acceptable to the Supermajority Backstop
     Purchasers;

(5) All motions and other documents to be filed with the
     Bankruptcy Court in connection with the offer and sale of
     the New SFI Common Stock, and payment of the fees
     contemplated under the Plan, the Amended Equity Commitment
     Agreement, the SFO Noteholders Commitment Letter, the Term
     Sheets and the Offering Procedures will be in form and
     substance satisfactory to the Supermajority Backstop
     Purchasers;

(6) All motions and other documents to be filed with the
     Bankruptcy Court in connection with the approval of the
     Post-confirmation Organizational Documents will be in form
     and substance satisfactory to the Supermajority Backstop
     Purchasers;

(7) All reasonable out-of-pocket fees and expenses relating to
     the New Financing or required to be paid to the Backstop
     Purchase under the Plan or the Amended Equity Commitment
     Agreement will have been paid;

(8) The Bankruptcy Court will have entered an Approval Order,
     in form and substance acceptable to the Supermajority
     Backstop Purchasers, which order will authorize and approve
     the transactions contemplated in the Amended Equity
     Commitment Agreement;

(9) All governmental and third party consents and approvals
     necessary in connection with the transactions contemplated
     by the Post-confirmation Organizational Documents will have
     been obtained;

(10) Any applicable waiting periods under the Hart-Scott-
     Rodino Antitrust Improvements Act of 1976, as amended,
     and any waiting periods under other antitrust laws in
     connection with the transactions contemplated by the Plan
     will have expired or have been terminated;

(11) The documents governing the New TW Loan will be in form and
     substance acceptable to the Supermajority Backstop
     Purchasers;

(12) The Plan will have become, or simultaneously with the
     issuance of the Offered Sales, Direct Purchase Shares, the
     Additional Purchase Shares and SFO Shares will become,
     effective.

Regardless of whether the transactions contemplated by the
Backstop Commitment Agreement are consummated, the Debtors agree
to (i) pay within 10 days of demand the reasonable and documented
expenses of the Backstop Purchasers relating to the Debtors'
restructuring, and (ii) indemnify and hold each of the Backstop
Purchasers and their representatives.

A full-text copy of the Equity Commitment Documents is available
for free at http://bankrupt.com/misc/SixF_equitycmtdocs.pdf

A full-text copy of the Common Stock Term Sheet is available for
free at http://bankrupt.com/misc/SixF_comstocktermsht.pdf

A full-text copy of the Delayed Draw Equity Commitment Agreement
is available for free at:

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

By a separate motion, the Debtors ask the Court that this motion
be considered at the Confirmation Hearing to be held on April 28,
with the deadline to file objections if any, to be set on
April 23.

                          About Six Flags

Headquartered in New York City, Six Flags, Inc., is the world's
largest regional theme park company with 20 parks across the
United States, Mexico and Canada.

Six Flags filed for Chapter 11 protection on June 13, 2009 (Bankr.
D. Del. Lead Case No. 09-12019).  Paul E. Harner, Esq., Steven T.
Catlett, Esq., and Christian M. Auty, Esq., at Paul, Hastings,
Janofsky & Walker LLP in Chicago, Illinois, act as the Debtors'
lead counsel.  Daniel J. DeFranceschi, Esq., and L. Katherine
Good, Esq., at Richards, Layton & Finger, P.A., in Wilmington,
Delaware, act as local counsel.  Cadwalader Wickersham & Taft LLP,
serves as special counsel.  Houlihan Lokey Howard & Zukin Capital
Inc., serves as financial advisors, while KPMG LLC acts as
accountants.  Kurtzman Carson Consultants LLC serves as claims and
notice agent.  As of March 31, 2009, Six Flags had $2,907,335,000
in total assets and $3,431,647,000 in total liabilities.

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


SIX FLAGS: Court Extends Exclusive Solicitation Period to April 29
------------------------------------------------------------------
Prior to the conclusion of their Confirmation Hearing on March 19,
2010, Six Flags, Inc., and its debtor-affiliates entered in to an
agreement in principle with certain creditor constituencies,
including the Official Committee of Unsecured Creditors and the Ad
Hoc Committee of Six Flags Inc.  Noteholders to modify the Fourth
Amended Plan to improve recoveries for all creditor constituencies
-- specifically, subject to certain conditions and contingencies.
These modifications would pay the allowed claims of all unsecured
creditors of Six Flags Operations Inc. in full in cash, and
distribute equity in Reorganized Six Flags, Inc. to the SFI
Noteholders pursuant to a fully backstopped rights offering.

As a result of the modifications, the U.S. Bankruptcy Court for
the District of Delaware adjourned the Confirmation Hearing to a
date to be determined and extended the Exclusive Solicitation
Period subject to the parties' agreement as to an agreed to form
of order extending the solicitation period.

On April 5, the Court held a telephonic hearing regarding the
extension of the Exclusive Solicitation Period.  At the
telephonic Hearing, the Court directed that the Exclusive
Solicitation Period be extended through and including April 29,
2010.

The Court also granted the Debtors' request and set April 14,
2010, as the deadline for all creditors holding claims in the
Voting Classes to amend their votes on the Debtors' Fourth Amended
Plan of Reorganization.  The Court overruled all objections
against the motion and directed the Debtors to provide notice in
writing with respect to the new voting schedule to:

* Paul, Hastings, Janofsky and Walker, LLP
   101 N. Walker Drive, 30th Floor
   Chicago, Illinois 60606
   Attn: Christian Auty, Esq.

* Brown Rudnick LLP
   One Financial Center
   Boston, Massachusetts 02111
   Attn: Steven B. Levine, Esq.

   Brown Rudnick LLP
   Seven Times Square
   New York 10035

* Kurtzman Carson Consultants LLC
   2335 Alaska Avenue, El Segundo
   California 90245
   Attn: Travis Vandell

   Kurtzman Carson Consultants LLC
   1230 Avenue of the Americas
   7th Floor, New York 10020
   Attn: David M. Harp

* White & Case, LLP
   200 South Biscayne Blvd. Ste. 4900
   Miami, Florida 33131
   Attn: John K. Cunningham, Esq.

* Akin Gump Strauss Hauer & Feld LLP
   One Bryant Park, New York 10036
   Attn: Ira Dizengoff, Esq.
         Shaya Rochester, Esq.

In the event that one or more creditors in the Voting Classes
elect not to alter or amend its vote, nothing in the Order will
modify the validity of that creditor's prior vote accepting or
rejecting the Debtors' Fourth Amended Plan of Reorganization, and
that vote will constitute an acceptance or rejection of the
Modified Fourth Amended Plan as the case may be, Judge Sontchi
ruled.

Further, Judge Sontchi directed KCC to submit a supplemental
affidavit on or before April 16, 2010, setting forth the revised
voting and tabulation results.

The Court will convene a hearing to determine confirmation of the
Fourth Amended Plan on April 28 at 9:00 a.m., Eastern Daylight
Time.  Objections will due on April 22.

Prior to the order, the Debtors asked the Court that their Motion
be heard at a March 26 emergency telephonic only hearing, with
objections, responses, if any, to be lodged at or prior to the
Hearing.

Resilient Capital Management LLC, a holder of the Debtors'
Preferred Income Equity Redeemable Shares, opposed the Debtors'
Emergency Motion, arguing that notwithstanding that they have yet
to file the Modified Fourth Amended Plan, the Debtors seek to fix
the confirmation hearing for that Plan for April 14, 2010.
Resilient objected to fixing the confirmation hearing on
grounds that the Debtors are providing an unreasonably truncated
period of time for consideration of substantial changes to a plan
that is not yet even filed.

In a separate filing, the SFO Committee sought and obtained the
Court's approval to file an objection to the Debtors' emergency
motion under seal, contending among others, that the information
contained in its objection constitutes "commercial information"
that is subject to Protective Order.  Accordingly, the SFO
Committee filed its objection under seal.

                          About Six Flags

Headquartered in New York City, Six Flags, Inc., is the world's
largest regional theme park company with 20 parks across the
United States, Mexico and Canada.

Six Flags filed for Chapter 11 protection on June 13, 2009 (Bankr.
D. Del. Lead Case No. 09-12019).  Paul E. Harner, Esq., Steven T.
Catlett, Esq., and Christian M. Auty, Esq., at Paul, Hastings,
Janofsky & Walker LLP in Chicago, Illinois, act as the Debtors'
lead counsel.  Daniel J. DeFranceschi, Esq., and L. Katherine
Good, Esq., at Richards, Layton & Finger, P.A., in Wilmington,
Delaware, act as local counsel.  Cadwalader Wickersham & Taft LLP,
serves as special counsel.  Houlihan Lokey Howard & Zukin Capital
Inc., serves as financial advisors, while KPMG LLC acts as
accountants.  Kurtzman Carson Consultants LLC serves as claims and
notice agent.  As of March 31, 2009, Six Flags had $2,907,335,000
in total assets and $3,431,647,000 in total liabilities.

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


SMURFIT-STONE: Plan Gets Overwhelming Creditor Support
------------------------------------------------------
James F. Conlan, Esq., at Sidley Austin LLP, in Chicago, Illinois
-- jconlan@sidley.com -- relates that based on the tabulation of
votes done by Epiq Bankruptcy Solutions LLC, Smurfit-Stone
Container Corporation and its debtor-affiliates' claims and
balloting agent, impaired classes overwhelmingly voted to accept
the Debtors' Chapter 11 Plan of Reorganization.

Approximately more than 90% of creditors who cast ballots voted
in favor of confirmation, Mr. Conlan tells the Court.  Mr. Conlan
says that every Class populated by at least one properly voted
Claim, except for Classes 4C and 4D, accepted the Plan, consisting
of:

                   Accept                     Reject
            ---------------------     -----------------------
  Class     % Amount    % Holders     % Amount      % Holders
  -----     --------    ---------     --------      ---------
    1C        95.65       93.58          4.35          6.42
    2C        95.65       93.58          4.35          6.42
    2D        99.57       99.51          0.43          0.49
    2E        86.02       82.72         13.98         17.28
    3C        99.74       98.11          0.26          1.89
    4C            0           0           100           100
    4D            0           0           100           100
    4E        99.91       96.77          0.09          3.23
    5C        99.66       96.77          0.34          3.23
   15B          100         100             0             0
   15C        95.48       91.46          4.52          8.54
   15D        98.72       98.58          1.28          1.42
   16B          100         100             0             0
   16C        95.48       91.46          4.52          8.54
   16D        99.20       99.12          0.80          0.88
   17C        95.48       91.46          4.52          8.54
   19C          100         100             0             0
   20C        95.48       91.46          4.52          8.54
   21C        95.48       91.46          4.52          8.54

"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,"
according to an company statement.

"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,"
the company said.

A full-text copy of the Solicitation and Tabulation Results is
available for free at:

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

              Debtors File Modified Amended Plan

To address some of the confirmation objections, the Debtors
submitted to the U.S. Bankruptcy Court for the District of
Delaware on April 13, 2010, a modified Amended Chapter 11 Plan of
Reorganization reflecting certain proposed modifications.

Among the proposed modifications are the deletions of:

  -- all classes of claims for Debtor Stone Container Finance
     Company of Canada II; and

  -- the provision that as of the Plan's effective date, all
     persons and entities will be precluded from asserting
     claims relating to the Debtors' activities before the Plan
     effective date.

The Plan originally provided that a confirmation order will
constitute a judicial determination of the discharge of all
claims before the effective date of the Plan pursuant to Sections
524 and 1141 of the Bankruptcy Code, which will extinguish any
judgment obtained against the Debtors, the Reorganized Debtors or
Canadian Newco.

A redlined copy of the modified Amended Plan is available for
free at http://bankrupt.com/misc/SmrftRedPlanLates.pdf

The hearing to consider confirmation of the Plan commenced
April 15 in Delaware.

         Debtors Update Projected Financial Information

As previously reported, certain parties-in-interest, including,
without limitation, Mariner Investment Group LLC and Senator
Investment Group LP, and Fir Tree, Inc. and P. Schoenfeld Asset
Management L.P. asserted objections to confirmation of the Plan.

Mr. Conlan notes that the Debtors and the Objecting Parties are
currently engaged in litigation, including discovery, concerning
the Plan and the related Disclosure Statement.

In connection with the Litigation, the Debtors updated the
projected financial information relating to the Reorganized
Debtors, and have provided the Financial Information to the
Objecting Parties, Mr. Conlan says.

Mr. Conlan points out that, based on updated financial
projections, the Debtors will have sufficient cash flow to meet
their obligations under the Plan.  He says that although the
Debtors' businesses operate in highly competitive industries and
markets, and although it is impossible to predict with certainty
the precise future profitability of the Debtors' businesses or
industries and markets in which the Debtors operate, confirmation
of the Plan is not likely to be followed by the liquidation or
the need for further financial reorganization of the Debtors, the
Reorganized Debtors, or any successor to the Reorganized Debtors
under the Plan.

A copy of the Financial Information is available for free at:

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

In a separate filing, the Debtors filed technical supplementation
of the asset purchase agreement related to the "Canadian Asset
Sale".  A copy of the APA is available for free at:

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

                   Plan Must be Confirmed

In a memorandum of law filed by the Debtors before the U.S.
Bankruptcy Court for the District of Delaware, Mr. Conlan asserts
that the Plan satisfies all the requirements of the Bankruptcy
Code and the Federal Rules of Bankruptcy Procedure.  He says that
the Debtors have embarked upon a painstaking and detailed process
to build a long term business plan which forms the basis for the
Debtors' financial projections and ultimately the Plan.

Based on those projections, it is apparent that the Reorganized
Debtors will be healthy and viable going concerns on a
restructured basis, Mr. Conlan asserts.  He adds that the
projections also make it clear that the value of the Debtors does
not support payment in full of all of the unsecured claims
against Debtor Smurfit-Stone Container Enterprises, Inc.

To address "this value shortfall," the Debtors constructed a
Chapter 11 Plan which implements a conversion of substantially
all of the unsecured claims against SSCE into the equity of
Reorganized SSCE.  The result is that the Reorganized Debtors
will "equitize" approximately $3 billion of debt and emerge with
a strong balance sheet that will afford the Reorganized Debtors
the financial flexibility to compete in their highly competitive
industry and to maximize the potential return on the New SSCC
Common Stock, Mr. Conlan explains.  He adds that the Reorganized
Debtors will have the ability to support the $1.2 billion of
secured debt upon emergence.

Mr. Conlan points out that two equity factions: the "Preferred
Holders" and the "Certain Holders," have raised several
confirmation issues, but they primarily boil down to their shared
view that the value of the Debtors supports a recovery to the
equity holders of SSCC.  However, the Debtors strongly disagree
with the Equity Objectors and will demonstrate through evidence
adduced at the Confirmation Hearing that there is no value to
distribute to the Equity Objectors and, therefore, the Plan
satisfies the absolute priority rule and all other provisions of
the Bankruptcy Code and should be confirmed, he says.

Mr. Conlan points out that the Plan provides a full recovery to
all Prepetition Lenders and a significant distribution to holders
of General Unsecured Claims of SSCE.  In addition, the Plan
provides for the assumption of the Debtors' collective bargaining
agreements and pension plans and preserves thousands of jobs and
billions of dollars of pension benefits.

An overwhelming number of creditors agree and unanimously
accepted the Plan, Mr. Conlan tells the Court.  However, he notes
that in addition to the Equity Objectors, approximately 30 other
parties, including two holders of approximately 60% of the 7.375%
Notes Due 2014, Aurelius Capital Management LP and Columbus Hill
Capital L.P. and Manufacturers and Traders Trust Company, the
successor in interest to BNY Midwest Trust as the indenture
trustee for the Stone FinCo II Notes filed objections to the
Plan.

The Debtors have come to resolution with the vast majority of the
Objectors with any remaining Objections to be addressed on the
record of the Confirmation Hearing, Mr. Conlan says.  He notes
that certain of the Objections have been resolved by language in
a proposed Confirmation Order, modifications to the Plan or other
agreements between the parties.

Mr. Conlan says that besides the Stone FinCo II Objectors and the
Equity Objectors, the Debtors believe that only a couple of
Objectors still have live Objections or other responses.

Section 1129 of the Bankruptcy Code governs confirmation of a
plan of reorganization and sets forth the requirements that must
be satisfied in order for a plan to be confirmed.  Mr. Conlan
asserts that the Plan should be confirmed because it complies
with the requirements of Section 1129.

The Official Committee of Unsecured Creditors and Wilmington
Trust Company submitted joinders to the Debtors' Memorandum of
Law.

A full-text copy of the Debtors' Memo in Support of their Plan is
available for free at http://bankrupt.com/misc/SmrftMOLPlan.pdf

                     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)


SOUTH PIKE: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: South Pike, LLC
        5 Dansreau Place
        Middleton, MA 01949

Bankruptcy Case No.: 10-14074

Chapter 11 Petition Date: April 15, 2010

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

Judge: Henry J. Boroff

Debtor's Counsel: John M. McAuliffe, Esq.
                  McAuliffe & Associates, P.C.
                  430 Lexington Street
                  Newton, MA 02466
                  Tel: (617) 558-6889
                  E-mail: mcauliffeassociates@hotmail.com

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

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

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

The petition was signed by Gilberto Aleixo-Filho, manager.


SUPERMERCADO DEL PUEBLO: Case Summary & 20 Largest Unsec Creditors
------------------------------------------------------------------
Debtor: Supermercado del Pueblo
        1000 North Rancho Drive
        Las Vegas, NV 89106-1007

Bankruptcy Case No.: 10-16582

Chapter 11 Petition Date: April 15, 2010

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

Judge: Linda B. Riegle

Debtor's Counsel: Robert Spear, Esq.
                  Remmel & Spear, LLP
                  7456 West Sahara Ave. Suite 101
                  Las Vegas, NV 89117
                  Tel: (702) 750-0571
                  Fax: (702) 750-0572
                  E-mail: rspear@remmelspear.com

Estimated Assets: $0 to $50,000

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/nvb10-16582.pdf

The petition was signed by Aracelica Paredes, president.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Mercado del Pueblo                     10-16584    04/15/10


SURYA HOSPITALITY: Decline in Revenue Cues Bankruptcy Filing
------------------------------------------------------------
Michael Hinman at Business Journal of Tampa Bay says Surya
Hospitality LLC filed for Chapter 11 bankruptcy in the U.S.
Bankruptcy Court for the Middle District of Florida due to massive
decline in revenue and struggles in the tourism industry.

The company listed more than $10 million in both assets and debts,
Mr. Hinman says.

According to papers filed with the court, the company defaulted on
its $7.17 million mortgage obligations due to the overall downturn
in the economy.  U.S. Bank N.A. has commenced foreclosure actions
against the Surya Hospital.

Surya Hospitality LLC owns Best Western All Suites at 3001
University Center Drive just outside of Temple Terrace.


SYNERGY FITNESS: Blames Subway Construction for Ch. 11 Filing
-------------------------------------------------------------
Adrianne Pasquarelli at Crain's New York Business reports that
Synergy Fitness filed for Chapter 11 bankruptcy, blaming the
second avenue subway construction which deters foot traffic.  Ms.
Pasquarelli says the company has four other locations but only
Synergy Fitness is affected in the filing.

The company cited asset of $10,500 and liabilities of $118,000,
Ms. Pasquarelli notes.

Synergy Fitness operates a location at 1781 Second Avenue on the
corner of East 93rd Street, in New York.


SYS HOSPITALITY: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: SYS Hospitality LLC
         dba Hawthorn Suites
        11750 Dunia Rd
        Victorville, CA 92392

Bankruptcy Case No.: 10-20501

Chapter 11 Petition Date: April 9, 2010

Court: United States Bankruptcy Court
       Central District of California (Riverside)

Judge: Deborah J. Saltzman

Debtor's Counsel: Robert M. Yaspan, Esq.
                  Law Offices of Robert M. Yaspan
                  21700 Oxnard St Ste 1750
                  Woodland Hills, CA 91367
                  Tel: (818) 905-7711
                  Fax: (818) 501-7711
                  E-mail: ryaspan@yaspanlaw.com

Scheduled Assets: $434,800

Scheduled Debts: $10,319,421

A list of the Company's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/cacb10-20501.pdf

The petition was signed by Suk Hee Suh, managing member.


TAMALPAIS BANK: Closed; Union Bank NA Assumes All Deposits
----------------------------------------------------------
Tamalpais Bank, San Rafael, California, was closed on April 16,
2010, by the California Department of Financial Institutions,
which appointed the Federal Deposit Insurance Corporation as
receiver.  To protect the depositors, the FDIC entered into a
purchase and assumption agreement with Union Bank, National
Association, San Francisco, California, to assume all of the
deposits of Tamalpais Bank.

The seven branches of Tamalpais Bank reopened on Monday, April 19,
as branches of Union Bank, N.A.  Depositors of Tamalpais Bank will
automatically become depositors of Union Bank, N.A.  Deposits will
continue to be insured by the FDIC, so there is no need for
customers to change their banking relationship to retain their
deposit insurance coverage.  Customers should continue to use
their former Tamalpais Bank branch until they receive notice from
Union Bank, N.A. that it has completed systems changes to allow
other Union Bank, N.A. branches to process their accounts as well.

As of December 31, 2009, Tamalpais Bank had approximately
$628.9 million in total assets and $487.6 million in total
deposits.  Union Bank, N.A. paid the FDIC a premium of 2.0 percent
to assume all of the deposits of Tamalpais Bank.  In addition to
assuming all of the deposits, Union Bank, N.A. agreed to purchase
essentially all of the failed bank's assets.

The FDIC and Union Bank, N.A. entered into a loss-share
transaction on $522.3 million of Tamalpais Bank's assets.  Union
Bank, N.A. will share in the losses on the asset pools covered
under the loss-share agreement.  The loss-share transaction is
projected to maximize returns on the assets covered by keeping
them in the private sector.  The transaction also is expected to
minimize disruptions for loan customers.  For more information on
loss share, visit:

  http://www.fdic.gov/bank/individual/failed/lossshare/index.html

Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-830-4706.  Interested parties also can
visit the FDIC's Web site at:

    http://www.fdic.gov/bank/individual/failed/tamalpais.html

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $81.1 million.  Union Bank, N.A.'s acquisition of all the
deposits was the "least costly" resolution for the FDIC's DIF
compared to all alternatives.  Tamalpais Bank is the 49th FDIC-
insured institution to fail in the nation this year, and the third
in California.  The last FDIC-insured institution closed in the
state was Innovative Bank, Oakland, earlier on April 16, 2010.


TAMALPAIS BANCORP: Vavrinek Trine Raises Going Concern Doubt
------------------------------------------------------------
TamalpaiS Bancorp filed on April 15, 2010, its annual report on
Form 10-K for the year ended December 31, 2009.

Vavrinek, Trine, Day & Co., LLP, in Rancho Cucamonga, Calif.,
expressed substantial doubt about the Company's ability to
continue as a going concern.  The independent auditors noted that
the Company incurred a net loss of $37.6 million during the year
ended December 31, 2009, and, as of that date, was rated by the
FDIC as significantly undercapitalized under the regulatory
capital guidelines.  The Company also has a net deficit in
stockholders' equity of $238,578.  The Company entered into an
Order to Cease and Desist with the FDIC and the California
Department of Financial Institutions effective September 14, 2009.
On February 25, 2010, the FDIC issued a Supervisory Prompt
Corrective Action.  The Directive provides that Tamalpais Bank
must 1) raise additional capital to be adequately capitalized
under Regulatory Guidelines or 2) accept an offer to be combined
with another insured depository institution or be acquired by a
depository institution holding company.  The Company has not been
successful in meeting these requirements.

The Company reported a net loss of $37.6 million on net interest
income before provision for loan losses of $23.3 million for 2009,
compared with net income of $4.8 million on net interest income
before provision for loan losses of $23.3 million for 2008.

The Company's balance sheet as of December 31, 2009, showed
$629.7 million in assets and $630.0 million of liabilities, for a
stockholders' deficit of $238,578.  The Company had net loans
receivable of $435.7 million and deposit liabilities of
$487.2 million at December 31, 2009.

At December 31, 2008, the Company's balance sheet showed
$703.4 million in assets, $666.0 million of liabilities, and
$37.4 million of stockholders' equity at December 31, 2008.  The
Company had net loans receivable of $584.4 million and deposit
liabilities of $460.3 million at December 31, 2008.

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

               http://researcharchives.com/t/s?603d

San Rafael, Calif.-based Tamalpais Bancorp was created to be the
bank holding Company of Tamalpais Bank, a chartered commercial
bank in the State of California.  The Bank operates seven full
service branches in Marin County, located north of San Francisco,
California.  The Bank targets small-to-medium sized businesses,
individuals and high-net worth consumers.


TEXAS HILL DIAMANTE: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Texas Hill Diamante Cooling, LLC
        50505 E. Country 1st Street
        Roll, AZ 85347

Bankruptcy Case No.: 10-11126

Chapter 11 Petition Date: April 15, 2010

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

Judge: James M. Marlar

Debtor's Counsel: Daniel P. Collins, Esq.
                  Collins, May, Potenza, Baran & Gillespie
                  2210 Chase Tower
                  201 North Central Avenue
                  Phoenix, AZ 85004-0022
                  Tel: (602) 252-1900
                  Fax: (602) 252-1114
                  E-mail: dcollins@cmpbglaw.com

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

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

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

The petition was signed by Barbara L. Braden, trustee of Barbara
Braden Revocable Trust, its managing member.


TEXAS HILL ENTERPRISES: Voluntary Chapter 11 Case Summary
---------------------------------------------------------
Debtor: Texas Hill Enterprises, GP
        dba Texas Hill Farms
        50505 East County 1st Street
        Roll, AZ 85347

Bankruptcy Case No.: 10-11121

Chapter 11 Petition Date: April 15, 2010

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

Judge: James M. Marlar

Debtor's Counsel: Daniel P. Collins, Esq.
                  E-mail: dcollins@cmpbglaw.com
                  Allysse M. Medina, Esq.
                  E-mail: amedina@cmpbglaw.com
                  Collins, May, Potenza, Baran & Gillespie
                  2210 Chase Tower
                  201 North Central Avenue
                  Phoenix, AZ 85004-0022
                  Tel: (602) 252-1900
                  Fax: (602) 252-1114

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

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

The petition was signed by Barbara L. Braden, general partner.

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


THEFLYONTHEWALL.COM: May Go Out of Business Amid Court Injunction
-----------------------------------------------------------------
Bloomberg News' Elizabeth Amon reports that Theflyonthewall.com,
based in Summit, New Jersey, said last week it may go out of
business unless a court delays a ruling that barred the online
financial news service from posting immediate reports about
changes to stock ratings.  According to Ms. Amon, President Ron
Etergino said last week that customers are canceling subscriptions
because Theflyonthewall.com can no longer issue immediate reports.
Ms. Amon says Mr. Etergino asked that the Court's ruling from
March be postponed until the Company's appeal is decided.

According to Bloomberg, lawyers for the company said in a legal
brief that a ruling in favor of Theflyonthewall.com by the appeals
court "would be of little real significance if defendant is 'put
out of business' during the appeal process."

Bloomberg recalls U.S. District Judge Denise Cote in New York
ruled on March 18 that the company couldn't post immediate online
reports about stock upgrades and downgrades by Barclays Plc, Bank
of America Corp.'s Merrill Lynch and Morgan Stanley.  The banks
argued at a March trial that Theflyonthewall.com wrongfully
obtains and sells reports on changes to the banks' stock
evaluations.  Bloomberg notes that the banks accused
Theflyonthewall.com of "free riding" on research reports by
sending headlines on upgrades and downgrades.  Each bank spends
"hundreds of millions of dollars per year in creating the
research," the judge wrote in her decision.

The case is Barclays v. Theflyonthewall.com, 06-cv-04908, U.S.
District Court, Southern District of New York (Manhattan).


TRANS-LUX CORPORATION: UHY LLP Raises Going Concern Doubt
---------------------------------------------------------
Trans-Lux Corporation filed on April 15, 2010, its annual report
on Form 10-K for the year ended December 31, 2009.

UHY LLP, in Hartford, Connecticut, expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company has incurred
significant recurring losses from continuing operations and has a
significant working capital deficiency.  Further, the Company is
in default of the indenture agreements governing its outstanding
9-1/2% Subordinated Debentures and its 8-1/4% Limited Convertible
Senior Subordinated Notes.

The Company reported a net loss of $8.8 million on $28.5 million
of revenue for 2009, compared with a net loss of $8.0 million on
$36.7 million of revenue for 2008.

The Company's balance sheet as of December 31, 2009, showed
$37.9 million in assets, $30.6 million of debts, and $7.3 million
of stockholders' equity.

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

               http://researcharchives.com/t/s?6043

Norwalk, Conn.-based Trans-Lux Corporation is a full-service
provider of integrated multimedia systems.  The essential elements
of these systems are the real-time, programmable electronic
information displays the Company manufactures, distributes and
services.  These display systems utilize LED (light emitting
diode) technologies.  These display products include text, graphic
and video displays for stock and commodity exchanges, financial
institutions, college and high school sports stadiums, schools,
casinos, convention centers, corporate applications, government
applications, theaters, retail sites, airports, billboard sites
and numerous other applications.


TROPICANA ENTERTAINMENT: Lightsway Is New Litigation Trustee
------------------------------------------------------------
Sandra Spivey, vice president of U.S. Bank National Association,
in her capacity as former trustee of the Tropicana Litigation
Trust, notified the U.S. Bankruptcy Court for the District of New
Jersey of U.S. Bank's resignation as litigation trustee and the
succession of Lightsway Litigation Services, LLC, as new trustee.

The appointment of the successor litigation trustee is embodied
in a tripartite agreement dated January 29, 2010, among the
Litigation Trustee Committee, U.S. Bank and Lightsway.

The Tropicana Litigation Trust was created for the purpose of
liquidating the Trust Assets, including insider causes of action,
and distributing or utilizing the related proceeds for the
specified beneficiaries.  The Trust was formed pursuant to the
Tropicana Litigation Trust Agreement dated July 1, 2009; the
First Amended Joint Plan of Reorganization of Tropicana
Entertainment LLC and certain of its debtor-affiliates dated
May 5, 2009; and the First Amended Joint Plan of Reorganization of
Tropicana Las Vegas Holdings LLC and certain of its debtor
affiliates dated May 5, 2009.

U.S. Bank was appointed as the initial Litigation Trustee and a
Litigation Trust Committee was established in accordance with the
terms of the Trust Agreement in July 2009.

A full-text copy of the Tripartite Agreement on the Successor
Litigation Trustee Appointment is available at no charge at:

http://bankrupt.com/misc/TropiA_LitTrusteeResigAgreement012910.pdf

                   About Tropicana Entertainment

Tropicana Entertainment LLC and its units owned eleven casino
properties in eight distinct gaming markets with premier
properties in Las Vegas, Nevada, and Atlantic City, New Jersey.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana
obtained confirmation from the Bankruptcy Court of a
reorganization plan.  On April 29, 2009, non-debtor units of the
OpCo Debtors, designated as the New Jersey Debtors -- Adamar of
New Jersey, Inc., and its affiliate, Manchester Mall, Inc. --
filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to
effectuate a sale of the Atlantic City Resort and Casino to a
group of Investors-led by Carl Icahn.   Judge Judith H. Wizmur
presides over the cases.  Manchester Mall is a wholly owned
subsidiary of Adamar that owns and operates certain real property
utilized in the New Jersey Debtors' business operations.
Effective March 8, Tropicana Entertainment successfully emerged
from the Chapter 11 reorganization process as an Carl Icahn-owned
entity.

A group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have obtained approval
of a separate Chapter 11 plan.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represented
the New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as
their claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News.  The newsletter tracks the chapter 11
restructuring proceedings commenced by Tropicana Entertainment LLC
and its affiliates.  (http://bankrupt.com/newsstand/or
215/945-7000)


TRUMP ENTERTAINMENT: Icahn Reviews Legal Options, Lawyer Says
-------------------------------------------------------------
Bloomberg News' Steven Church reports that Edward Weisfelner,
Esq., a lawyer for Carl Icahn, told Judge Judith H. Wizmur that
the investor is reviewing his legal options after losing a
bankruptcy court battle for control of three casinos to Donald J.
Trump and his partners.

"We are obviously disappointed in the decision," Mr. Church quotes
Mr. Weisfelner as saying. "We will reserve and pursue our rights."

Bloomberg says the comments were the first public reaction from
Mr. Icahn since a judge ruled against his reorganization proposal
for Trump Entertainment.

Mr. Church reports that at the April 15 hearing in Camden, New
Jersey, Mr. Icahn dropped his opposition to a new bankruptcy loan
that would keep Trump Entertainment operating while the
bondholders prepare a rights offering to help fund their court-
approved $225 million takeover of the casinos.  According to Mr.
Church, that $45 million loan would be junior to the $480 million
in bank debt that Mr. Icahn bought from Texas banker Andy Beal.
Mr. Icahn's losing proposal for Trump Entertainment was built
around trading that bank debt for equity in the gambling company.

Bloomberg says Mr. Icahn cannot appeal the decision in favor of
Trump and his allies until Judge Wizmur issues a formal order.

As reported by the Troubled Company Reporter on April 13, 2010,
the Hon. Judith Wizmur of the U.S. Bankruptcy Court for the
District of New Jersey entered an order confirming the plan of
reorganization of Trump Entertainment Resorts, supported by the
Company and the Ad Hoc Committee of the Company's bondholders.  In
considering the ruling, Judge Wizmur heard and reviewed extensive
testimony and documents from the Company and the Ad Hoc Committee,
as well as from Icahn Partners, which filed a competing plan that
was not confirmed by the Court.  The Company expects final
emergence from reorganization later this year, upon regulatory
approval.

Avenue Capital Group served as the lead bondholder throughout the
reorganization process, and will become the largest shareholder in
the Company upon emergence.  The Plan confirmed by the Court was
also supported by Donald J. Trump and his daughter, Ivanka Trump.

Under the confirmed plan, $225 million of new equity will be
injected into the Company and the Company will benefit from
improved liquidity and capital resources.  Additionally, the
Company will be able to retain the Trump brand for Atlantic City
operations.

The Troubled Company Reporter, citing Steven Church at Bloomberg,
said on March 12, 2010, that lawyers for Icahn indicated at the
last day of the two-week confirmation hearing that the bankruptcy
court should confirm the Icahn plan because it is superior to the
bondholder-backed plan of Donald Trump.  According to Bloomberg,
Jeffrey Jonas, Esq., lawyer for Mr. Icahn, said the noteholder
plan is based on faulty revenue projections and will leave the
Company with new financial problems within a few years.  Under Mr.
Icahn's plan the company would exit bankruptcy without any debt.

Bloomberg said Trump Entertainment balked at the Icahn plan,
noting that it gives up everything to Icahn and the secured
lenders, while noteholders owed $1.2 billion would be wiped out.

Mr. Icahn already has an existing controlling stake in the
Tropicana Atlantic City Hotel & Casino, one of the Debtors'
largest competitors.

                    About Trump Entertainment

Based in Atlantic City, New Jersey, Trump Entertainment Resorts
Inc. (NASDAQ: TRMP) -- http://www.trumpcasinos.com/-- owns and
operates three casino hotel properties in Atlantic City, New
Jersey, which include Trump Taj Mahal Casino Resort, Trump Plaza
Hotel and Casino, and Trump Marina Hotel Casino.  The Company
conducts gaming activities and provides customers with casino
resort and entertainment.

Donald Trump is a shareholder of the Company and, as its non-
executive Chairman, is not involved in the daily operations of the
Company.  The Company is separate and distinct from Mr. Trump's
privately held real estate and other holdings.

Trump Entertainment Resorts, TCI 2 Holdings, LLC, and other
affiliates filed for Chapter 11 on February 17, 2009 (Bankr. D.
N.J., Lead Case No. 09-13654).  The Company has tapped Charles A.
Stanziale, Jr., Esq., at McCarter & English, LLP, as lead counsel,
and Weil Gotshal & Manges as co-counsel.  Ernst & Young LLP is the
Company's auditor and accountant and Lazard Freres & Co. LLC is
the financial advisor.  Garden City Group is the claims agent.
The Company disclosed assets of $2,055,555,000 and debts of
$1,737,726,000 as of December 31, 2008.

Trump Hotels & Casino Resorts, Inc., filed for Chapter 11
protection on Nov. 21, 2004 (Bankr. D. N.J. Case No. 04-46898
through 04-46925).  Trump Hotels' obtained the Court's
confirmation of its Chapter 11 plan on April 5, 2005, and in May
2005, it exited from bankruptcy under the name Trump Entertainment
Resorts Inc.


TUDOR ARMS: Case Summary & 19 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Tudor Arms, LLC
        128 East Seventh Street
        Plainfield, NJ 07060

Bankruptcy Case No.: 10-21410

Chapter 11 Petition Date: April 15, 2010

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

Judge: Donald H. Steckroth

Debtor's Counsel: Richard D. Trenk, Esq.
                  E-mail: rtrenk@trenklawfirm.com
                  Thomas Michael Walsh, Esq.
                  E-mail: twalsh@trenklawfirm.com
                  Trenk, DiPasquale, Webster,
                  Della Fera & Sodono, P.C.
                  347 Mt. Pleasant Avenue, Suite 300
                  West Orange, NJ 07052
                  Tel: (973) 243-8600
                  Fax: (973) 243-8677

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

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

A list of the Company's 19 largest unsecured creditors is
available for free at http://bankrupt.com/misc/njb10-21410.pdf

The petition was signed by David M. Connolly, Trustee under Tudor
Arms Trust, sole member of Debtor.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Connolly Properties, Inc.              09-44498   12/22/09


UNITED AIR LINES: Bank Debt Trades at 10% Off in Secondary Market
-----------------------------------------------------------------
Participations in a syndicated loan under which United Airlines,
Inc., is a borrower traded in the secondary market at 89.88 cents-
on-the-dollar during the week ended Friday, April 16, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 3.19
percentage points from the previous week, The Journal relates.
The Company pays 200 basis points above LIBOR to borrow under the
facility.  The bank loan matures on Feb. 13, 2013, and carries
Moody's B3 rating and Standard & Poor's B+ rating.  The debt is
one of the biggest gainers and losers among 205 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --
http://www.united.com/-- is the holding company for United
Airlines, Inc.  United Airlines is the world's second largest air
carrier.  The airline flies to Brazil, Korea and Germany.

The company filed for Chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven
R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in
their restructuring efforts.  Fruman Jacobson, Esq., at
Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors before the Committee was
dissolved when the Debtors emerged from bankruptcy.

Judge Eugene R. Wedoff confirmed the Debtors' Second Amended Plan
on Jan. 20, 2006.  The company emerged from bankruptcy protection
on Feb. 1, 2006.  (United Airlines Bankruptcy News; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000)

UAL Corp. carries a 'Caa1' probability of default rating from
Moody's, 'B-' long term foreign issuer credit rating from Standard
& Poor's, and 'CCC' long term issuer default rating from Fitch.


UNIVAR NV: Bank Debt Trades at 2% Off in Secondary Market
---------------------------------------------------------
Participations in a syndicated loan under which Univar N.V. is a
borrower traded in the secondary market at 98.05 cents-on-the-
dollar during the week ended Friday, April 16, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents an increase of 1.22 percentage
points from the previous week, The Journal relates.  The Company
pays 300 basis points above LIBOR to borrow under the facility.
The bank loan matures on Oct. 10, 2014, and is not rated by
Moody's and Standard & Poor's.  The debt is one of the biggest
gainers and losers among 205 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.

Univar N.V. -- http://www.univarcorp.com/-- is one of the largest
distributors of industrial chemicals and providers of related
services to a diverse set of end markets in the US, Canada and
Europe.  In April 2007, the company purchased ChemCentral
Corporation, the fourth largest chemicals distributor in the US,
for a purchase price of about $650 million, which resulted in the
combined entities becoming the largest chemicals distributor in
North America.  The company had pro forma revenues (including
ChemCentral Corporation) of $8.3 billion for the LTM ended
June 30, 2007.


VERECLOUD INC: Earns $1.2 Million in 6-Month Period Ended June 30
-----------------------------------------------------------------
Verecloud, Inc., filed on April 13, 2010, an amendment to its
annual report on Form 10-KT/A, showing restated net income of
$1,178,708 on revenue of $4,445,989 for the six months ended
June 30, 2009, compared with net income of $1,138,523 on
$3,155,354 of revenue for the same period of 2008.

The Company's balance sheet as of June 30, 2009, showed $2,079,502
in assets and $3,055,788 of debts, for a stockholders' deficit of
$976,285.

Schumacher & Associates, Inc, in Littleton, Colo., expressed
substantial doubt about the Company's ability to continue as a
going concern in its report on the Company's financial statements
for the transition period ended June 30, 2009.  The independent
auditors noted that the Company had a stockholders' deficit and on
November 2, 2009, the Company received a contract termination
notice from its largest customer, and expects to lose more than
90% of its revenue.

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

               http://researcharchives.com/t/s?603c

Englewood, Colo.-based Verecloud, Inc. through its wholly-owned
subsidiary, Cadence II, LLC, provides transformation solutions to
the telecommunications industry.  The Company creates and
implements functional architectural designs that solve the
problems related to the high costs of integration for
communication service providers.


VISTEON CORP: Disclosure Statement Hearing Moved to April 30
------------------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware has further postponed the hearing to consider
the adequacy of Visteon Corporation and its debtor affiliates'
Disclosure Statement through April 30, 2010, to give the Debtors
additional time to consider an alternative plan.

The new hearing date is the fourth adjournment of the Disclosure
Statement Hearing.  The Hearing was originally scheduled for
January 28, 2010, and has since been moved to February 18, 2010,
March 16, 2010, and most recently to April 13, 2010.

Parties-in-interest are also given more time to file responses or
objections, if any, to the approval of the Disclosure Statement
through April 23, 2010, at 4:00 p.m. Eastern Time.

Visteon filed its Chapter 11 Plan and Disclosure Statement last
December 17, 2009, and subsequently amended it on March 15, 2010.
As previously reported by the Troubled Company Reporter, Visteon
Corporation filed an amended plan of reorganization and disclosure
statement with the U.S. Bankruptcy Court, reflecting the company's
improved operating and financial performance, as well as
recovering industry and market conditions.  Under the amended
plan, Visteon would retain its U.S. defined benefit pension plans
and provide recoveries to unsecured creditors, including
bondholders and trade creditors.

The amended plan has the express and unanimous support of the ad
hoc committee of term loan holders, as well as the support of
other significant term lenders with aggregate holdings of
approximately 74 percent of the term lenders' secured claim.
Under the amended plan, the term lenders' entire $1.629 billion
secured claim will be converted to equity, which would leave the
reorganized company virtually free of debt in the U.S.  The
company believes that its pro forma balance sheet will position it
to enhance customer relationships and participate in a rapidly
changing global market.

The company also has been having ongoing discussions with an ad
hoc group of its pre-petition bondholders regarding an alternative
plan of reorganization that would be predicated on a backstopped
rights offering for the equity of the reorganized company.  To
date, the company has not received a proposal that it considers
acceptable. Nonetheless, the company has not terminated these
discussions and has advised the ad hoc group it is receptive to
reviewing any proposals.

Under the amended plan, the term lenders will receive 85 percent
of the common stock in reorganized Visteon.  Holders of Visteon's
12.25 percent senior notes will receive their pro rata share of
approximately 6 percent of the common stock (representing a
recovery of more than 50 percent of the face value of their
claims).  Holders of Visteon's other unsecured notes and non-trade
claims will receive their pro rata share of approximately 9
percent of the common stock (representing a recovery of
approximately 20 percent of the face value of their claims).
Trade creditors will receive cash in an amount equal to their pro
rata share of $23.9 million, an approximately 50 percent recovery.
Although these distributions are a significant improvement over
the proposed distributions in the originally filed plan of
reorganization, the amended plan still leaves the bondholders and
other general unsecured creditors substantially impaired. As such,
the amended plan does not provide for any recovery to holders of
Visteon's equity securities.

                    About Visteon Corporation

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).


VISTEON CORP: Has Access to Cash Collateral Until May 17
--------------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware has entered his Thirteenth Supplemental
Interim Order authorizing the Debtors to use cash collateral
through May 17, 2010.

The Debtors' use of the Cash Collateral will be subject to
compliance of a prepared budget, a copy of which is available for
free at http://bankrupt.com/misc/Visteon_May21CashBudget.pdf

A further hearing will be held on May 12, 2010.  Objections may
be filed no later than May 10.

A full-text copy of the 13th Supplemental Cash Collateral Order
is available for free at:

      http://bankrupt.com/misc/Visteon_13thCashOrd.pdf

                    About Visteon Corporation

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).


VISTEON CORP: Asks Court to Disallow UK Pension's $555-MM Claim
---------------------------------------------------------------
Visteon Corporation and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Delaware to disallow and
expunge Claim Nos. 2032, 2652, 2658, 2664, 2670, 2672, 2674, 2675,
2768, 2772, 2778, 2818, 2819, 2822, 2823, 2825, 2829, 2830, 2837,
2839, 2841, 2843, 2845, 2849, 2850, 2851, 2852, 2853, 2856, 2859
filed by Visteon UK Pension Trust Limited, as trustee of the
Visteon UK Pension Plan, and The Board of the Pension Protection
Fund.

The UK Pension Claims consist of a series of contingent,
unliquidated claims asserted against each of the Debtors based on
the alleged underfunding of the pension plan for Visteon UK,
which was the employer for the Visteon UK Pension Plan.  The
amount sought by each of the Claims is GBP355 million or US$555
million.

The Debtors assert that allowing the more than $500 million in UK
Pension Claims would have a dramatic impact on distributions to
other unsecured creditors and on their emergence.  If allowed as
general unsecured claims, the UK Pension Claims would
substantially dilute the recoveries of other creditors, the
Debtors aver.

"The PPF and UK Pension Trustee have brought these massive
potential claims despite the fact that Debtors have no present
obligation to the Visteon UK Pension Plan as a matter of UK law,"
relates Mark M. Billion, Esq., at Pachulski Stang Ziehl & Jones
LLP, in Wilmington, Delaware.

The PPF and the UK Pension Trustee have brought these massive
potential claims despite the fact that the Debtors have no
present obligation to the Visteon UK Pension Plan as a matter of
UK law, Mr. Billion relates.  He maintains that no Debtor is a
sponsor of the Visteon UK Pension Plan.  Instead, the UK Pension
Claims are premised on the alleged possibility of a Financial
Support Direction or Contribution Notice being issued against the
Debtors pursuant to UK pension law, he points out.

As an initial matter, the UK Pension Claims should be disallowed
because any FSD or CN would be an unenforceable foreign judgment
against the Debtors, Mr. Billion emphasizes.

He adds that other factors weigh against imposing the
underfunding liabilities of the Visteon UK Pension Plan on the
Debtors.  They are:

  * The relationship between the Debtors and Visteon UK is that
    the Debtors subsidized Visteon UK to the tune of almost
    US$800 million.  Visteon Corporation, the Debtors' ultimate
    parent company, and Visteon International Holdings, Inc.,
    the parent of Visteon UK, have provided GBP550.5 million or
    approximately US$782.3 million in funding to Visteon UK.

    Visteon Corp. and VIHI have received zero financial return
    on that investment -- Visteon UK has never paid dividends or
    otherwise provided funds to Visteon Corp., VIHI, or other
    Debtors.

  * The Debtors did not receive any benefits from Visteon UK
    outside the ordinary course of business.

  * There no connection whatsoever between the Debtors and the
    Visteon UK Pension Plan.  None of the Debtors ever
    participated in the Visteon UK Pension Plan, and no Debtor
    ever provided any guarantees or assurances of the Visteon UK
    Pension Plan.

The Debtors reserve the right to challenge the amount of the UK
Pension Claims on certain grounds, which include that (i) they
were calculated based on methods that are improper under
bankruptcy law and that (ii) they are inflated based on temporary
conditions existing on March 31, 2009, the date on which the PPF
and UK Pension Trustee are using to measure the alleged
underfunding.

                    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).


WASHINGTON MUTUAL: More Shareholders Balk at JPMorgan Settlement
----------------------------------------------------------------
More than 600 individual Washington Mutual, Inc., equity
stakeholders have filed separate objections to the settlement
agreement to be executed by and among the Washington Mutual,
Inc., and WMI Investment Corp.; J.P. Morgan Bank, National
Association; the Federal Deposit Insurance Corporation in its
capacity as receiver for Washington Mutual Bank; the FDIC in its
corporate capacity; certain settling Note Holders; and the
Official Committee of Unsecured Creditors.

The 600+ objections were filed within the period from March 31 to
April 16, 2010.

The Global Settlement Agreement is incorporated with the Debtors'
Chapter 11 Plan of Reorganization and Disclosure Statement
delivered to the U.S. Bankruptcy Court for the District of
Delaware on March 26, 2010.

The Global Settlement essentially provides that:

  * JPMorgan will turn over to the Debtors' estates more than
    $4 billion in funds on deposit with JPMorgan in WaMu's
    disputed accounts with Washington Mutual Bank and WMB fsb;

  * JPMorgan will transfer to and release any security interest
    in or lien on an administrative account, noted to have an
    approximate $52.6 million balance as of the Petition Date,
    to WaMu; and

  * JPMorgan will pay WaMu $50 million for WaMu's 3.147 million
    Class B shares of Visa USA Inc.

Moreover, the Settling Parties have agreed to share expected net
tax refunds, in the approximate amount of $5.4 to $5.8 billion,
under the Global Settlement.

The Objecting Shareholders asserted that they are "appalled" and
"disappointed" that the Global Settlement was created without the
input Official Committee of Equity Security Holders.

According to the Shareholders, given that the Equity Committee
sought the scheduling of a shareholder meeting to elect a new
board of directors for WaMu, the Settlement "is a desperate
attempt to end the lawsuits quickly."

As the wronged parties in WaMu's cases, the Objecting
Shareholders seek open and transparent court hearings to argue
their cases.

                  Disclosure Statement Hearing
                       Slated for May 19

The Debtors inform the Court and parties-in-interest that a
hearing will be held before Judge Mary F. Walrath of the U.S.
Bankruptcy Court for the District of Delaware to consider the
adequacy of the Disclosure Statement within the meaning of
Section 1125 of the Bankruptcy Code on May 19, 2010, at 11:30
a.m., Eastern Time.

Objections, if any, to an approval of the Disclosure Statement
must be filed no later than May 13, at 4:00 p.m.

                   About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- is a holding company for Washington Mutual
Bank as well as numerous non-bank subsidiaries.  The Company
operates in four segments: the Retail Banking Group, which
operates a retail bank network of 2,257 stores in California,
Florida, Texas, New York, Washington, Illinois, Oregon, New
Jersey, Georgia, Arizona, Colorado, Nevada, Utah, Idaho and
Connecticut; the Card Services Group, which operates a nationwide
credit card lending business; the Commercial Group, which conducts
a multi-family and commercial real estate lending business in
selected markets, and the Home Loans Group, which engages in
nationwide single-family residential real estate lending,
servicing and capital markets activities.

Washington Mutual Bank was taken over September 25 by U.S.
government regulators.  The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively).  Wamu owns
100% of the equity in WMI Investment.  Weil Gotshal & Manges
represents the Debtors as counsel.  When WaMu filed for protection
from its creditors, it listed assets of $32,896,605,516 and debts
of $8,167,022,695.  WMI Investment listed assets of $500,000,000
to $1,000,000,000 with zero debts.

Peter Calamari, Esq., and David Elsberg, Esq., at Quinn Emanuel
Urquhart Oliver & Hedges, LLP, served as legal counsel to WMI with
responsibility for the litigation.  Brian Rosen, Esq., at Weil,
Gotshal & Manges LLP served as legal counsel to WMI with
responsibility for the chapter 11 case.

Bankruptcy Creditors' Service Inc. publishes Washington Mutual
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Washington Mutual Inc. (http://bankrupt.com/newsstand/or
215/945-7000).


WESTERN REFINING: Bank Debt Trades at 2% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Western Refining,
Inc., is a borrower traded in the secondary market at 97.65 cents-
on-the-dollar during the week ended Friday, April 16, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 1.48
percentage points from the previous week, The Journal relates.
The Company pays 600 basis points above LIBOR to borrow under the
facility.  The bank loan matures on May 31, 2014, and carries
Moody's B3 rating and Standard & Poor's B+ rating.  The debt is
one of the biggest gainers and losers among 205 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

Western Refining, Inc., headquartered in El Paso, Texas, is an
independent refining and marketing company.  Western owns and
operates a 128,000-barrel per day low complexity light sweet
refinery at El Paso, Texas, a medium sized relatively complex
coking refinery at Yorktown, Virginia, and two very small light
sweet crude oil refineries in the Four Corners region of New
Mexico.


WESTFALL TOWNSHIP, PA: Emerges From Chapter 9 Bankruptcy
--------------------------------------------------------
The Philadelphia Inquirer reports that Westfall Township, in
Pennsylvania's northeast tip, cut millions from its debts last
month as the first town in state history to successfully
reorganize under Chapter 9 of the Bankruptcy Code.

J. Gregg Miller, Esq., at Pepper Hamilton L.L.P., in Philadelphia,
represented the township in its bankruptcy.  The Inquirer notes
the township owed developers $20 million, more than 10 times its
yearly budget, from a court award in a long-running land-use
dispute.  When the developers tried to collect, Westfall filed for
bankruptcy, with the state's support.

The report notes the township's Chapter 9 plan shaved more than
half off what Westfall owed and gave the township 20 years to pay,
in installments.  Even so, Westfall had to raise its real estate
tax rate 25%.

Westfall Township sought protection under Chapter 9 of the U.S.
Bankruptcy Code (Bankr. M.D. Pa. Case No. 09-02736) on April 10,
2009.


WINDSTREAM CORP: Bank Debt Trades at 1% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Windstream Corp.
is a borrower traded in the secondary market at 98.67 cents-on-
the-dollar during the week ended Friday, April 16, 2010, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents an increase of 0.80 percentage
points from the previous week, The Journal relates.  The Company
pays 150 basis points above LIBOR to borrow under the facility.
The bank loan matures on July 17, 2013, and carries Moody's Baa3
rating and Standard & Poor's BB+ rating.  The debt is one of the
biggest gainers and losers among 205 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.

As reported by the Troubled Company Reporter on Nov. 26, 2009,
Standard & Poor's said it lowered its ratings on Little Rock,
Arkansas-based Windstream Corp., including the corporate credit
rating to 'BB' from 'BB+'.  The ratings remain on CreditWatch with
negative implications, which means that S&P could lower them
further or affirm them following the completion of its review.
S&P initially placed the ratings on CreditWatch with negative
implications on Nov. 3, 2009.

The rating action follows Windstream's announcement that it has
signed a definitive agreement to acquire Newton, Iowa-based rural
local exchange carrier Iowa Telecommunications Services in a
transaction valued at approximately $1.1 billion.  As part of the
transaction, Windstream intends to fund the cash portion of $261
million and the repayment of about $598 million of debt with
proceeds from a new debt offering.

The TCR also reported that Moody's affirmed Windstream
Corporation's Ba2 corporate family and probability of default
ratings and changed the ratings outlook on Iowa Telecommunications
Services, Inc. to Positive from Stable.  The rating action was
prompted by Windstream's announced plans to acquire Iowa Telecom
for a total purchase price of about $1.1 billion consisting of
about $261 million in cash, about $270 million in Windstream stock
and the assumption of less than $600 million (net of cash) of Iowa
Telecom's outstanding debt.  As part of the rating action, Moody's
affirmed Windstream's SGL-1 liquidity assessment.  However, as the
final details on how Windstream intends to fund the cash and debt
portion of the Iowa Telecom acquisition have not been announced,
Moody's will update Windstream's liquidity assessment as more
information becomes available.

Windstream, headquartered in Little Rock, AR, is an ILEC providing
telecommunications services in 16 states and generated about
$3.1 billion in annual revenues in the 12 months ended June 30,
2009.


YTB INTERNATIONAL: Auditor Lifts "Going Concern" Uncertainty
------------------------------------------------------------
YTB International, Inc., said its independent auditor's report for
fiscal year 2009 ended December 31, 2009, will not include the
"Going Concern" uncertainty paragraph.  The independent auditor's
report for the year ended December 31, 2008, raised doubt about
YTB's ability to continue as a going concern.

YTB Chief Executive Officer Robert Van Patten commented on the
2009 results, stating, "We are absolutely thrilled with the audit
firm removing the going concern.  It justifies the significant
sacrifices the home office and our Independent Marketing
Representatives have made this past year.  2009 continued to be a
challenging year for our entire industry as well as the general
economy as a whole.  Despite the challenges the economy faces, we
remain focused on increasing our capital reserves, reducing
corporate overhead and other administrative expenses in 2010. We
are determined to solidify our business and grow the Company back
to the level our management team and sales force believe is
achievable."

J. Scott Tomer, Chairman of YTB International, added, "The Company
is beginning to see signs of stabilization related to new
marketing efforts focused on retention and product improvement
through our new ZamZuu initiatives.  ZamZuu will strategically
position us in the world of e-commerce to not only continue to
capture online travel sales but to also take advantage of the
growing trend of online retail sales.  By continuing to further
diversify our product line, ZamZuu has become extremely appealing
to individuals seeking to improve their financial situation by
participating in the dramatic growth of online retail."

Mr. Tomer continued, "The lifting of the going concern, which
rarely occurs once issued, is a tribute to the leadership of Mr.
Van Patten and the commitment of his accounting group. I am
extremely pleased with the steps our Company has taken over the
last year, I am confident in the direction we are heading, and our
management team and board will continue our commitment toward
increasing shareholder value."

YTB last week announced its financial results for 2009.  Total
revenue for the year ended December 31, 2009, decreased 58% to
$67.3 million, compared to $159.5 million for fiscal 2008. Net
loss for the year ended December 31, 2009 was $9.9 million, or
($0.09) per diluted share, compared to a net loss of $4.5 million,
or ($0.04) per diluted share, for 2008.  Net loss for the year
ended December 31, 2009 included a net loss from discontinued
operations of $3.1 million or ($.03) per diluted share compared to
a net loss from discontinued operations of $762,000 or ($.01) per
diluted share for 2008.

At December 31, 2009, the Company had total assets of $21.616
million against total liabilities of $14.203 million, resulting in
stockholders' equity of $7.413 million.

Based in Wood River, Illinois, YTB International, Inc., (OTC
Bulletin Board: YTBLA) provides E-commerce business solutions for
individual consumers and home-based independent representatives in
the United States, Puerto Rico, Bermuda, the Bahamas, the U.S.
Virgin Islands, and Canada.


YOUNG BROADCASTING: Reports Operating Income of $19.7 Mln in 2009
-----------------------------------------------------------------
In a regulatory filing Friday, Young Broadcasting, Inc., disclosed
its preliminary results for the three months and year ended
December 31, 2009.

The Company had operating income of $19.7 million on
$159.7 million of revenue for the year ended December 31, 2009,
compared with an operating loss of $318 million on $190.8 million
of revenue in 2008.

Station Operating Performance, a non-GAAP financial measurement of
the Company's performance, was $37.8 million for the year ended
December 31, 2009, compared with SOP of $35.9 million in 2008.

YBI filed for protection under Chapter 11 on February 13, 2009.
Two plans of reorganization have been presented to the Bankruptcy
Court for consideration.  Both plans provide for the cancellation
of the Company's currently outstanding subordinated debt issues
and equity securities.

"The most remarkable thing about 2009 for YBI was that the expense
savings that we have achieved while in Chapter 11 enabled the
Company to report increased SOP in 2009 as compared to 2008
despite a sharp industry wide revenue decline", stated Vincent
Young, Chairman of YBI.  "I believe that this improved performance
is unique among broadcasters in 2009."

Mr. Young continued, "This last year has been a very challenging
one for both our Company and our industry.  The nationwide
economic recession was particularly hard on television advertising
with spot revenues declining 25% or more in the first half of the
year at many broadcasters.  The second half of the year saw the
flattening out of spot revenue declines and the start of
advertising growth in the last few months of the year.  This
growth has accelerated during the first quarter of 2010 with YBI
and other broadcasters seeing strongly positive year on year
revenue growth."

"In February 2009, YBI filed for Chapter 11 protection and the
Company has used the bankruptcy to dramatically reduce its cost
structure.  Operating expenses at our stations are down 21% year
over year.  Because many of these cost reductions were achieved
midway through the year, we expect our operating expenses to
decrease further in 2010.  We believe that we have restructured
our operating model and our expenses have been "right sized" for
today's television marketplace.  Because very few of our expenses
vary based on sales, operating SOP should improve as revenues
continue to grow."

A full-text copy of the earnings release is available for free at:

               http://researcharchives.com/t/s?603f

Headquartered in New York City, Young Broadcasting, Inc.
--  http://www.youngbroadcasting.com/-- owns 10 television
stations and the national television representation firm, Adam
Young, Inc.  Five stations are affiliated with the ABC Television
Network (WKRN-TV - Nashville, TN, WTEN-TV - Albany, NY, WRIC-TV -
Richmond, VA, WATE-TV - Knoxville, TN, and WBAY-TV - Green Bay,
WI), three are affiliated with the CBS Television Network (WLNS-TV
- Lansing, MI, KLFY-TV - Lafayette, LA and KELO-TV - Sioux Falls,
SD), one is affiliated with the NBC Television Network (KWQC-TV -
Davenport, IA) and one is affiliated with MyNetwork (KRON-TV - San
Francisco, CA).

The Company and its affiliates filed for Chapter 11 protection on
February 13, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-10645).  Jo
Christine Reed, Esq., at Sonnenschein Nath & Rosenthal LLP,
represents the Debtors in their restructuring effort.  The Debtors
selected UBS Securities LLC as consultant; Ernst & Young LLP as
accountant; Epiq Bankruptcy Solutions LLC as claims agent; and
David Pauker chief restructuring officer Andrew N. Rosenberg,
Esq., at Paul Weiss Rifkind Wharton & Harrison LLP, serves as
counsel to the official unsecured creditors committee.


ZAYAT STABLES: To Pay Existing Debts in Five Years Under Plan
-------------------------------------------------------------
A person with knowledge Zayat Stable's bankruptcy case says the
company filed a plan of reorganization with the U.S. Bankruptcy
Court in Newark that would allow the company to pay off existing
debts in less than five years and fully compensate creditors,
according to Hugh R. Morley at NewJersey.com.

Under the plan, the company will pay off (i) the disputed
$34.5 million it owed to Fifth Third Bank by December 2014, and
(ii) the full debt to the second largest creditor Keenland, owing
$2.4 million, by December 2013, Mr. Morley says.

Throughbred reporter Mike Curry says a sale of probable Kentucky
Derby Presented by Yum! Brands (G1) favorite Eskendereya is
projected in the company's plan.

                        About Zayat Stables

Hackensack, New Jersey-based Zayat Stables owns of 203
thoroughbred horses.  The horses, which are collateral for the
bank loan, are worth $37 million, according an appraisal mentioned
in a court paper.  Ahmed Zayat said in a court filing that he
personally invested $40 million in the business.

The Company filed for Chapter 11 bankruptcy protection on
February 3, 2010 (Bankr. D. N.J. Case No. 10-13130).  The Company
listed $10,000,001 to $50,000,000 in assets and $10,000,001 to
$50,000,000 in liabilities.


* GSO & Monarch to Raise Funds to Acquire Distressed Company Debts
------------------------------------------------------------------
Bloomberg News' Cristina Alesci and Jonathan Keehner report that
GSO Capital Partners LP, a unit of Blackstone Group LP, and
Monarch Alternative Capital LP are raising money to acquire debt
and finance troubled companies.

According to the report, two people with knowledge of the matter
said GSO is seeking $2 billion for a fund that will invest in
troubled companies including those taken private in leveraged
buyouts.  Bloomberg says the sources declined to be identified
because the information is private.  GSO was acquired by
Blackstone in 2008.

According to a letter obtained by Bloomberg News, Monarch is
seeking to raise $400 million for its new distressed-asset fund,
which may complete a financing round by July and has a commitment
from a seed investor of $175 million.  Bloomberg also relates
that, according to the letter, Monarch's previous fund, which
started in June 2008 and had assets of about $550 million, is up
almost 50% from the completion of fundraising.


* Large Companies With Insolvent Balance Sheet
----------------------------------------------

                                                          Total
                                               Total     Share-
                                    Total    Working   Holders'
                                   Assets    Capital     Equity
   Company          Ticker          ($MM)      ($MM)      ($MM)
   -------          ------         ------    -------   --------
AUTOZONE INC        AZO US        5,425.0     (100.6)    (421.7)
SOUTHGOBI ENERGY    1878 HK         560.7      388.8       (2.8)
DUN & BRADSTREET    DNB US        1,749.4      (99.5)    (734.0)
MEAD JOHNSON        MJN US        2,070.3      235.9     (664.3)
NAVISTAR INTL       NAV US        9,126.0    1,277.0   (1,622.0)
INTERMUNE INC       ITMN US         114.7       59.5     (105.8)
BOARDWALK REAL E    BEI-U CN      2,378.3        -        (45.0)
BOARDWALK REAL E    BOWFF US      2,378.3        -        (45.0)
TAUBMAN CENTERS     TCO US        2,606.9        -       (474.7)
CHOICE HOTELS       CHH US          340.0       (3.9)    (114.2)
UNISYS CORP         UIS US        2,956.9      308.6   (1,271.7)
LINEAR TECH CORP    LLTC US       1,615.8      742.7      (50.7)
DEX ONE CORP        DEXO US       4,498.8     (402.9)  (6,919.0)
WR GRACE & CO       GRA US        3,968.2    1,134.0     (290.5)
WEIGHT WATCHERS     WTW US        1,087.5     (336.1)    (733.3)
MOODY'S CORP        MCO US        2,003.3     (223.1)    (596.1)
SUN COMMUNITIES     SUI US        1,181.4        -       (111.3)
PETROALGAE INC      PALG US           7.1       (9.8)     (43.8)
CABLEVISION SYS     CVC US        9,325.7      (14.9)  (5,143.3)
IPCS INC            IPCS US         559.2       72.1      (33.0)
UAL CORP            UAUA US      18,684.0   (1,368.0)  (2,811.0)
DISH NETWORK-A      DISH US       8,295.3      188.7   (2,091.7)
HEALTHSOUTH CORP    HLS US        1,681.5       34.8     (510.2)
METALS USA HOLDI    MUSA US         627.8      279.1      (43.7)
NATIONAL CINEMED    NCMI US         628.2       92.8     (493.1)
CHENIERE ENERGY     CQP US        1,859.5       37.3     (480.3)
REGAL ENTERTAI-A    RGC US        2,637.7       32.4     (246.9)
TEAM HEALTH HOLD    TMH US          940.9       17.4      (92.3)
VECTOR GROUP LTD    VGR US          735.5      240.2       (4.7)
TALBOTS INC         TLB US          825.8     (261.9)    (185.6)
REVLON INC-A        REV US          794.2       94.3   (1,033.6)
THERAVANCE          THRX US         181.4      123.1     (189.0)
SOUTHGOBI ENERGY    SGQ CN          560.7      388.8       (2.8)
VENOCO INC          VQ US           739.5      (20.6)    (174.5)
DOMINO'S PIZZA      DPZ US          453.8       59.2   (1,321.0)
EPICEPT CORP        EPCT SS           7.5       (6.5)      (9.1)
ARVINMERITOR INC    ARM US        2,499.0       98.0   (1,112.0)
INCYTE CORP         INCY US         712.4      523.2     (102.4)
LIBBEY INC          LBY US          794.8      139.9      (66.9)
JUST ENERGY INCO    JE-U CN       1,387.1     (387.0)    (356.5)
KNOLOGY INC         KNOL US         646.9       26.2      (33.9)
FORD MOTOR CO       F US        197,890.0   (8,112.0)  (6,515.0)
CARDTRONICS INC     CATM US         460.4      (47.3)      (1.3)
GRAHAM PACKAGING    GRM US        2,126.3      167.2     (763.1)
PROTECTION ONE      PONE US         571.9      (18.4)     (59.1)
WORLD COLOR PRES    WC CN         2,641.5      479.2   (1,735.9)
WORLD COLOR PRES    WCPSF US      2,641.5      479.2   (1,735.9)
WORLD COLOR PRES    WC/U CN       2,641.5      479.2   (1,735.9)
AMER AXLE & MFG     AXL US        1,986.8       71.1     (559.9)
AFC ENTERPRISES     AFCE US         116.6       (2.7)     (18.2)
DEXCOM              DXCM US          46.9       18.1      (18.4)
BLOUNT INTL         BLT US          483.6      149.5       (6.7)
UNITED RENTALS      URI US        3,859.0      244.0      (19.0)
JAZZ PHARMACEUTI    JAZZ US         107.4      (22.3)     (72.8)
EXTENDICARE REAL    EXE-U CN      1,668.1      122.8      (50.9)
FORD MOTOR CO       F BB        197,890.0   (8,112.0)  (6,515.0)
BLUEKNIGHT ENERG    BKEP US         310.7      (10.8)    (142.2)
CENVEO INC          CVO US        1,525.8      162.5     (176.5)
SALLY BEAUTY HOL    SBH US        1,529.7      360.6     (580.2)
AMR CORP            AMR US       25,438.0   (1,086.0)  (3,489.0)
COMMERCIAL VEHIC    CVGI US         250.5       75.8      (37.8)
GREAT ATLA & PAC    GAP US        3,025.4      248.7     (358.5)
CENTENNIAL COMM     CYCL US       1,480.9      (52.1)    (925.9)
LIN TV CORP-CL A    TVL US          790.5       20.4     (169.2)
QUALITY DISTRIBU    QLTY US         279.6       19.0     (138.9)
WARNER MUSIC GRO    WMG US        3,934.0     (599.0)     (97.0)
ACCO BRANDS CORP    ABD US        1,106.8      238.2     (117.2)
EASTMAN KODAK       EK US         7,691.0    1,407.0      (33.0)
SANDRIDGE ENERGY    SD US         2,780.3       30.4     (195.9)
US AIRWAYS GROUP    LCC US        7,454.0     (458.0)    (355.0)
LODGENET INTERAC    LNET US         508.4       (4.9)     (71.0)
RURAL/METRO CORP    RURL US         275.4       35.2     (105.3)
SINCLAIR BROAD-A    SBGI US       1,597.7       23.1     (202.2)
MANNKIND CORP       MNKD US         247.4        8.8      (59.2)
NEXSTAR BROADC-A    NXST US         619.8       36.9     (176.3)
ZYMOGENETICS INC    ZGEN US         319.3      110.1       (4.0)
PDL BIOPHARMA IN    PDLI US         338.4       22.3     (416.0)
NPS PHARM INC       NPSP US         159.6       71.3     (222.8)
EXELIXIS INC        EXEL US         343.4       22.9     (163.7)
CALLON PETROLEUM    CPE US          228.0      (39.9)     (80.9)
PALM INC            PALM US       1,007.2      141.7       (6.2)
GENCORP INC         GY US         1,018.7      114.6     (268.0)
VIRNETX HOLDING     VHC US            2.2       (2.5)      (2.4)
HOVNANIAN ENT-A     HOV US        2,100.2    1,222.4     (110.7)
QWEST COMMUNICAT    Q US         20,380.0     (483.0)  (1,178.0)
VIRGIN MOBILE-A     VM US           307.4     (138.3)    (244.2)
CHENIERE ENERGY     LNG US        2,732.6      220.1     (432.1)
CUMULUS MEDIA-A     CMLS US         334.1       (3.5)    (372.5)
CYTORI THERAPEUT    CYTX US          24.7        9.9       (3.7)
IDENIX PHARM        IDIX US          76.7       33.2       (5.5)
CC MEDIA-A          CCMO US      18,047.1    2,114.7   (6,844.7)
CONEXANT SYS        CNXT US         273.7       65.8      (66.7)
MAGUIRE PROPERTI    MPG US        3,667.7        -       (857.0)
ARIAD PHARM         ARIA US          65.0        8.2      (89.0)
SEALY CORP          ZZ US         1,011.9      173.1      (92.3)
DENNY'S CORP        DENN US         312.6      (33.8)    (127.5)
WAVE SYSTEMS-A      WAVX US           6.3       (2.0)      (1.9)
DYAX CORP           DYAX US          64.8       34.1      (38.6)
ENERGY COMPOSITE    ENCC US           -         (0.0)      (0.0)
NEWCASTLE INVT C    NCT US        3,514.6        -     (1,640.7)
PRIMEDIA INC        PRM US          239.7       (3.3)    (102.2)
GLG PARTNERS-UTS    GLG/U US        500.8      167.4     (283.6)
MAGMA DESIGN AUT    LAVA US         123.3       (3.4)      (7.2)
MONEYGRAM INTERN    MGI US        5,929.7     (174.2)     (18.7)
GLG PARTNERS INC    GLG US          500.8      167.4     (283.6)
CINCINNATI BELL     CBB US        2,064.3       (2.8)    (654.6)
ALEXZA PHARMACEU    ALXA US          46.2       (3.8)      (7.1)
ARRAY BIOPHARMA     ARRY US         147.0       25.6      (97.6)


                           *********

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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