TCR_Public/100524.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Monday, May 24, 2010, Vol. 14, No. 142

                            Headlines

1513 NORTH: Voluntary Chapter 11 Case Summary
2900 LAKESHORE: Case Summary & 2 Largest Unsecured Creditors
7301 16TH STREET: Voluntary Chapter 11 Case Summary
A&T HOLDING: Voluntary Chapter 11 Case Summary
ABSOLUTE RECOVERY: N.T. Arrington to Liquidate Firm

AGE REFINING: Refinery Auction Postponed Following Accident
ALFREDO RODRIGUEZ: Court Dismisses Case for Failure to File Plan
ALLA CHERNYAVSKY: Case Summary & 5 Largest Unsecured Creditors
ALLIANCE LOGISTICS: Case Summary & 20 Largest Unsecured Creditors
ALMATIS BV: Schulte Roth Represents Mezzanine Lenders

ALOHA AIRLINES: AMA Clarifies Suit Against AeroMechanical
AMARAVATHI INTERESTS: Voluntary Chapter 11 Case Summary
AMERICAN INTERNATIONAL: Posts $2 Bil. Net Income for March 31 Qtr
AMERICANWEST BANCORPORATION: Posts $8.5MM Net Loss in Q1 2010
ANPATH GROUP: Files For Chapter 11 Protection

ANPATH GROUP: Case Summary & 20 Largest Unsecured Creditors
ANTHONY CAPUTO: Case Summary & 4 Largest Unsecured Creditors
ANTONIO VALLERO: Case Summary & 8 Largest Unsecured Creditors
HERITAGE ORACLE: Voluntary Chapter 11 Case Summary
ARYX THERAPEUTICS: Posts $6.4 Million Net Loss in Q1 2010

BENDER SHIPBUILDING: Ryerson Wins Auction for Facility
BIOLABS INC: Case Summary & 5 Largest Unsecured Creditors
BIOMEDICAL TECHNOLOGY: Posts $413,434 Net Loss in Q1 2010
BLOCKBUSTER INC: Canwest's Dore Nominated to Board of Directors
BRUNDAGE-BONE: Wants Solicitation Period Extended Until October 15

BANCO INDUSTRIAL: Moody's Upgrades Bank Financial Strength to D
BARCALOUNGER CORP: Case Summary & 30 Largest Unsecured Creditors
BURKHART ROENTGEN: Case Summary & 20 Largest Unsecured Creditors
CABLEVISION SYSTEMS: Furnishes Fin'l Statement to RNS Bondholders
CARLOS MUNOZ: Voluntary Chapter 11 Case Summary

CASINO REA: Case Summary & 7 Largest Unsecured Creditors
CEDAR FAIR: S&P Gives 'BB-' to $1.35 Bil. Credit Facilities
CEDAR FAIR: Moody's Assigns Ba2 to $1.35-Bil. Bank Credit
CENTAUR LLC: Unsecured Creditors Oppose Recent Chapter 11 Plan
CENTRAL ILLINOIS: Fitch Downgrades Pref. Stock Rating to 'BB+'

CHARLES COWIN: Case Summary & 20 Largest Unsecured Creditors
CHEMTURA CORP: Proposes Kilpatrick as Special Counsel
CHEMTURA CORP: Proposes Mayer Brown as PI Counsel
CHEMTURA CORP: Committee Proposes Reed Smith as Insurance Counsel
CHEMTURA CORP: Insurers Want Lawsuit Transferred From Bankr. Court

CHIP ELLIS: Voluntary Chapter 11 Case Summary
CHURCH OF GOD: Case Summary & 14 Largest Unsecured Creditors
CIRCUIT CITY: Plan Confirmation Hearing Continued to June 8
CIRCUIT CITY: Sets Protocol for Cross-Border Actions
CIRCUIT CITY: Wants to Expand Ernst & Young Work

CITADEL BROADCASTING: Judge Formally Confirms Plan
CLEAR CHANNEL: Bank Debt Trades at 21% Off in Secondary Market
COMCAM INTERNATIONAL: Hikes Net Loss to $286,000 in Q1 2010
COMMONWEALTH BIOTECHNOLOGIES: Posts $255,053 Net Loss in Q1 2010
COMMSCOPE INC: S&P Affirms 'BB-' Corporate Credit Rating

COMMUNITY HEALTH: Bank Debt Trades at 6% Off in Secondary Market
COPPER KING: Case Summary & 11 Largest Unsecured Creditors
CORROZI-FOUNTAINVIEW: Can Sell Townhouse Unit Number 12
CORROZI-FOUNTAINVIEW: Taps Cross & Simon as Bankruptcy Counsel
CORROZI-FOUNTAINVIEW: Files Schedules of Assets and Liabilities

CRESCENT BANKING: Posts $13.5 Million Net Loss for Q1 2010
DAIS ANALYTIC: Incurs $520,000 Net Loss in 2010 First Quarter
DANA HOLDING: Bank Debt Trades at 3% Off in Secondary Market
DANIEL SCHREINER: Voluntary Chapter 11 Case Summary
DAVIE YARDS: Obtains Sept. 15 Extension of CCAA Stay

DENMAN TIRES: Titan Tire Acquires Firm's Assets
DENNIS GIBBS: Case Summary & 14 Largest Unsecured Creditors
DEREK CURRIN: Case Summary & 20 Largest Unsecured Creditors
DEX MEDIA EAST: Bank Debt Trades at 15% Off in Secondary Market
DIETZE CONSTRUCTION: Case Summary & 19 Largest Unsecured Creditors

DOUG VAUGHAN: To Liquidate Personal Assets Under Chapter 7
DRIVETIME AUTOMOTIVE: Moody's Assigns B3 Corporate Family Rating
DRIVETIME AUTOMOTIVE: S&P Assigns 'B' Counterparty Rating
EDDIE SMITH: Case Summary & 20 Largest Unsecured Creditors
EINSTEIN NOAH: Elects Six Directors at Shareholders' Meeting

ENCORIUM GROUP: Posts $1.9 Million Net Loss in Q1 2010
ENERTECK CORP: Posts $433,500 Net Loss in 2010 First Quarter
EPIC ENERGY: Posts $5.6 Million Net Loss in First Quarter
EPIX PHARMACEUTICALS: Moves Imaging Agents Auction Sale to June 22
ERIE PLAYCE: Voluntary Chapter 11 Case Summary

FAIRPOINT COMMS: Bank Debt Trades at 21% Off in Secondary Market
FLYING J: Unit Faces Lawsuit Over Oil Foreclosure
FLORCON CORP: Case Summary & 20 Largest Unsecured Creditors
FORD MOTOR: Bank Debt Trades at 6% Off in Secondary Market
FORD MOTOR: Posts $2 Billion Net Income for First Quarter

FOUR SEASONS 66B: Voluntary Chapter 11 Case Summary
FREESCALE SEMICON: Debt Trades at 11% Off in Secondary Market
FREESTONE RESOURCES: Posts $153,000 Net Loss in Q3 Ended March 31
GASSPECS INC: Voluntary Chapter 11 Case Summary
GEORGE BULLARD: Voluntary Chapter 11 Case Summary

GERALD ABRAHAM: Case Summary & 19 Largest Unsecured Creditors
GLORIA MONTANO: Case Summary & 3 Largest Unsecured Creditors
GOLDSPRING INC: Posts $2.6 Million Net Loss in Q1 2010
GRAHAM PACKAGING: Posts $20 Million Net Loss for March 31 Quarter
GRAPHIC PACKAGING: Bank Debt Trades at 5% Off in Secondary Market

GENERAL GROWTH: Final Mortgage Restructuring Approved
HACIENDA VILLAS: Voluntary Chapter 11 Case Summary
GSI GROUP: Equity Committee Supports Modified Reorganization Plan
HARRAH'S ENTERTAINMENT: HOC Bank Debt Trades at 0.01% Off
HARVEST OPERATIONS: S&P Assigns 'BB-' Long-Term Corporate

HASKELL SITE: Case Summary & 20 Largest Unsecured Creditors
HAWKER BEECHCRAFT: Bank Debt Trades at 18% Off in Secondary Market
HCA INC: Bank Debt Trades at 6% Off in Secondary Market
HCA INC: Posts $476 Million of Net Income for March 31 Quarter
HEALTHY FAST: Posts $262,668 Net Loss in Q1 Ended March 31

HEALTHSOUTH CORP: Approves Cash Bonuses for SVP and CAO
HEALTHY FAST: Posts $263,000 Net Loss in Q1 Ended March 31
HERTZ CORP: Bank Debt Trades at 4% Off in Secondary Market
HYTHIAM INC: Swings to $3.15 Million Net Loss in Q1 2010
ICONIC BRANDS: Posts $763,000 Net Loss in Q1 Ended March 31

IMPERIAL INDUSTRIES: Incurs $876,000 Net Loss in Q1 2010
INTERNATIONAL ALUMINUM: Emerges from Chapter 11
INTERTAPE POLYMER: To Hold Shareholders' Meeting on June 8
JEFFREY KNOX: Case Summary & 20 Largest Unsecured Creditors
JOEY DAVIS: Case Summary & Largest Unsecured Creditor

JOHN SHART: Case Summary & 20 Largest Unsecured Creditors
JOSE MONGE ROBERTIN: Case Summary & 13 Largest Unsecured Creditors
JUDITH BARNES: Case Summary & 3 Largest Unsecured Creditors
KATE NICHOLS: Voluntary Chapter 11 Case Summary
KEVIN STEVENSON: Case Summary & 12 Largest Unsecured Creditors

KEYSTONE AUTOMOTIVE: S&P Junks Corporate Credit Rating
KIM'S HOSPITALITY: Case Summary & 18 Largest Unsecured Creditors
KINGSLAND IV: Moody's Upgrades $18MM Class D Notes to 'Caa1'
KRAFT LLC: Mortgage Debt Could Not Be Avoided
KREUNEN DEVELOPMENT: Files Schedules of Assets and Liabilities

LAS VEGAS SANDS: Bank Debt Trades at 10% Off in Secondary Market
LA TOYA JACKSON: Creditors Seek to Reopen Chapter 11 Case
LAS VEGAS MONORAIL: Court Denies Ambac's Attempt to Stay Ch. 11
LAS VEGAS SANDS: Moody's Affirms 'B3' Rating; Outlook Positive
LEVEL 3 COMMS: Posts $238 Million Net Loss for March 31 Quarter

LEVEL 3 COMMS: Bank Debt Trades at 9% Off in Secondary Market
LNR PROPERTY: S&P Changes Outlook of 'CCC' Rating to Negative
LODGENET INTERACTIVE: Posts $2.5-Mil. Net Loss for March 31 Qtr.
MF GLOBAL: BB+ Stock Rating Put on Hold by Fitch Despite Plans
MGM MIRAGE: Posts $96 Million Net Loss for March 31 Quarter

MIDWEST BANC: No Longer Has Investment in Seized Bank
MILES ROAD: Files Schedules of Assets and Liabilities
MICHAELS STORES: Bank Debt Trades at 8% Off in Secondary Market
MOVIE GALLERY: Great American Wins Auction to Liquidate Stores
NAMAL ENTERPRISES: Voluntary Chapter 11 Case Summary

NEIMAN MARCUS: Bank Debt Trades at 8% Off in Secondary Market
NEPHROS INC: Posts $528,000 Net Loss in Q1 2010
NEXMED INC: Swings to Net Loss of $9.2 Million in Q1 2010
NIELSEN COMPANY: 2013 Loan Trades at 6% Off in Secondary Market
NIELSEN COMPANY: 2016 Loan Trades at 3% Off in Secondary Market

NORTHLAND INVESTMENTS: Case Summary & Creditors List
OAKLAND HILLS: Voluntary Chapter 11 Case Summary
OLDE PRAIRIE: Case Summary & Largest Unsecured Creditor
OPTIMAL GROUP: Posts $9.8 Million Net Loss in Q1 2010
PACIFIC CAPITAL: Commences Tender Offers for Debt Securities

PACIFIC CAPITAL: Files 10-Q; Posts $80.5 Mln Net Loss in Q1 2010
PAETEC HOLDING: Posts $9.5 Million Net Loss for March 31 Quarter
PAPERWEIGHT DEVELOPMENT: Post $7.3 Mil. Net Loss for March 31 Qtr
PATRICK MCELROY: Case Summary & 7 Largest Unsecured Creditors
PAUL NAYLOR: Voluntary Chapter 11 Case Summary

PAUL TRANSPORTATION: Case Summary & 20 Largest Unsecured Creditors
PAUL WALLACE: Voluntary Chapter 11 Case Summary
PHARMOS CORP: Posts $491,000 Net Loss in Q1 Ended March 31
PHILADELPHIA NEWSPAPERS: Confirmation Hearing Set for June 24
PINE HILL: Voluntary Chapter 11 Case Summary

PINEHURST BANK: Closed; Coulee Bank Assumes All Deposits
PLY GEM: S&P Upgrades Junk Corporate Credit Rating to 'B-'
POSTROCK ENERGY: Earns $38.7 Million in Q1 Ended March 31
PROSPERITY PARK: Case Summary & 2 Largest Unsecured Creditors
PROVIDENT ROYALTIES: Ballots for Liquidating Plan Due May 28

RATHGIBSON INC: Wins Confirmation of Sale-Based Chapter 11 Plan
REAL ESTATE ASSOCIATES LTD VII: Posts $223,000 Net Loss in Q1 2010
RED DISPOSAL: Organizational Meeting to Form Panel on May 25
RENAL ADVANTAGE: S&P Assigns 'B' Corporate Credit Rating
RENAL ADVANTAGE: Moody's Assigns 'B2' Corporate Family Rating

RHI ENTERTAINMENT: Incurs $22.8 Million Net Loss in Q1 2010
RICHARD J HINDIN: Four Stars Approved to Sell Personal Property
RICKEY JOHNSON: Voluntary Chapter 11 Case Summary
RIVERHEAD PARK: Court Sets June 1 as Claims Bar Date
RM HOTELS: Case Summary & 20 Largest Unsecured Creditors

ROSEVILLE PARTNERS: Case Summary & 3 Largest Unsecured Creditors
ROTHSTEIN ROSENFELDT: Warren Sapp Seeks to Recover Investment
SAKHAWAT JAFFERY: Voluntary Chapter 11 Case Summary
SAWGRASS MEDICAL: Voluntary Chapter 11 Case Summary
SERVICEMASTER CO: Bank Debt Trades at 7% Off in Secondary Market

SHORELINE GRADING: Case Summary & 20 Largest Unsecured Creditors
SIEGFRIED K. HOLZ: Case Summary & 20 Largest Unsecured Creditors
SIMPLE SOLAR: Files For Chapter 11 Bankruptcy in Colorado
SIRIUS XM: Posts $41 Million Net Income for March 31 Quarter
SMURFIT-STONE: Compromises Realty Southwest & RSW Dallas Claims

SMURFIT-STONE: Creditors Seek Estimation of Liquidated Claims
SMURFIT-STONE: CCAA Stay Order Extended Until July 15
SONGBIRD ENTERPRISES: Case Summary & 3 Largest Unsecured Creditors
SONICBLUE INC: Judge Orders Admiral to Return D&O Policy Premiums
SOUTH BAY: Wants to Have Until Oct. 16 to Decide on Leases

SOUTH BAY: Asks for Oct. 18 Extension of Time to Remove Actions
SOUTH BAY: Receives Final Approval to Pay Employee Obligations
SPECTRUM BRANDS: Moody's Upgrades Corporate Family to 'B2'
SPIRIT FINANCE: Bank Debt Trades at 17% Off in Secondary Market
SPRUCE HILL: Case Summary & 6 Largest Unsecured Creditors

STATION CASINOS: Seeks Approval of 2nd Deal With FCP PropCo
STATION CASINOS: Frank Fertitta Has 41.7% Equity Stake
STATION CASINOS: Reports $53 Million Net Loss in First Quarter
STEVEN HETRICK: Case Summary & 5 Largest Unsecured Creditors
STONEFIRE PIZZA: Voluntary Chapter 11 Case Summary

TALON INTERNATIONAL: Posts $847,643 Net Loss in Q1 2010
TAYLOR-WHARTON: Court OKs June 3 Auction of TWI Cylinders LLC
TENET HEALTHCARE: Shareholders Approve Amended 2008 Stock Plan
THEADORE LYONS: Case Summary & 20 Largest Unsecured Creditors
THOMAS DODGE: Case Summary & 8 Largest Unsecured Creditors

THUNDERBIRD LAND: Voluntary Chapter 11 Case Summary
THUNDERBIRD TRUCK: Voluntary Chapter 11 Case Summary
TRIBUNE CO: Amends Chapter 11 Plan and Disclosure Statement
TRIBUNE CO: Plan Confirmation Trial Set for August 16
TRIBUNE CO: Plan Outline Draws Objections From Various Parties

TRIBUNE CO: Exclusive Solicitation Period Extended Until August 8
TRIBUNE CO: Proposes July 26 CNLBC Claims Bar Date
TRIBUNE CO: Bank Debt Trades at 41% Off in Secondary Market
TRIBUNE CO: AM NY Peddlers Ask Court to Certify OT Class
TRIBUNE CO: Marty Wilke to Assume Oversight Duties for CLTV

TRONOX INC: $25M Deal with Government Over Toxic Cleanup Approved
ULTIMATE ESCAPES: Incurs $6.5 Million Net Loss in Q1 2010
UNITED AIR LINES: Bank Debt Trades at 10% Off in Secondary Market
VENETIAN MACAU: Bank Debt Trades at 3% Off in Secondary Market
VERTIS HOLDINGS: Extends Expiration Dates of Exchange Offers

VINE LAVY: Case Summary & 4 Largest Unsecured Creditors
VISTEON CORPORATION: Johnson Controls' Bid is "Unclear", "Late"
VISTEON CORP: Trustee Requests for Status Conference
VITESSE SEMICONDUCTOR: Posts $34 Million Net Loss for March 31 Qtr
VITESSE SEMICONDUCTOR: Stockholders Approve 2010 Incentive Plan

VLADIMIR ELKIN: Voluntary Chapter 11 Case Summary
WASHINGTON MUTUAL: Files Revised Plan as FDIC, JPM Deal Reached
WASHINGTON MUTUAL: Dewey & Leboeuf Representing Equity Holders
WASHINGTON MUTUAL: Equity Holders to Appeal Rejection of Examiner
WASHINGTON MUTUAL: FDIC's Board Approves Global Settlement

WELTON PLACE: Case Summary & 8 Largest Unsecured Creditors
WEST CORP: 2013 Bank Debt Trades at 5% Off in Secondary Market
WEST CORP: 2016 Bank Debt Trades at 3% Off in Secondary Market
WESTCLIFF MEDICAL: Case Summary & 20 Largest Unsecured Creditors
WILLBROS GROUP: S&P Puts 'B+' Rating on $250MM Sr. Secured Notes

WISH I: U.S. Trustee Wants Ch. 11 Case Converted or Dismissed
WISH I: Creditors Have Until June 30 to File Proofs of Claim
WORLDSPACE INC: Seeks to Sell Assets to Yazmi USA for $5.5 Million
WORLDSPACE SATELLITE: Case Summary & Creditors List
XERIUM TECH: S&P Assigns 'BB-' Rating on Proposed Secured Debt

ZAYAT STABLES: Fifth Third Wants Zayat's Personal Bank Records

* Bank Failures This Year Now 73 As Minnesota Bank Shut May 21
* 775 Banks Now in FDIC's Problem List
* FDIC-Insured Firms Earned $18-Bil. in Q1; Highest in 2 Years
* S&P: Global Spec.-Grade Default Rate Fell to 6.96% in April

* 2 Kaye Scholer Partners Join Willkie Farr & Gallagher

* BOND PRICING -- For Week From May 17 to 21, 2010


                            ********


1513 NORTH: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: 1513 North Milwaukee LLC
        811 West Superior
        Chicago, IL 60642
        Tel: (312) 275-0188

Bankruptcy Case No.: 10-22847

Chapter 11 Petition Date: May 19, 2010

Court: U.S. Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Bruce W. Black

Debtor's Counsel: Aaron Spivack, Esq.
                  Law Offices of Aaron Spivack
                  811 W. Superior
                  Chicago, IL 60642
                  Tel: (312) 275-0188
                  E-mail: law@aspivack.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 Joe Zivkovic, sole member.


2900 LAKESHORE: Case Summary & 2 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: 2900 Lakeshore Drive LLC
        595 Market Street, Suite 2360
        San Francisco, CA 94105
        Tel: (415) 982-8800

Bankruptcy Case No.: 10-31819

Chapter 11 Petition Date: May 19, 2010

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

Judge: Dennis Montali

Debtor's Counsel: William J. Healy
                  Campeau, Goodsell and Smith
                  440 N 1st St. #100
                  San Jose, CA 95112
                  Tel: (408) 295-9555
                  E-mail: whealy@campeaulaw.com

Estimated Assets:$0 to $50,000

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

A list of the Company's 2 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/canb10-31819.pdf

The petition was signed by Michael Day, managing member.


7301 16TH STREET: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: 7301 16th Street Building, LLC
        7301 N. 16th Street, Suite 201
        Phoenix, AZ 85020

Bankruptcy Case No.: 10-15707

Chapter 11 Petition Date: May 20, 2010

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

Judge: Charles G. Case II

Debtor's Counsel: Randy Nussbaum, Esq.
                  14500 N. Northsight Blvd. - #116
                  Scottsdale, AZ 85260
                  Tel: (480) 609-0011
                  Fax: (480) 609-0016
                  E-mail: rnussbaum@nussbaumgillis.com

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

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

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

The petition was signed by George Bogle, manager.


A&T HOLDING: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: A&T Holding Corp.
        525 Harris Road
        Bedford Hills, NY 10570

Bankruptcy Case No.: 10-22999

Chapter 11 Petition Date: May 20, 2010

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

Judge: Robert D. Drain

Debtor's Counsel: Gerard DiConza, Esq.
                  DiConza Law, P.C.
                  630 Third Avenue, Seventh Floor
                  New York, NY 10017
                  Tel: (212) 682-4940
                  Fax: (212) 682-4942
                  E-mail: gdiconza@dlawpc.com

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

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

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

The petition was signed by Lawrence Lopater, president.

Debtor-affiliates filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Paul F. Wallace                       --                        --


ABSOLUTE RECOVERY: N.T. Arrington to Liquidate Firm
---------------------------------------------------
N.T. Arrington Auctioneer & Appraiser disclosed the auction
liquidation of Absolute Recovery towing company in Rocky Mount on
Wednesday, June 2, at 11am, according to Nick Arrington,
auctioneer.

"We will make a complete liquidation of tow trucks, work-ready
Rollbacks, wheel lift wreckers, and impound vehicles," said
Arrington.  "In addition, we will auction all towing accessories,
including chains, a Curtis PC+HD Axxess electronic key cutter,
pop-up dollies, straps, fifth wheel attachments, tow ball
attachments for boom units and more."

Highlights of the auction include: three 2008 Chevrolet C5000
Series Rollbacks with wheel lifts, 19-foot Champion steel bodies,
and gas motors with automatic transmissions; 1994 IH 4700 wheel
lift wrecker; 1995 IH with 19-foot Century Rollback body; 1998 IH
4700 Wheel Lift Wrecker; 1998 IH 4700 Rollback with 19-foot
Champion steel body; 1999 Mitsubishi 4WD wheel lift wrecker; 1999
Dodge 4WD Ram wheel lift wrecker; 1999 IH 4700 20-foot Rollback;
2000 Freightliner FL60 wheel lift wrecker; 2000 Freightliner wheel
lift wrecker; and a Keystone "Sprinter" 30-foot travel trailer
with slide out.

Impounded cars up for auction include: 1985 Iroc Camaro, 1971
Cougar, and a 1972 Dodge Charger.

Items will be available for preview on Tuesday, June 1, from 12
p.m. until 6 p.m. and again at 8 a.m. the morning of the sale or
by appointment.

The auction is open to the public and will take place at 250
Energy Blvd., in Rocky Mount.  Bidders who cannot attend the
auction in person may bid online using Proxibid.com.  Bidders must
register prior to bidding.

                  About N.T. Arrington Auctioneer

N.T. Arrington Auctioneer & Appraiser conducts auctions and sealed
bid solicitations of commercial and residential equipment,
estates, inventories, vehicles and machinery.  A native of the
Washington Metropolitan area, Nick Arrington has over 25 years of
accelerated marketing experience and serves the banking, legal and
commercial community needs of Virginia, Maryland, and D.C.


AGE REFINING: Refinery Auction Postponed Following Accident
-----------------------------------------------------------
Bill Rochelle at Bloomberg News reports that Age Refining Inc.'s
May 5 auction was being put on hold following an accident at its
refinery.  Since the accident on May 5, the Company's "attention
has been diverted from the sale process," a court filing says.
The Company said that new deadlines will be published "within the
next 10 days."

Age Refining is required by its financing agreement either to sell
the business or confirm a plan where the lenders take ownership.

Age Refining filed a Chapter 11 plan in April.  The Plan
contemplates the consummation of a transaction to infuse or create
new capital into the Debtor or sell substantially all of the
Debtor's assets and operations to an interested party.  The source
of funding necessary for the treatment of claims and interests
will be Chase Capital Corporation, a secured creditor, or the
successful bidder under an alternate transaction, as applicable.
Under the current iteration of the Plan, unsecured creditors would
get 5% of the new stock.  A full-text copy of the Disclosure
Statement is available for free at
http://bankrupt.com/misc/AgeRefining_DS.pdf

                        About Age Refining

Age Refining, Inc., based in San Antonio, Texas, manufactures,
refines and markets jet fuels, diesel products, solvents and other
highly specialized fuels.  The Company's clients cover a variety
of sectors, including commercial, local municipalities and the
federal government.  Founded in 1991 by Al Gonzalez, AGE is a
family owned and operated business in the heart of the San Antonio
community.  Starting on a shoe-string budget and a bushel of
determination, AGE is proud to have posted over 22% growth per
year since 1991.

The Company filed for Chapter 11 bankruptcy protection on
February 8, 2010 (Bankr. W.D. Texas Case No. 10-50501).  The
Company listed $10,000,001 to $50,000,000 in assets and
$100,000,001 to $500,000,000 in liabilities.


ALFREDO RODRIGUEZ: Court Dismisses Case for Failure to File Plan
----------------------------------------------------------------
WestLaw reports that in a small business Chapter 11 case, if no
party files a plan within the specified or extended time, then no
relief is available to the debtor in Chapter 11, a Puerto Rico
bankruptcy court has ruled.  Noncompliance with the statutory 300-
day term set forth in 11 U.S.C. Sec. 1121(e) creates a "drop-dead"
effect, the court explained, rejecting the debtor's arguments that
the term "shall" could be construed as merely permissive and that
the court had discretion to interpret the subject statute in any
other way.  The court further held that the debtor's failure to
file a plan or to seek an extension within the 300-day term
constituted "cause" for dismissal of the case.  In re Sanchez, ---
B.R. ----, 2010 WL 1791249 (Bankr. D. P.R.) (Tester, J.).

The United States Trustee filed a Motion to Dismiss (Doc. 150)
pursuant to 11 U.S.C. Sec. 1112(b)(1) and (b)(4)(J), asking the
Court to dismiss of the case because no plan was filed and
indicated in that filing that dismissal rather than conversion is
in the best interest of the creditors in this case.

Alfredo Rodriguez Sanchez and Vilma Luz Diaz Deynes sought chapter
11 protection (Bankr. D. P.R. Case No. 09-03681) on May 6, 2009;
are represented by Francisco R. Moya Huff, Esq., in San Juan,
P.R.; and disclosed $1,974,026 in assets and $1,451,995 in
liabilities at the time of the filing.


ALLA CHERNYAVSKY: Case Summary & 5 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Alla Chernyavsky
        26508 Mont Calabasas Dr
        Calabasas, CA 91302

Bankruptcy Case No.: 10-15975

Chapter 11 Petition Date: May 19, 2010

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

Judge: Maureen Tighe

Debtor's Counsel: Philip D. Dapeer, Esq.
                  Philip Daoeer, a Law Corporation
                  2625 Townsgate Rd Ste 330
                  Westlake Village, CA 91361
                  Tel: (323) 954-9144
                  Fax: (323) 954-0457

Scheduled Assets: $1,211,425

Scheduled Debts: $2,314,000

A list of the Company's 5 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb10-15975.pdf

The petition was signed by Alla Chernyavsky.


ALLIANCE LOGISTICS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Alliance Logistics, INC.
          dba Alliance 3PL Corp.
        1301 International Parkway, Suite 100
        Woodridge, IL 60517

Bankruptcy Case No.: 10-23009

Chapter 11 Petition Date: May 20, 2010

Court: U.S. Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Jacqueline P. Cox

Debtor's Counsel: James J. Burns Jr., Esq.
                  E-mail: jburnsui@aol.com
                  Todd M. Wincek, Esq.
                  E-mail: ToddWincekEsq@gmail.com
                  Burns & Wincek
                  53 West Jackson, Suite 909
                  Chicago, IL 60604
                  Tel: (312) 880-0195
                  Fax: (312) 880-0196

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

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

According to the schedules, the Company says that assets total
$2,213,000 while debts total $2,069,039.

A copy of the Company's list of 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/ilnb10-23009.pdf

The petition was signed by Daniel J. Rimkus, president.


ALMATIS BV: Schulte Roth Represents Mezzanine Lenders
-----------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy
Procedure, Michael Cook, Esq., at Schulte Roth & Zabel LLP, in
New York, filed a statement with the Bankruptcy Court disclosing
that his firm represents creditors in Almatis B.V.'s Chapter 11
cases under these credit facilities:

  (a) A Senior and Second Lien Facilities Agreement dated
      October 31, 2007, by and among DIC Almatis Bidco B.V., UBS
      Limited, as arranger and facility agent or security
      trustee, and the financial institutions from time to time
      parties to the agreement;

  (b) A Mezzanine Facility Agreement dated October 31, 2007, by
      and among DIC Almatis Bidco B.V., UBS Limited, as arranger
      and mezzanine agent or security trustee, and the financial
      institutions from time to time parties to the agreement;
      and

  (c) A Junior Mezzanine Facility Agreement dated November 11,
      2007, by and among DIC Almatis Midco B.V., UBS Limited, as
      arranger and junior mezzanine agent or security trustee,
      and the financial institutions from time to time parties
      to the agreement.

The creditors represented by Schulte Roth are:

  (1) Babson entities, which consist of:

      * Duchess III CDO S.A.
      * Almack II Unleveraged S.A.
      * Duchess IV CLO B.V.
      * Duchess V CLO B.V.
      * Duchess VI CLO B.V.
      * Duchess VII CLO B.V.
      * Cromarty CLO Limited
      * Malin CLO B.V.
      * Fugu CLO B.V.

  (2) Permira entities, which consist of:

      * Legico S.A.R.L.
      * PDM CLO I B.V.

  (3) Alcentra entities, which consist of:

      * Jubilee CDO VIII B.V.
      * Shiofra 1 S.a r.l.
      * Shiofra 2 S.a r.l.
      * Alcentra Mezzanine No.1 S.a r.l.
      * Alcentra Mezzanine QPAM S.a r.l.

  (4) C.E.L.F. Loan Partners III PLC

  (5) Bacchus entities, which consist of:

      * Bacchus 2006-1 PLC
      * Bacchus 2006-2 PLC

  (6) Pramerica entities, which consist of:

      * Dryden IX - Senior Loan Fund 2005 P.L.C.
      * Dryden X - Euro CLO 2005 P.L.C.
      * Dryden XIV Euro CLO 2006 P.L.C.

  (7) Rothschild entities, which consist of:

      * NM Rothschild & Sons Ltd.
      * Quintus European Mezzanine Fund S.a.r.l.

  (8) Intermediate Capital entities, which consist of:

      * Eurocredit CDO IV BV
      * Eurocredit CDO V Plc
      * Eurocredit CDO VII Plc
      * Eurocredit CDO VIII Limited

  (9) European Credit entities:

      * Mezzanine Finance Europe S.A.
      * Universal Credit SA (Compartment A)
      * Universal Credit SA (Compartment U)

(10) GSC entities, which consist of:

      * GSC European CDO I-R S.A.
      * GSC European CDO II S.A.
      * GSC European CDO III S.A.
      * GSC European CDO IV S.A.
      * GSC European CDO V P.L.C.
      * GSC European Mezzanine Fund II, L.P.
      * GSC European Mezzanine Offshore Fund II, L.P.
      * GSC European Mezzanine Offshore Parallel Fund II, L.P.
      * GSC European Mezzanine Offshore Unleveraged Parallel
        Fund II, L.P.
      * GSC European Mezzanine Parallel Investors II, L.P.

(11) Queen Street entities, which consist of:

      * Queen Street CLO I B.V.
      * Queen Street CLO II B.V.

                       About Almatis Group

Alamtis B.V., and its affiliates filed for Chapter 11 on April 30,
2010 (Bankr. S.D.N.Y. Lead Case No. 10-12308).  Almatis B.V.
estimated assets of US$500 million to US$1 billion and debts of
more than US$1 billion as of the bankruptcy filing.

Almatis, operationally headquartered in Frankfurt, Germany, is a
global leader in the development, manufacture and supply of
premium specialty alumina products.  With nearly 900 employees
worldwide, the company's products are used in a wide variety of
industries, including steel production, cement production, non-
ferrous metal production, plastics, paper, ceramics, carpet
manufacturing and electronic industries.  Almatis operates nine
production facilities worldwide and serves customers around the
world.  Until 2004, the business was known as the chemical
business of Alcoa.  Almatis is now owned by Dubai International
Capital LLC, the international investment arm of Dubai Holding.

Michael A. Rosenthal, Esq., at Gibson, Dunn & Crutcher LLP, serves
as counsel to the Debtors in the Chapter 11 cases.  & German
Counsel: Linklaters LLP is the special English and German counsel
and De Brauw Blackstone Westbroek N.V. is Dutch counsel.  Epiq
Bankruptcy Solutions, LLC, serves as claims and notice agent.


ALOHA AIRLINES: AMA Clarifies Suit Against AeroMechanical
---------------------------------------------------------
It has been reported that Aloha Airlines Inc. has filed suit
against AeroMechanical Services Limited.  AMA wishes to clarify
that the non-material suit was filed by the trustee for Aloha as
part of preference claim undertakings that claim that AMA received
payments prior to the bankruptcy of Aloha which were preferential
to other creditors.  AMA's U.S. bankruptcy lawyers have reviewed
the claim and are satisfied that the payments received by AMA were
not made preferentially.  Rather than engaging in a drawn out
court action, AMA has offered a settlement amount of $10,000.00
USD which is subject to the authorization and approval of the
applicable bankruptcy court.  Indications from the trustee have
led AMA to believe that the proposed settlement will be accepted.
The decision of the bankruptcy court is expected in approximately
30 to 60 days.

In addition, in the interest of keeping shareholders up to date,
AMA will be posting on its website a quarterly Investor Brief.

                 About AeroMechanical Services

AeroMechanical Services Ltd. provides proprietary technological
solutions and services designed to reduce costs and improve
efficiencies in the aviation industry.  The company has
successfully commercialized three products and associated services
currently marketed to airlines, manufacturers and maintenance
organizations around the world.  Its premier technology, afirs(TM)
UpTime(TM), FLYHTStream(TM) and FIRST(TM) allows airlines to
monitor and manage aircraft operations anywhere, anytime, in real-
time.

afirs, UpTime, FLYHT, FLYHTstream, and aeroQ are Trade Marks of
AeroMechanical Services Ltd.

Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.

                     About Aloha Airgroup

Based in Honolulu, Hawaii, Aloha Airgroup Inc., Aloha Airlines
Inc. -- http://www.alohaairlines.com/-- and its affiliates flew
passengers and freight to Hawaii's five major airports, as well as
to half a dozen destinations in the western U.S.  They operated a
fleet of about 20 aircraft, all Boeing 737s, including three
configured as freighters.

Aloha filed for Chapter 11 protection on Dec. 30, 2004 (Bankr. D.
Hawaii Case No. 04-03063), and emerged from Chapter 11 bankruptcy
protection in February 2006.

The Company and its affiliates filed again for Chapter 11
protection on March 18, 2008 (Bankr. D. Hawaii Lead Case No. 08-
00337).  Brian G. Rich, Esq., Jordi Guso, Esq., and Paul Steven
Singerman, Esq., at Berger Singerman P.A., and David C. Farmer,
Esq., represent the Debtors in their restructuring efforts.  The
Official Committee of Unsecured Creditors was represented by
Sonnenschein Nath & Rosenthal LLP and Bronster Hoshibata, A Law
Corporation.  The Debtors' schedules reflected total assets of
$74,600,000 against total liabilities of $197,100,000.

On April 29, 2008, the Court converted the Debtors' cases into
chapter 7 liquidation proceedings.  The next day, the U.S. Trustee
appointed Dane S. Field to serve as chapter 7 trustee for the
cases.  James Wagner, Esq., at Wagner Choi & Verbrugge, represents
Mr. Field.


AMARAVATHI INTERESTS: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Amaravathi Interests, LLC
        4420 F.M. 1960 West, Suite 224
        Houston, TX 77068

Bankruptcy Case No.: 10-34156

Chapter 11 Petition Date: May 20, 2010

Court: U.S. Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Jeff Bohm

Debtor's Counsel: Craig Harwyn Cavalier, Esq.
                  Attorney at Law
                  3355 West Alabama, Suite 1160
                  Houston, TX 77098
                  Tel: (713) 621-4720
                  Fax: (713) 621-4779
                  E-mail: ccavalier@cavalierlaw.com

Estimated Assets: $0 to $50,000

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

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

The petition was signed by Chowdary Yalamanchili, manager.

Debtor-affiliates filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Amaravathi Limited Partnership        09-32754            04/23/09


AMERICAN INTERNATIONAL: Posts $2 Bil. Net Income for March 31 Qtr
-----------------------------------------------------------------
American International Group Inc. filed its quarterly report on
Form 10-Q, showing $2.0 billion of net income on $16.3 billion of
total revenue for the three months ended March 31, 2010, compared
with a net loss of $5.1 billion on $13.3 billion of total revenues
for the same period a year ago.

The Company's balance sheet at March 31, 2010, showed $863.6
billion in total assets and $760.0 billion in total liabilities,
for a stockholders' equity of $101.7 billion.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?62ee

                            About AIG

Based in New York, American International Group, Inc., is an
international insurance organization with operations in more than
130 countries and jurisdictions.  AIG companies serve commercial,
institutional, and individual customers through one of the most
extensive worldwide property-casualty networks of any insurer.  In
addition, AIG companies provide life insurance and retirement
services around the world.  AIG common stock is listed on the New
York Stock Exchange, as well as the stock exchanges in Ireland and
Tokyo.

In September 2008, AIG experienced a liquidity crunch when its
credit ratings were downgraded below "AA" levels by Standard &
Poor's, Moody's Investors Service and Fitch Ratings.  In September
2008, the Federal Reserve Bank created an $85 billion credit
facility to enable AIG to meet increased collateral obligations
consequent to the ratings downgrade, in exchange for the issuance
of a stock warrant to the Fed for 79.9% of the equity of AIG.  The
credit facility was eventually increased to as much as
$182.5 billion.

AIG has sold a number of its subsidiaries and other assets to pay
down loans received from the U.S. government, and continues to
seek buyers of its assets.


AMERICANWEST BANCORPORATION: Posts $8.5MM Net Loss in Q1 2010
-------------------------------------------------------------
AmericanWest Bancorporation filed its quarterly report on Form
10-Q, showing a net loss of $8.5 million on $12.9 million of net
interest income (before provision for loan losses) for the three
months ended March 31, 2010, compared with a net loss of
$14.5 million on $13.9 million of net interest income (before
provision for loan losses) for the same period of 2009.

The Company's balance sheet as of March 31, 2010, showed
$1.557 billion in assets, $1.546 billion of liabilities, and
$11.2 million of stockholders' equity.

As reported in the Troubled Company Reporter on March 9, 2010,
Moss Adams LLP, 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 significant net
loss from operatins in 2009 and 2008, deterioration in the credit
quality of its loan portfoloio, and the decline in the level of
its regulatory capital to support operations.

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

               http://researcharchives.com/t/s?62cd

Headquartered in Spokane, Washington, AmericanWest Bancorporation
-- http://www.awbank.net/-- is a bank holding company whose
principal subsidiary is AmericanWest Bank, a community bank with
58 financial centers located in Washington, Northern Idaho and
Utah.


ANPATH GROUP: Files For Chapter 11 Protection
---------------------------------------------
Anpath Group filed for Chapter 11 protection (Bankr. D. Del. Case
No. 10-11652.  The Company is represented by Mark E. Felger of
Cozen O' Connor.

BankruptcyData.com reports, citing documents filed with the Court,
"The Debtors financial difficulties primarily stem from the
deteriorating global market, credit, and economic conditions,
which began to accelerate in the first half of 2009, and from
certain issues relating to ESI's EcoTru(R) product which have now
been resolved."

                        About Anpath Group

Based in Mooresville, N.C., Anpath Group, Inc. (OTC BB: ANPG)
-- http://www.anpathgroup.com/-- through its wholly-owned
subsidiary EnviroSystems, Inc., provides infection control
products on an international basis through both direct sales and
channels of distribution.  ESI products are currently sold to
transportation, military and industrial/institutional markets.
ESI products are manufactured utilizing chemical-emulsion
technology, designed to make the products effective against a
broad spectrum of harmful organisms while safe to people,
equipment and habitat.


ANPATH GROUP: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Anpath Group, Inc.
        224 Rolling Hill Road, Suite #2A
        Mooresville, NC 28117

Bankruptcy Case No.: 10-11652

Chapter 11 Petition Date: May 20, 2010

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

Judge: Kevin J. Carey

Debtor's Counsel: Mark E. Felger, Esq.
                  Cozen O'Connor
                  1201 N. Market Street, Ste 1400
                  Wilmington, DE 19801
                  Tel: (302) 295-2087
                  Fax: (302) 295-2013
                  E-mail: mfelger@cozen.com

Scheduled Assets: $1,548,646

Scheduled Debts: $3,536,825

The petition was signed by J. Lloyd Breedlove, president and CEO.

Debtor's List of 20 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Fares Khodr               Note                   $259,333
91 Chemin Des Evequaux
Biviers 38330
France

Bernard Questier          Note                   $215,022

Peter Nordin APS          Note                   $108,911

Gusrae, Kaplan Bruno      Legal Services         $98,962
& Nusbaum PLLC

Arthur Douglas            Note                   $93,105
& Associates

Roger Gehrig              Note                   $78,344

Richard Pitt              Note                   $65,346

Hans Torsen               Note                   $53,522

Bruno Donnou              Note                   $52,655

Sveinn Jonatansson        Note                   $48,170

Kenneth H. Potter and     Note                   $42,240
Sandra M. Potter

Williams & Webster PS     Professional           $38,177
                          services

Markus Topinka            Note                   $38,118

Luc Lissoir               Note                   $32,673

Peter Thomson             Note                   $32,673

Jane McEvoy               Note                   $27,227

Micke and Sheila Carroll  Note                   $26,761

John Eilers               Note                   $26,761

Carl Rountree             Note                   $26,455

Mark and Beatrice         Note                   $26,300
deGaribel


ANTHONY CAPUTO: Case Summary & 4 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Anthony C. Caputo
               Janaki R. Caputo
               5255 North Salida del Sol Drive
               Tucson, AZ 85718

Bankruptcy Case No.: 10-15580

Chapter 11 Petition Date: May 19, 2010

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

Judge: Eileen W. Hollowell

Debtor's Counsel: Sally M. Darcy
                  McEvoy, Daniels & Darcy P.C.
                  Camp Lowell Corporate Center
                  4560 East Camp Lowell Drive
                  Tucson, AZ 85712
                  Tel: (520) 326-0133
                  Fax: (520) 326-5938
                  E-mail: DarcySM@aol.com

Scheduled Assets: $2,777,000

Scheduled Debts: $2,537,378

A list of the Company's 4 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/azb10-15580.pdf

The petition was signed by Anthony C. Caputo and Janaki R. Caputo.


ANTONIO VALLERO: Case Summary & 8 Largest Unsecured Creditors
-------------------------------------------------------------
Joint Debtors: Antonio V. Vallero
               Yolanda B. Vallero
               15 West Avondale Road
               Hillsborough, CA 94010

Bankruptcy Case No.: 10-31812

Chapter 11 Petition Date: May 18, 2010

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

Judge: Dennis Montali

Debtor's Counsel: Mark J. Romeo, Esq.
                  Law Offices of Mark J. Romeo
                  235 Montgomery Street #410
                  San Francisco, CA 94104
                  Tel: (415) 395-9315
                  E-mail: romeolaw@msn.com

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

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

A copy of the Joint Debtors' list of 8 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/canb10-31812.pdf

The petition was signed by the Joint Debtors.


HERITAGE ORACLE: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Heritage Oracle, LLC
        7740 N. Oracle Road, #106
        Tucson, AZ 85704

Bankruptcy Case No.: 10-15217

Chapter 11 Petition Date: May 18, 2010

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

Judge: James M. Marlar

Debtor's Counsel: Michael W. Baldwin, Esq.
                  Law Offices of Michael Baldwin PLC
                  P.O. Box 35487
                  Tucson, AZ 85740-5487
                  Tel: (520) 792-3600
                  Fax: (520) 792-8616
                  E-mail: michael.baldwin@azbar.org

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 Darrell L. Obert, managing member.


ARYX THERAPEUTICS: Posts $6.4 Million Net Loss in Q1 2010
---------------------------------------------------------
ARYx Therapeutics, Inc., filed its quarterly report on Form 10-Q,
showing a net loss of $6.4 million for the three months ended
March 31, 2010, compared with a net loss of $9.8 million for the
same period of 2009.  ARYx had no revenue during the first quarter
of 2010 or 2009.

ARYx ended the first quarter of 2010 with roughly $6.3 million in
cash and cash equivalents, compared to $7.4 million at
December 31, 2009, and $22.4 million at March 31, 2009.  The first
quarter 2010 net loss includes a restructuring charge of
$1.1 million as a result of the February 2010 restructuring of
operations.

The Company's balance sheet as of March 31, 2010, showed
$10.6 million in assets and $13.0 million of liabilities, for a
stockholders' deficit of $2.4 million.

As reported in the Troubled Company Reporter on April 9, 2010,
Ernst & Young LLP, in Palo Alto, Calif., expressed substantial
doubt about the Company's ability to continue as a going concern
in its report on the Company's 2009 financial statements.  The
independent auditors noted of the Company's recurring losses
from operations and stockholders' deficit.

"Since our inception, we have incurred significant net operating
losses and, as of March 31, 2010, we had an accumulated deficit of
$193.5 million.  We have generated no revenue from product sales
to date and we have funded operations principally from the sale of
our convertible preferred and common stock and payments received
under our collaboration agreements.  We have not achieved
sustainable profitability and anticipate that we will continue to
incur significant net losses for the foreseeable future.  There
can be no assurances that we will achieve positive cash flow in
the foreseeable future or at all.  Additionally, we do not
anticipate that our cash on hand as of March 31, 2010, will be
sufficient to fund our operations through December 31, 2010.
These factors raise substantial doubt about our ability to
continue as a going concern."

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

               http://researcharchives.com/t/s?62de

Fremont, Calif.-based ARYx Therapeutics, Inc. (NASDAQ: ARYX)
-- http://www.aryx.com/-- is a biopharmaceutical company focused
on developing a portfolio of internally discovered product
candidates designed to eliminate known safety issues associated
with well-established, commercially successful drugs.


BENDER SHIPBUILDING: Ryerson Wins Auction for Facility
------------------------------------------------------
According to AMM.com, Ryerson Inc. was named as winning bidder for
the assets of steel plate processing facility Cutting Edge Metal
Processing through an auction by Bender Shipbuilding & Repair Co.
Inc.

                    About Bender Shipbuilding

Bender Shipbuilding & Repair Co. welds the hull of an offshore oil
supply boats the Mobile, Alabama.

In June 2009, three creditors filed an involuntary Chapter 7
petition against Bender Shipbuilding & Repair Co. in the U.S.
Bankruptcy for the Southern District of Alabama.  In July 2009,
Bender Shipbuilding filed a voluntary Chapter 11 petition.
Attorneys at Lugenbuhl, Wheaton, Peck, Rankin & Hubbard, serve as
counsel for the Debtor.


BIOLABS INC: Case Summary & 5 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: BioLabs, Inc.
        1821 E. Dyer Road, #100
        Santa Ana, CA 92705

Bankruptcy Case No.: 10-16746

Chapter 11 Petition Date: May 19, 2010

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

Judge: Robert N. Kwan

Debtor's Counsel: Ron Bender, Esq.
                  10250 Constellation Blvd Ste 1700
                  Los Angeles, CA 90067
                  Tel: (310) 229-1234
                  E-mail: rb@lnbrb.com

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

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

The petition was signed by Matthew Pakkala, designated officer.

Debtor's List of 5 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------
CapitalSource Finance LLC
Gregory Browne, Managing
Partner
4445 Willard Avenue,
12 Floor
Chevy Chase, MD 20815

GE Business Fin. Services,
Inc.
2 Bethesda Metro Ctr.,
Suite 600
Bethesda, MD 20814

Merril Lynch Capital
222 North LaSalle St.,
16th Floor
Chicago, IL 60601

Merril Lynch Capital, a
Division of Merril Lynch
Bus. Fin. Serv., Inc.
222 North LaSalle St., 16th Fl.
Chicago, IL 60601

Sandelman Finance
2006-1, Ltd.
c/o Sandelman Prtnrs.,
Bill Brown
500 Park Avenue, 3rd Fl.
New York, NY 10022

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Westcliff Medical                      10-16743    05/19/2010
Laboratories, Inc.


BIOMEDICAL TECHNOLOGY: Posts $413,434 Net Loss in Q1 2010
---------------------------------------------------------
BioMedical Technology Solutions Holdings, Inc. filed its quarterly
report on Form 10-Q, showing a net loss attributable to common
stockholders of $413,434 on $162,704 of revenue for the three
months ended March 31, 2010, compared with a net loss attributable
to common stockholders of $327,866 on $359,305 of revenue for the
same period of 2009.

The Company's balance sheet as of March 31, 2010, showed
$1,413,410 in assets and $1,707,151 of liabilities, for a
stockholders' deficit of $293,741.

Cordovano and Honeck LLP, in Englewood, Colo., expressed
substantial doubt about the Company's ability to continue as a
going concern after auditing the Company's financial statements
for the year ended December 31, 2009.  The Company noted that the
Company has suffered recurring losses, has a working capital
deficit at December 31, 2009, and has an accumulated deficit of
$5,717,956 as of December 31, 2009.

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

               http://researcharchives.com/t/s?62e0

Englewood, Colo.-based BioMedical Technology Solutions Holdings,
Inc. is an environmental technology company that markets and sells
efficient, environmentally safe, and cost effective, infectious
waste treatment systems.


BLOCKBUSTER INC: Canwest's Dore Nominated to Board of Directors
---------------------------------------------------------------
Blockbuster Inc. announced that its Board of Directors has
nominated Kathleen Dore for election to the Blockbuster Board of
Directors at the Company's 2010 Annual Stockholders' Meeting,
scheduled to occur on June 24, 2010 in Dallas, Texas.  Dore has
been nominated to fill the seat to be vacated by James Crystal,
who has announced that he will not stand for re-election at the
meeting.

"We are delighted to nominate Kathleen to the Blockbuster Board of
Directors and believe her leadership experience in the media and
entertainment industry will support the transformation of
Blockbuster into the leading multi-channel provider of media
entertainment," said James W. Keyes, Chairman and Chief Executive
Officer. "Kathleen has a proven history of developing effective
strategic partnerships and she has demonstrated success in
building profitable subscriber bases."

Dore is a veteran cable television executive with over three
decades of media and entertainment industry leadership experience.
She most recently served as President, Broadcasting, at Canwest
Media, Inc., a Canadian media company with a portfolio of world-
class brands spanning across multiple media platforms.

Prior to joining Canwest, Dore served in various roles at New
York-based Rainbow Media, including President, Entertainment
Services, for cable networks AMC (American Movie Classics), IFC
(Independent Film Channel) and WE (Women's Entertainment).  Dore
also was responsible for the growth and expansion of Bravo,
growing its subscriber base from 500,000 to 68 million during her
tenure as President from 1996 until 2002.  She currently serves as
Senior Advisor to Proteus International, Inc., a management
consulting firm specializing in organizational vision, strategy
and leadership.  Dore currently serves on the board of Canadian
Film Center, University of Iowa Foundation, and Tippie College of
Business, University of Iowa.

As previously reported, Blockbuster also nominated Jay Fitzsimmons
for election to the Board to fill the seat to be vacated by Robert
Bowman, who will not stand for re-election. From 1994 to 2007,
Fitzsimmons served in senior financial roles with Wal-Mart Stores,
Inc., including Senior Vice President, Finance and Treasurer,
where he managed strategic planning, the Board of Directors
Finance Committee, financial operations and corporate mergers and
acquisitions. During Fitzsimmons' tenure with Wal-Mart Stores, the
company became the world's largest retailer and an unparalleled
leader in supply chain efficiency.

Fitzsimmons also served as Chief Financial Officer for Wendy's
International, Inc., bringing extensive experience with another
multi-billion dollar company and a broad store base to
Blockbuster.  In addition, Fitzsimmons has impressive corporate
director credentials, having previously served as a member of the
board and audit committee of the Federal Reserve Board of St.
Louis and currently serving as a board and audit committee Member
of Mexican Restaurants Inc. and an advisory board member of The
University of Chicago's Graduate School of Business.

"Jay's retail and financial experience for the world's largest
retailer make him an ideal candidate to join our Board," said
Keyes. "Blockbuster will benefit from his financial acumen and his
expertise in organizational efficiency."

In announcing his decision to not stand for re-election, Jim
Crystal said "I would like to thank the Board and management of
Blockbuster for their support during my tenure on the Board.  I
wish my colleagues on the Board and the management all the best in
continuing to build a leading and innovative company at
Blockbuster. My departure from the Board will coincide with the
nomination of two new Board candidates who will bring considerable
industry experience and strength to the company's leadership
team."

"On behalf of Blockbuster, our Board of Directors and key
stakeholders, I deeply appreciate the dedicated service that Jim
has provided as a director," said Keyes.  "He is one of the
world's most talented and seasoned risk management professionals
and has been instrumental in advising Blockbuster through our
transformation."

"Moving forward, we are confident that with the addition of
Kathleen and Jay to the team of directors we have already
assembled, we will have the right skill set at the Board level to
lead Blockbuster through this critical period," Keyes concluded.

                      About Blockbuster Inc.

Blockbuster Inc. is a leading global provider of rental and retail
movie and game entertainment. The company provides customers with
convenient access to media entertainment anywhere, any way they
want it - whether in-store, by-mail, through vending kiosks or
digitally to their homes and mobile devices. With a highly
recognized brand and a library of more than 125,000 movie and game
titles, Blockbuster leverages its multichannel presence to serve
nearly 47 million global customers annually. The company may be
accessed worldwide at http://www.blockbuster.com/

Blockbuster Inc. filed its quarterly report on Form 10-Q, showing
a net loss of $65.4 million on $939.4 million of revenue for the
thirteen weeks ended April 4, 2010, compared with net income of
$27.7 million on $1.086 billion of revenue for the thirteen weeks
ended April 5, 2009.

The Company's balance sheet as of April 4, 2010, showed
$1.319 billion in assets and $1.693 billion of liabilities, for a
stockholders' deficit of $374.2 million.

PricewaterhouseCoopers LLP, in Dallas, expressed substantial doubt
about the Company's ability to continue as a going concern
following Blockbuster's 2009 results.


BRUNDAGE-BONE: Wants Solicitation Period Extended Until October 15
------------------------------------------------------------------
Brundage-Bone Concrete Pumping, Inc., and JLS Concrete Pumping,
Inc., ask the U.S. Bankruptcy Court for District of Colorado to
extend their exclusive periods to solicit acceptances for their
proposed Chapter 11 Plan from July 17, 2010, until October 15,
2010.

The Debtors have already filed a proposed Chapter 11 Plan of
Reorganization.  The Debtors will begin soliciting votes on the
Plan following approval of the adequacy of the information in the
explanatory Disclosure Statement.

The Debtor is represented by:

     Harvey Sender, Esq.
     John B. Wasserman, Esq.
     David V. Wadsworth, Esq.
     Matthew T. Faga, Esq.
     1660 Lincoln Street, Suite 2200
     Denver, CO 80264
     Tel: (303) 296-1999
     Fax: (303) 296-7600
     E-mail: dvw@sendwass.com

Brundage-Bone Concrete Pumping Inc. and JLS Concrete Pumping Inc.,
claim to be the largest providers of concrete pumping services in
the U.S.  JLS Concrete Pumping services California and Nevada from
its corporate headquarters in Ventura and from satellite yards in
Bakersfield, Fresno, Gardena, Lancaster, Las Vegas, Moorpark, Palm
Springs, Riverside, San Diego, San Luis Obispo, Santa Clarita,
Temecula, Thousand Oaks, and Ventura.

Brundage-Bone and JLS filed for Chapter 11 on Jan. 18, 2010
(Bankr. D. Col. Case No. 10-10758).  According to the schedules,
the Company has assets of $325,708,061, and total debts of
$230,277,103.


BANCO INDUSTRIAL: Moody's Upgrades Bank Financial Strength to D
---------------------------------------------------------------
Moody's Investors Service upgraded the bank financial strength
rating (BFSR) of Banco Industrial do Brasil S.A. to D from D-.  At
the same time, Moody's upgraded BIB's long-term global local
currency and foreign currency deposit ratings to Ba2 from Ba3.
The rating agency also upgraded BIB's Brazilian national scale
deposit ratings to A1.br and BR-1 from A3.br and BR-2, long- and
short-term, respectively.  The short-term global local currency
and foreign currency deposit ratings of Not Prime were affirmed.
The outlook on all these ratings is stable.

Moody's noted that the upgrade of BIB's BFSR to D is supported by
a banking franchise that has shown a track record of modest, yet
consistent, revenue generation, leading to its profitability
indicators and asset quality metrics presenting low volatility
over the past years.  The bank's strategy of pursuing operational
growth through the use of prudent standards for credit approval,
backed by high asset collateralization and by the monitoring of
credit seasoning with proprietary systems, resulted in fairly
predictable performance.

The rating agency highlighted that BIB's franchise remains
inherently constrained by a funding structure that lacks
granularity given its business orientation as a bank operating in
the wholesale segment.  Because of that, Moody's will continue
monitoring BIB's exposure to high concentrations in deposits.
Nevertheless, in 2009, management was able to increase BIB's
deposit base at a gradual and consistent pace, while keeping
funding expenses from expanding in an environment of tight
liquidity.

The upgrade of BIB's global local currency (GLC) deposit rating to
Ba2 results from the bank's improved stand-alone creditworthiness,
as denoted by Moody's raising BIB's baseline credit assessment to
Ba2.  The rating agency stated that BIB's GLC deposit ratings do
not benefit from systemic support because of the bank's small
participation in the country's retail deposit market.

Moody's took its last rating action on BIB on April 3rd, 2007,
when Moody's Investors Service assigned a D- bank financial
strength rating to BIB.  On that same date, Moody's assigned
global local currency and foreign currency deposit ratings of Ba3
and Not Prime well as Brazilian national scale ratings of A3.br
and BR-2.

Banco Industrial do Brasil S.A. is headquartered in Sao Paulo,
Brazil.  As of December 2009, the bank had total assets of
approximately R$1.8 billion (US$1.0 billion) and equity of
R$385 million (US$221 million).

These ratings of Banco Industrial were upgraded:

- Bank financial strength rating: to D from D-, with stable
   outlook

- Long-term global local-currency deposit rating: to Ba2 from
   Ba3, with stable outlook

- Long-term foreign-currency deposit rating: to Ba2 from Ba3,
   with stable outlook

- Brazilian national scale deposit ratings: to A1.br and BR-1
   from A3.br and BR-2, with stable outlook

These ratings of Banco Industrial were affirmed:

- Short-term global local-currency deposit rating: Not Prime

- Short-term foreign-currency deposit rating: Not Prime


BARCALOUNGER CORP: Case Summary & 30 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Barcalounger Corporation
        128 East Church Street
        Martinsville, VA 24112

Bankruptcy Case No.: 10-11637

Chapter 11 Petition Date: May 19, 2010

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

Debtor's Counsel: Christopher A. Ward, Esq.
                  Polsinelli Shughart PC
                  222 Delaware Avenue
                  Suite 1101
                  Wilmington, DE 19801
                  Tel: (302) 252-0920
                  Fax: (302) 252-0921
                  E-mail: cward@polsinelli.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 30 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/deb10-11637.pdf

The petition was signed by John W. Chapman, chief restructuring
officer.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
American of Martinsville, Inc.


BURKHART ROENTGEN: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Burkhart Roentgen International, Inc.
        5201 - 8th Avenue South
        Saint Petersburg, FL 33707

Bankruptcy Case No.: 10-11905

Chapter 11 Petition Date: May 19, 2010

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

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

Scheduled Assets: $126,869

Scheduled Debts: $2,970,192

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/flmb10-11905.pdf

The petition was signed by George Burkhart, president.


CABLEVISION SYSTEMS: Furnishes Fin'l Statement to RNS Bondholders
-----------------------------------------------------------------
Unaudited condensed consolidated financial statements of Rainbow
National Services LLC and subsidiaries, an indirect wholly-owned
subsidiary of Cablevision Systems Corporation and CSC Holdings,
LLC, as of March 31, 2010 and December 31, 2009, and for the three
months ended March 31, 2010 and 2009, and management's discussion
and analysis of financial condition and results of operations were
furnished to RNS bondholders in accordance with the requirements
of the Indenture dated August 20, 2004

The indenture related to the RNS' and RNS Co-Issuer Corporation's
$300,000,000 8-3/4% Senior Notes due 2012 and the Indenture,
dated as of August 20, 2004, relating to RNS' and RNS Co-Issuer
Corporation's $325,000,000 10-3/8% Senior Subordinated Notes due
2014.

A full-text copy of the Rainbow National Services LLC and
Subsidiaries Unaudited Condensed Consolidated Financial Statements
as of March 31, 2010 and December 31, 2009 and for the three
months ended March 31, 2010 and 2009, is available for free at

              http://ResearchArchives.com/t/s?62f0

A full-text copy of the Rainbow National Services LLC and
Subsidiaries Management's Discussion and Analysis of Financial
Condition and Results of Operations for the three months ended
March 31, 2010 and 2009, is available for free at

              http://ResearchArchives.com/t/s?62f1

                     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.


CARLOS MUNOZ: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Joint Debtors: Carlos Munoz
               Elizabeth Munoz
               2901 Riverside Drive #304
               Coral Springs, FL 33065

Bankruptcy Case No.: 10-23904

Chapter 11 Petition Date: May 20, 2010

Court: U.S. Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: John K. Olson

Debtor's Counsel: David Marshall Brown, Esq.
                  330 N Andrews Avenue # 450
                  Ft Lauderdale, FL 33301
                  Tel: (954) 765-3166
                  Fax: (954) 765-3382
                  E-mail: david@brownvanhorn.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.

The petition was signed by the Joint Debtors.


CASINO REA: Case Summary & 7 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Casino REA Corporation
        dba Casino Self Storage
        875 West Los Angeles Ave
        Moorpark, CA 93021

Bankruptcy Case No.: 10-12502

Chapter 11 Petition Date: May 20, 2010

Court: United States Bankruptcy Court
       Central District Of California (Santa Barbara)

Judge: Robin Riblet

Debtor's Counsel: Thomas J. Polis, Esq.
                  Polis & Associates, APLC
                  19800 MacArthur Blvd
                  Ste 1000
                  Irvine, CA 92612-2433
                  Tel: (949) 862-0040
                  Fax: (949) 862-0041
                  E-mail: tom@polis-law.com

Scheduled Assets: $10,089,984

Scheduled Debts: $11,516,395

The petition was signed by Manuel Asadurian Jr., company's
president.

Debtor's List of 7 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Merrill Lynch Mortgage    820 Storage Units      $10,483,562
Lending, Inc              875 West Los
4 World Financial Center  Angeles Ave
New York, NY 10080        Moorpark, CA 93021

City of Moorpark          820 Storage Units      $1,000,000
Attn: Ron Ahlers          875 West Los
799 Moorpark Ave          Angeles Ave
Moorpark, CA 93021        Moorpark, CA 93021

County Ventura                                   $32,833

City of Moorpark                                 Unknown

Employment Dev. Dept.                            Unknown

Franchise Tax Board                              Unknown

Internal Revenue Service                         Unknown


CEDAR FAIR: S&P Gives 'BB-' to $1.35 Bil. Credit Facilities
-----------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to Cedar
Fair L.P.'s $1.35 billion secured credit facilities, consisting of
a $1.05 billion term loan due 2017 and a $300 million revolving
credit facility due 2015.

S&P said,"We rated the facilities 'BB-' (one notch higher than the
'B+' corporate credit rating on the company) with a recovery
rating of '2', indicating our expectation of substantial (70% to
90%) recovery for lenders in the event of a payment default.  We
also rated the company's $500 million senior notes due 2020
(privately placed under Rule 144A with surveillance) 'B-' (two
notches lower than the 'B+' corporate credit rating) with a
recovery rating of '6', indicating our expectation of negligible
(0% to 10%) recovery for noteholders in the event of
a payment default. We affirmed our corporate credit rating on
Cedar Fair at 'B+'. The rating outlook is stable."

"The transaction extends debt maturities and resets financial
covenants, which had been tight, with only a modest negative
effect on credit measures," said Standard & Poor's credit analyst
Hal Diamond.

S&P said,"Sandusky, Ohio-based Cedar Fair is the second-largest
regional amusement park concern in the U.S. in attendance. Pro
forma total debt was $1.78 billion as of March 28, 2010.  The
'B+' corporate credit rating reflects Cedar Fair's cyclical
profitability, seasonality risks, some EBITDA concentration in the
Ohio and Michigan markets, and high debt leverage.  The company's
competitive position and its operating track record are modest
positives that do not offset these risks.

"Pro forma for the transaction, debt to EBITDA increases to 5.6x
as of March 28, 2010, versus 5.2x in the prior-year period, as a
decline in EBITDA offset slightly lower debt levels. Pro forma
average debt to EBITDA, using four-quarter average debt to account
for the fluctuations in seasonal borrowings, increased to 5.3x
from 4.9x over the prior-year comparable period.  Pro forma EBITDA
coverage of interest expense decreases to 2.3x from 3.0x for
the same period as a result of lower EBITDA and higher interest
expense.  Conversion of EBITDA to discretionary cash flow for the
12 months ended March 28, 2010 improved to 23% from 14%, because
of reduced capital spending and shareholder distributions. We
expect discretionary cash flow and conversion to improve in 2010,
due to the elimination of the company's substantial distribution,
which was last paid in November 2009.  We believe Cedar Fair will
seek to reinstate a distribution over the intermediate term,
albeit at a much lower level," said S&P.


CEDAR FAIR: Moody's Assigns Ba2 to $1.35-Bil. Bank Credit
---------------------------------------------------------
Moody's Investors Service changed Cedar Fair L.P.'s rating outlook
to stable from negative, upgraded the speculative-grade liquidity
rating to SGL-2 from SGL-3 and assigned a Ba2 rating to its
proposed $1.35 billion senior secured bank credit facilities and
B2 rating to its proposed $500 million senior unsecured notes.
Moody's also affirmed Cedar Fair's Ba3 Corporate Family Rating
(CFR) and upgraded the Probability of Default rating to Ba3 from
B1.  Cedar Fair plans to utilize the net proceeds from the
proposed offerings to refinance its $1.7 billion of existing debt.

The rating actions reflect Moody's view that the refinancing
meaningfully improves the company's liquidity position and
provides the company flexibility to reduce debt and manage through
a period of attendance-constraining high unemployment
notwithstanding the increase in cash interest costs resulting from
the refinancing.  Cedar Fair's leverage is high and weakly
positions the company within the Ba3 CFR, but Moody's expects the
company will continue to execute its plan to pay down debt and
reduce leverage and this drives the change in the rating outlook
to stable.

Assignments:

Issuer: Cedar Fair, L.P.

- Senior Secured Revolver, Assigned a Ba2, LGD3 - 34%

- Senior Secured Term Loan, Assigned a Ba2, LGD3 - 34%

- Senior Unsecured Regular Bond/Debenture, Assigned a B2, LGD5 -
   87% (*)

Issuer: Canada's Wonderland Company

- Senior Secured Revolver, Assigned a Ba2, LGD3 - 34%

- Senior Secured Term Loan, Assigned a Ba2, LGD3 - 34%

Upgrades:

Issuer: Cedar Fair, L.P.

- Probability of Default Rating, Upgraded to Ba3 from B1

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

Outlook Actions:

Issuer: Cedar Fair, L.P.

- Outlook, Changed To Stable From Negative

- Issuer: Canada's Wonderland Company

- Outlook, Changed To Stable From Negative

(*) - Canada's Wonderland Company and Magnum Management
Corporation will be co-borrowers of the proposed senior unsecured
notes

The refinancing strengthens Cedar Fair's overall liquidity
position by pushing out debt maturities and providing additional
headroom under financial maintenance covenants.  Cash interest
expense will initially increase by $20 - $25 million, but Moody's
expects a gradual recovery in consumer spending, attendance and
earnings along with debt reduction will improve interest coverage.
Cash interest costs are also expected to decline upon the
expiration in October 2011 of the current under-water interest
rate swap contracts.

Moody's anticipates Cedar Fair will utilize cash flow to reduce
debt over the next 12-24 months and re-introduce a unit holder
distribution by the end of 2010.  The restrictions on unit holder
distributions in the proposed credit agreement (up to $20 million
annually, a one-time $20 million basket in 2011 if secured
leverage is less than 3x, and a basket that grows as excess cash
flow is generated) are tighter than in the existing agreement, but
Moody's expects Cedar Fair will ramp up distributions to a
$40-50 million range by 2012.

The credit facilities will consist of a $1.05 billion term loan
and a $300 million revolver with a portion of both facilities
allocated to Canada's Wonderland Company (Wonderland), which holds
the Toronto park.  Moody's rates the U.S. and Canadian facilities
the same at Ba2 as the instruments will be cross-guaranteed and
cross-collateralized by the operating subsidiaries and borrowers
in each country.  The structure represents a modestly tighter
position for lenders to the U.S. borrower than under the existing
facility, which is supported only by a stock pledge from
Wonderland and a sharing mechanism in default such that proceeds
from all collateral is equally shared based upon a lender's
aggregate pro rata exposure to all of the U.S. and Canadian
tranches.  The B2 rating and LGD5 -- 87% assessment on the
proposed guaranteed senior unsecured notes reflects their
effective subordination to the secured debt.  Moody's will
withdraw the Ba3 ratings on the existing senior secured credit
facility if it is retired in conjunction with the proposed
refinancing.

The stable rating outlook reflects Moody's view that the improved
liquidity position will provide Cedar Fair additional flexibility
to improve credit metrics to levels more supportive of the Ba3 CFR
over the next 12-24 months and that de-leveraging will not be
meaningfully impeded by the incremental cash interest costs
associated with the refinancing.

The upgrade of the speculative-grade liquidity rating to SGL-2 is
driven by additional headroom under the financial covenants in the
proposed credit facility.  The SGL-2 rating reflects good
liquidity supported by Moody's expectation that Cedar Fair will
generate sufficient cash flow over the next twelve months to fund
capital expenditures, $10.5 million annual term loan amortization,
and other cash needs.  The company is highly reliant on the
$300 million revolver for seasonal borrowings, but the size of the
facility provides a modest cushion relative to peak seasonal needs
and the extension of the facility maturity to 2015 from August
2011 as part of the refinancing provides additional operating
flexibility.

The upgrade of the PDR reflects the introduction of senior
unsecured notes into the capital structure, which results in a
revision in the expected mean family recovery rate to 50% from 65%
in accordance with Moody's loss given default methodology.

The last rating action was on April 8, 2010, when Moody's
confirmed Cedar Fair's Ba3 CFR following termination of the
proposed leveraged buy-out by Apollo Global Management, concluding
the review for downgrade initiated on December 17, 2009.

Cedar Fair, headquartered in Sandusky, Ohio, is a publicly traded
Delaware master limited partnership (MLP) formed in 1987 that owns
and operates 11 amusement parks, seven water parks (six outdoor
and one indoor) and hotels in North America. Properties are
located in the U.S. and Canada and include Cedar Point (OH),
King's Island (OH), Knott's Berry Farm (CA), and Canada's
Wonderland (Toronto). In June 2006, Cedar Fair, L.P. completed the
acquisition of Paramount Parks, Inc. ("Paramount Parks") from a
subsidiary of CBS Corporation for a purchase price of $1.24
billion. Cedar Fair's revenue for the LTM ended 3/28/2010, was
approximately $917 million.


CENTAUR LLC: Unsecured Creditors Oppose Recent Chapter 11 Plan
--------------------------------------------------------------
Centaur LLC's disclosure statement has come under fire yet again,
with unsecured creditors joining the growing chorus of opposition
to the bankrupt casino and racetrack operator's most recent
version of the plan, according to Bankruptcy Law360.

Indianapolis, Indiana-based, Centaur, LLC, aka Centaur Indiana,
LLC -- http://www.centaurgaming.net/-- is an company involved in
the development and operation of entertainment venues focused on
horse racing and gaming.

The Company filed for Chapter 11 bankruptcy protection on March 6,
2010 (Bankr. D. Delaware Case No. 10-10799).  Jeffrey M. Schlerf,
Esq., at Fox Rothschild LLP, assists the Company in its
restructuring effort.  The Company estimated its assets and debts
at $500,000,001 to $1,000,000,000 as of the Petition Date.


CENTRAL ILLINOIS: Fitch Downgrades Pref. Stock Rating to 'BB+'
---------------------------------------------------------------
Fitch Ratings has downgraded the Issuer Default Rating (IDR) of
Ameren Corp. subsidiary Central Illinois Light Company (CILCO) to
'BBB-' from 'BBB'.  The company's instrument ratings were also
lowered one-notch as shown in the full list of rating actions at
the end of this release.  CILCO's 'F3' short-term IDR was
affirmed.
Fitch also affirmed the 'BBB-' IDRs of Central Illinois Public
Service Company (CIPS) and Illinois Power Company (IP) and all
instrument ratings of the two companies as shown in the list
below.  In addition, Fitch has withdrawn the 'BBB-' IDR and
instrument ratings of CILCORP reflecting the retirement and/or
defeasance of all outstanding debt.  The Rating Outlook for all
entities is stable.

The CILCO downgrade reflects the net reduction in electric and gas
rates required by the Illinois Commerce Commission's (ICC)
April 2010 rate order and management's plan to transfer CILCO's
non-regulated merchant generation business, conducted through
subsidiary AmerenEnergy Resources Generating Company (AERG), to an
affiliate that owns Ameren's other merchant generation assets.  As
a result of the rate reduction and the loss of electric gross
margin on merchant energy sales, Fitch expects credit metrics to
trend downward and to be comparable to CILCO's 'BBB-' rated
affiliates.  The ICC's initial rate order included a $1.4 million
increase in electric rates, which was more than offset by a $9.3
million reduction in natural gas rates.  After correcting certain
calculation errors the ICC allowed CILCO, CIPS and IP collectively
an additional $10 million in higher rates, including $3 million
attributable to CILCO.  CILCO was also ordered to lower electric
and natural gas rates by approximately $12 million in its previous
rate case decided in September 2008.

The rating affirmation of CIPS and IP consider the strong
improvement in credit quality achieved in 2009 and through the
first quarter of 2010, the adverse financial impact of the
restrictive April 2010 ICC rate decision, and planned reductions
in operating and capital costs designed to lessen the financial
impact of the rate order.  The ratings also consider the utility's
moderate capital expenditure plans and the absence of commodity
exposure.

Based on the rate decision, Fitch expects credit ratios for both
companies to trend downward beginning in 2011.  However given the
financial improvement achieved over the past 18 months and the
moderate capital requirements, the two utilities should remain
well positioned within their low investment-grade rating category
with credit ratios comparable to their 'BBB-' peer group of
electric distribution utilities.

The ICC granted CIPS an amended net increase in electric and
natural gas rates of approximately $16 million, or about 37% of
the company's $43.5 million rate request.  IP was permitted an
amended net increase in electric and natural gas rates of
approximately $4 million, or about 6% of the company's $67 million
rate request.  For both CIPS and IP, the rate decision included a
rise in electric rates and a reduction in gas rates.  The CIPS
rate increase is based on a 10.06% return on equity (ROE) for the
electric business and 9.19% for the gas business.  The IP rate
decision is based on a 10.26% ROE for the electric business and
9.4% for the gas business.  Given the regulatory lag built into
the rate orders, Fitch does not expect either company to earn the
allowed ROE.

To offset the limited rate increases, management plans to reduce
2010 operating costs by approximately $25 million and capital
expenditures by nearly $50 million.  In addition, management has
requested a partial stay of certain issues in the rate case
aggregating approximately $50 million and plans to request a
rehearing.  The utilities' ability to achieve the planned cost
reductions is uncertain and ultimately could affect the ratings.

In addition, on March 15, CILCO, CIPS and other Ameren
subsidiaries filed an application with the Federal Energy
Regulatory Commission (FERC) for authorization of a two-step
corporate reorganization.  The first step of the reorganization
would merge the three Illinois utilities into a single public
utility.  To accomplish the reorganization CILCO and IP will be
merged into CIPS, and CIPS will be renamed Ameren Illinois Company
(AIC).  The second step would involve the distribution of the
stock of AERG, a wholly-owned subsidiary of CILCO, to Ameren
Corp., which would then contribute the AERG shares to Ameren
Energy Resources Company (Resources), a subsidiary of Ameren Corp.
that houses its non-rate-regulated operations, including Ameren
Energy Generating Company.

The planned consolidation has no direct impact on the credit
quality of IP or CIPS, but the transfer of AERG to Resources does
lower the business risk of CILCO.  Upon the consolidation into a
single legal entity all monies collected will be commingled.
Although each of the three utilities would continue to have debt
outstanding, bondholders would share in a single pool of cash
flow, which supports equalization of the ratings.  The debt and
other obligations of CILCO and IP will become obligations of the
consolidated entity, AIC, and the senior secured notes of CILCO
and IP will still be secured by the mortgage bonds held by their
respective senior note trustee, subject to the release and other
provisions of the respective senior note indentures.  The debt and
other obligations of CIPS will remain obligations of AIC.  The
proposed consolidation is subject to approval by the FERC.  The
merger is expressly authorized by the Illinois Public Utilities
Act and does not require ICC approval.

Fitch downgrades the following ratings:

Central Illinois Light Company:

--Long-term IDR to 'BBB-' from 'BBB';
--Secured debt to 'BBB+' from 'A-';
--Senior unsecured debt to 'BBB' from 'BBB+';
--Preferred stock to 'BB+' from 'BBB-'.

Fitch affirms the following ratings:

Central Illinois Public Service Company
--Long-term IDR at 'BBB-';
--Secured debt at 'BBB+';
--Senior unsecured debt at 'BBB';
--Preferred stock at 'BB+';
--Short-term IDR at 'F3'.

Illinois Power Company

--Long-term IDR at 'BBB-';
--Secured debt at 'BBB+';
--Senior unsecured debt at 'BBB';
--Preferred stock at 'BB+';
--Short-term IDR at 'F3'.

Central Illinois Light Company

--Short-term IDR at 'F3'.

In addition, Fitch withdraws the following ratings:

CILCORP

--Long-term IDR of 'BBB-';
--Senior unsecured debt of 'BBB';
--Short-term IDR of 'F3'.


CHARLES COWIN: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Charles Phillip Cowin
        1707 1/2 Post Oak Boulevard, PMB 263
        Houston, TX 7705

Bankruptcy Case No.: 10-34132

Chapter 11 Petition Date: May 19, 2010

Court: U.S. Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Jeff Bohm

Debtor's Counsel: Richard L. Fuqua II, Esq.
                  Fuqua & Keim
                  2777 Allen Parkway, Suite 480
                  Houston, TX 77019
                  Tel: (713) 960-0277
                  E-mail: fuqua@fuquakeim.com

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

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

According to the schedules, the Company says that assets total
$37,347,519 while debts total $12,543,477.

The petition was signed by the Debtor.

Debtor's List of 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Capital One                        --                     $250,000
c/o Larry D. Millard,
SBB/Commercial
Building 2, 1st Floor, #1530
7933 Preston Road
Plano, TX 75024

High Desert State Bank            Angel Fire Land         $240,000
8110 Ventura NE                   Holdings, LLC
Albuquerque, NM 87122

Capital One                       --                       $90,297
c/o Larry D. Millard,
SBB/Commercial
Building 2, 1st Floor, #1530
7933 Preston Road
Plano, TX 75024

Mike Liddle                       --                       $57,996

Independence Bank                 --                       $50,126

Capital One                       Master Card              $49,588

Lee Girard                        --                       $48,800

Bank of America                   --                       $47,356

Joseph Rivera                     --                       $40,000

Los Alamos National Bank          --                       $31,750

Chase Card Services               Credit Card              $22,937
Cardmember Service

Celia G. Wise                     --                       $22,832

Citi Cards                        Credit Card              $17,470

Citimortgage                      --                       $14,625

Andrews Kurth LLP                 --                       $13,703

Billy Clark                       --                       $11,514

Arland $ Associates LLC           --                       $10,742

Energy Capital Credit Union       Deficiency claim          $9,970

American Express                  Credit Card               $9,725

Energy Capital Credit Union       Visa                      $9,598


CHEMTURA CORP: Proposes Kilpatrick as Special Counsel
-----------------------------------------------------
Chemtura Corp. and its units ask the Bankruptcy Court for
authority to employ Kilpatrick Stockton LLP as their special
counsel nunc pro tunc to March 22, 2010.

Billie S. Flaherty, Esq., the Debtors' senior vice president,
general counsel and secretary, notes that Jeffrey M. Lenser,
Esq., a partner at Kilpatrick Stockton, was formerly a partner at
Howrey LLP until March 19, 2010.  Mr. Lenser was originally
retained by the Debtors as special counsel to represent them in
connection with insurance coverage litigation and counseling.

As a result of Howrey LLP's and Mr. Lenser's previous engagements
with the Debtors, Kilpatrick Stockton and its lawyers, including
Mr. Lenser and other lawyers formerly employed by Howrey LLP who
have now joined Kilpatrick Stockton, have considerable
institutional knowledge concerning the Debtors and are already
familiar with the Debtors' business affairs to the extent
necessary for the scope of the proposed and anticipated services
related to insurance coverage litigation and counseling and other
matters, Mr. Flaherty points out.

The Debtors aver that they need Kilpatrick Stockton to represent
them in connection with insurance coverage litigation and
counseling.  Kilpatrick Stockton's contemplated services for the
Debtors will involve, among other things:

  (a) Insurance counseling relating to legacy liabilities;

  (b) Insurance procurement;

  (c) Insurance claim handling and prosecution;

  (d) Coordination of defense for asbestos and toxic tort
      claims; and

  (e) Insurance coverage litigation relating to diacetyl claims.

The Debtors will pay Kilpatrick Stockton on an hourly basis and
compensate the firm for its necessary out-of-pocket expenses.
Kilpatrick Stockton's hourly rates are:

    Partners                    $375 to $730
    Counsel                     $310 to $725
    Associates                  $240 to $460
    Paralegals                  $120 to $265

In his declaration, Mr. Lenser assures the Court that Kilpatrick
Stockton is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.

                      About Chemtura Corp.

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

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

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

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


CHEMTURA CORP: Proposes Mayer Brown as PI Counsel
-------------------------------------------------
Mayer Brown LLP is currently employed as a professional of
Chemtura Corp. and its debtor-affiliates in the ordinary course of
business.  Mayer Brown represents the Debtors in connection with,
among other things, defending personal injury claims related to
certain products formerly manufactured or distributed by the
Debtors, including diacetyl.

The fees and expenses of Mayer Brown relating to the diacetyl
litigation were to be paid by the Debtors' insurance providers
who had assumed the defense costs for the litigation.  The
Insurance Providers, however, have not been paying Mayer Brown's
fees and expenses and have recently commenced litigation against
the Debtors regarding their duty to defend Debtors.

The Debtors add that the Insurance Providers have also recanted
their agreement to defend the Debtors, leaving over $2,000,000 in
unpaid fees and expenses owed to various professionals, including
Mayer Brown.  As a result, the Debtors believe that it is
necessary to expand the scope of Mayer Brown's ordinary course
retention by retaining the firm pursuant to Section 327(e) of the
Bankruptcy Code to enable them to pay the firm's fees and
expenses and to secure the firm's continued services in relation
to the diacetyl litigation.

By this application, the Debtors seek authority from the
Bankruptcy Court to expand the scope of Mayer Brown's retention.
The Debtors specifically ask the Court for permission to employ
Mayer Brown as special litigation counsel nun pro tunc to
March 18, 2009, pursuant to Section 327.

As special litigation counsel, Mayer Brown is expected to:

  (a) assist with the defense of the Debtors with respect to the
      consolidated diacetyl claims;

  (b) assist the Debtors with respect to evaluating the
      approximately 375 diacetyl-related proofs of claim;

  (c) assist the Debtors with respect to the insurance
      litigation as it relates to diacetyl issues; and

  (d) provide advice and defense with respect to the diacetyl
      claims.

The Debtors will pay Mayer Brown on an hourly basis and will
compensate the firm for its necessary out-of-pocket expenses.
Mayer Brown's hourly rates are:

    Partners                    $580
    Of Counsel                  $531
    Associates                  $373
    Trainees/Paralegals         $216

A consequence of the dispute with the Insurance Providers has
been the accrual of substantial, unpaid postpetition fees and
expenses incurred by Mayer Brown, the Debtors note.  Those
amounts, together with the unpaid portion of any ordinary course
fees and expenses not related to the Diacetyl Litigation, have
totaled approximately $2,536,408 as of March 31, 2010, subject to
further adjustment based on the Debtors' continuing review of
underlying invoices submitted by Mayer Brown.

While reserving all rights against their insurance providers for
payment of all or any portion of Accrued Postpetition Fees and
all other fees and expenses relating to the Diacetyl Litigation,
subject to obtaining the relief sought under the Mayer Brown
Employment Application and in accordance with the Court's Interim
Compensation Procedures Order, the Debtors relate that they
intend to pay the Accrued Postpetition Fees in monthly
installments over the next 10 months in accordance with the terms
of a payment plan they intend to enter with Mayer Brown.

Fees and expenses incurred by Mayer Brown from and after April 1,
2010, will be paid by the Debtors pursuant to the Court-approved
Interim Compensation Procedures.

During the 90-day period before the Petition Date, Mayer Brown
received payments in the ordinary course from the Debtors
totaling $245,478.03 for professional services performed and
expenses incurred.  Additionally, Mayer Brown filed Claim No.
9449 against Chemtura Corporation on October 28, 2009, as an
unsecured claim for $1,221,748.

                      About Chemtura Corp.

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

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

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

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


CHEMTURA CORP: Committee Proposes Reed Smith as Insurance Counsel
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors in Chemtura Corp.'s
Chapter 11 cases asks the Bankruptcy Court for authority to retain
Reed Smith LLP as its special insurance counsel, nunc pro tunc to
April 14, 2010.

The Creditors Committee requires the services of Reed Smith to
evaluate and advise it on matters relating to the Debtors'
liability insurance coverage and any pending or future motions
seeking authorization for the Debtors to resolve disputes with
their insurers.

Reed Smith's Insurance Recovery Group has extensive experience in
representing policyholders with respect to complex insurance
claims and disputes, the Committee asserts.

As special insurance counsel, Reed Smith is expected to:

  (a) review and analyze the Debtors' liability insurance
      coverage;

  (b) advise the Creditors' Committee regarding pending
      litigation between the Debtors and AIU Insurance Company,
      American Home Assurance Company, American International
      Specialty Lines Insurance Co. n/k/a Chartis Specialty
      Insurance Company, Granite State Insurance Company,
      Illinois National Insurance Company, Lexington Insurance
      Company, and National Union Fire Insurance Company of
      Pittsburgh, PA, including participation in the adversary
      proceeding between the Debtors and the AIG Companies;

  (c) review and advise the Creditors' Committee with regard to
      any potential future settlements between the Debtors and
      their liability insurance companies; and

  (d) perform any other services asked by the Creditors'
      Committee reasonably related to the issues of insurance
      and insurance coverage, the pursuit of recovery on
      relevant insurance policies, or as may otherwise concern
      the impact of insurance issues on the within
      reorganization case.

The Creditors' Committee seeks that Reed Smith be paid for its
services on an hourly basis and reimbursed for the actual and
necessary expenses it incurs.

The Reed Smith attorneys and paraprofessionals who may provide
services to the Creditors' Committee and their 2010 hourly rates
are:

    Reed Smith Professional               Hourly Rate
    -----------------------               -----------
    Ann V. Kramer, partner                   $715
    John B. Berringer, partner               $620
    Jennifer Katz, associate                 $450
    Michael DiCanio, associate               $380
    Anne Suffern, paraprofessional           $270
    Eugenia Hoyle, paraprofessional          $250

John B. Berringer, Esq., a partner at Reed Smith, assures the
Court that his firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.

                      About Chemtura Corp.

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

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

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

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


CHEMTURA CORP: Insurers Want Lawsuit Transferred From Bankr. Court
------------------------------------------------------------------
Insurers AIU Insurance Company, American Home Assurance Company,
American International Specialty Lines Insurance Co. n/k/a
Chartis Specialty Insurance Company, Granite State Insurance
Company, Illinois National Insurance Company, Lexington Insurance
Company, and National Union Fire Insurance Company of Pittsburgh,
Pennsylvania seek an order withdrawing the reference of the
Adversary Complaint commenced against them by Chemtura
Corporation and non-debtor Chemtura Canada Co./Cie in the U.S.
Bankruptcy Court for the Southern District of New York.

The Chemtura Plaintiffs' Complaint seeks rights to insurance
coverage for diacetyl claims under certain policies issued by the
Insurer Defendants.

Bryce L. Friedman, Esq., at Simpson Thacher & Bartlett LLP, in
New York -- bfriedman@stblaw.com -- argues that the reference of
the Adversary Complaint should be withdrawn from the Bankruptcy
Court because the insurance coverage dispute that is governed by
contract and state law (i) is not a core part of the Debtors'
bankruptcy proceedings, and (ii) all other factors militate in
favor of withdrawal.

Insurance coverage disputes between debtors and their insurers
related to prepetition insurance policies governed by non-
bankruptcy state law, Chemtura US's claims, are non-core and
should not be resolved by the Bankruptcy Court, Mr. Friedman
asserts.  Likewise, insurance coverage disputes between non-
debtors and insurers, like Chemtura Canada's claims, are always
non-core, he adds.

Mr. Friedman further says that the Complaint is neither "unique
to" nor "uniquely affected by" the Debtors' bankruptcy
proceeding.  It merely seeks to resolve whether and to what
extent certain personal injury claims alleging injury from
exposure to diacetyl are covered by prepetition insurance
contracts, he notes.

Resolution of the insurance coverage dispute between Chemtura US
and its insurers is not necessary to achieve confirmation of a
plan of reorganization, Mr. Friedman points out.

The only reason the Debtors brought the action, Mr. Friedman
says, was in an effort to obtain a strategic advantage over the
Insurers -- who just weeks earlier, had instituted their own
declaratory judgment action against Chemtura Canada and one of
its primary insurers in the New York Supreme Court and had the
next day filed a request with the Bankruptcy Court to lift the
automatic stay in order to allow them to add Chemtura US as a
party to their pending state action.

The Insurers' action against Chemtura Canada and its primary
insurer, Zurich Insurance Company is captioned AIU Insurance Co.
v. Chemtura Canada, et a., Case No. 10-cv-1597-DC (S.D.N.Y.).
Chemtura Canada has removed the State Court Action to federal
court but the Chartis Insurers have moved to remand the State
Court Action back to the New York Supreme Court.

In light of the non-core nature of the Adversary Complaint,
substantial cause exists to withdraw the reference of the
Adversary Complaint so that the issues raised in the Complaint
can be litigated in the District Court or state court, Mr.
Friedman asserts.

                 Insurers Seeks Stay of Case

In separate filing, the Insurers ask the Bankruptcy Court to stay
the Adversary Complaint pending a decision on the request to
withdraw reference.

The Insurers also assert that the Court should dismiss Chemtura
Canada's claims against its non-Debtor insurers from the
Complaint and abstain from hearing any non-dismissed claims.

Chemtura Canada's only claim to jurisdiction over its state law
claims against its non-Debtor insurers is because its affiliate,
Debtor Chemtura US, has also claimed insurance coverage under
some or all of the same policies for some of the same Diacetyl
Claims, Mr. Friedman points out.

Since none of Chemtura Canada's claims could affect the amount of
insurance coverage available to Chemtura US, if any, it is
plainly insufficient to establish jurisdiction, Mr. Friedman
contends.

                      Committee Intervention

The Official Committee of Unsecured Creditors seeks to intervene
in Chemtura's Complaint against the Insurers.

                      About Chemtura Corp.

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

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

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

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


CHIP ELLIS: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Chip Ellis Properties, LLC
        5920 Oxford Moor Boulevard
        Windermere, FL 34786

Bankruptcy Case No.: 10-08629

Chapter 11 Petition Date: May 19, 2010

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

Debtor's Counsel: Michael B. Jones, Esq.
                  The Wheelock Law Firm LLC
                  7601 Della Drive
                  Suite 19
                  Orlando, FL 32819
                  Tel: (407) 648-5742
                  Fax: (407) 872-7797
                  E-mail: wheelocklaw@aol.com

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

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

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

The petition was signed by Leven H. Ellis, IV, managing member.


CHURCH OF GOD: Case Summary & 14 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Church of God in Christ of Chicago Heights
        284-86 E. 16th Street
        Chicago Heights, IL 60411

Bankruptcy Case No.: 10-22898

Chapter 11 Petition Date: May 19, 2010

Court: U.S. Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Pamela S. Hollis

Debtor's Counsel: Martin A. Lear, Esq.
                  Law Offices of Ernesto D. Borges
                  105 West Madison, 23rd Floor
                  Chicago, IL 60602
                  Tel: (312) 853-0200
                  Fax: (312) 873-4693
                  E-mail: billbusters@bestclientinc.com

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

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

A copy of the Company's list of 14 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/ilnb10-22898.pdf

The petition was signed by RD Edward Goodwin, president.


CIRCUIT CITY: Plan Confirmation Hearing Continued to June 8
-----------------------------------------------------------
The hearing to consider the confirmation of Circuit City Stores,
Inc., and its debtor-affiliates' First Amended Joint Plan of
Liquidation has been further continued from May 11, 2010, to
June 8, 2010, at 10:00 a.m., Eastern Time, or as soon as counsel
can be heard before Judge Kevin Huennekens of the United States
Bankruptcy Court for the Eastern District of Virginia.

The Confirmation Hearing may be adjourned from time to time by
announcing the adjournment in open court.

The Texas Comptroller of Public Accounts recently filed an
objection to the Plan.  The agency raises the remaining
confirmation issues relating to prepetition sales-use tax claims.
As an oversecured creditor, the Texas Comptroller claims it is
entitled to (i) postpetition, pre-Effective Date interest under
Section 506(b) of the Bankruptcy Code, and (ii) post-Effective
Date interest for any period during which the Texas Comptroller's
secured claim remains unpaid.  Among other things, the Plan
attempts to deny the Texas Comptroller its statutory right to
Section 506(b) interest, at the same time unilaterally declare the
Texas Comptroller's claim to be unimpaired, and deny the Texas
Comptroller the right to vote on the Plan as part of an impaired
class.

LG Electronics USA, Inc. objects to the First Amended Joint Plan
of Liquidation of the Debtors and the Official Committee of
Unsecured Creditors on the grounds that it fails to comply with
Section 1129(a)(9) of the Bankruptcy Code.  Specifically, LG asks
the Court to deny the Plan unless it is modified to require the
Debtors and the Trustee to create a reserve for disputed
administrative expense claims, including LG's Claim No. 1261,
Douglas M. Foley, Esq., at McGuireWoods LLP, in Richmond,
Virginia, relates.

To resolve LG's Objection, to facilitate the confirmation of the
Plan, and to further the efficient administration of their
Chapter 11 cases, the Debtors consent to the relief requested in
LG's Objection.  The Debtors, with the Creditors' Committee's
general consent to the establishment of reserves, agree to
establish a reserve in the amount of $5,397,977 for the exclusive
benefit of LG and from which the allowed amount, if any, of Claim
No. 1261 will be paid under the Plan.

The Debtors and Samsung Electronics America, Inc. have also
entered into a settlement agreement resolving the issues between
them.  Among other things, the Samsung Settlement provides that
any objections to any Samsung claim and any objection filed by
Samsung to the First Amended Plan of Liquidation of the Debtors
and the Official Committee of Unsecured Creditors will be deemed
resolved.

                        Liquidating Plan

The Plan provides for the orderly liquidation of the remaining
assets of the Debtors and the distribution of the proceeds of the
liquidation of the Debtors' assets according to the priorities
set forth under the Bankruptcy Code.

Under the Debtors' Joint Plan of Liquidation, all claims against
the Debtors -- other than administrative claims and priority tax
claims, which will be paid in full -- are classified into eight
classes:

                                               Estimated
                                    Estimated  Aggregate Amount
  Class  Description                Recovery   of Allowed Claims
  -----  -----------                ---------  -----------------
  1      Miscellaneous Secured Claims   100%   $5 mil.-$20 mil.
  2      Non-Tax Priority Claims        100%   $35 mil.-$95 mil.
  3      Convenience Claims              10%   unknown
  4      General Unsecured Claims   0%-13.5%   $1.8 bil.-$2 bil.
  5      Intercompany Claims              0%   $0
  6      Subordinated 510(c) Claims       0%   $0
  7      Subordinated 510(b) Claims       0%   $0
  8      Interests                        0%   -

A Liquidating Trust will be established on the Plan Effective
Date.  All Distributions to the Holders of allowed claims will be
from the Liquidating Trust.

The Plan Proponents also filed on September 24, 2009, clean and
final version of their Disclosure Statement and First Amended
Plan, a full-text copy of which is available at no charge at:

       http://bankrupt.com/misc/CC_DS&1stAmPlan_092409.pdf

                      About Circuit City

Headquartered in Richmond, Virginia, Circuit City Stores Inc.
(NYSE: CC) -- http://www.circuitcity.com/-- was a specialty
retailer of consumer electronics, home office products,
entertainment software and related services in the U.S. and
Canada.

Circuit City Stores together with 17 affiliates filed a voluntary
petition for reorganization relief under Chapter 11 of the
Bankruptcy Code on November 10 (Bankr. E.D. Va. Lead Case No. 08-
35653). InterTAN Canada, Ltd., which runs Circuit City's Canadian
operations, also sought protection under the Companies' Creditors
Arrangement Act in Canada.

Gregg M. Galardi, Esq., and Ian S. Fredericks, Esq., at Skadden,
Arps, Slate, Meagher & Flom, LLP, are the Debtors' general
restructuring counsel.  Dion W. Hayes, Esq., and Douglas M. Foley,
Esq., at McGuireWoods LLP, are the Debtors' local counsel.  The
Debtors also tapped Kirkland & Ellis LLP as special financing
counsel; Wilmer, Cutler, Pickering, Hale and Dorr, LLP, as special
securities counsel; and FTI Consulting, Inc., and Rotschild Inc.
as financial advisors.  The Debtors' Canadian general
restructuring counsel is Osler, Hoskin & Harcourt LLP.  Kurtzman
Carson Consultants LLC is the Debtors' claims and voting agent.
The Debtors disclosed total assets of $3,400,080,000 and debts of
$2,323,328,000 as of August 31, 2008.

Circuit City has opted to liquidate its 721 stores.  It has
obtained the Bankruptcy Court's approval to pursue going-out-of-
business sales, and sell its store leases.

In May 2009, Systemax Inc., a multi-channel retailer of computers,
electronics, and industrial products, acquired certain assets,
including the name Circuit City, from the Debtors through a Court-
approved auction.

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


CIRCUIT CITY: Sets Protocol for Cross-Border Actions
----------------------------------------------------
Circuit City Stores Inc. and its units sought and obtained Judge
Kevin R. Huennekens' approval to implement a procedural protocol
to facilitate a coordinated administration of the dual insolvency
proceedings of the U.S. Debtors and their non-debtor Canadian
affiliates, in the U.S. and Canada with respect to equity
distribution.

As previously reported, InterTAN Canada, Ltd. and Tourmalet
Corporation have applied for protection from their creditors in
Canada pursuant to the Companies' Creditors Arrangement Act,
R.S.C. 1985, c. C-36, as amended -- CCAA -- in the Ontario
Superior Court of Justice in Court File No. 08-CL7841.  The
Honourable Justice Morawetz presides over the Canadian
Proceedings.

The Canadian Court has issued an "initial order," as subsequently
amended and extended, pursuant to which it, inter alia, granted
the Canadian Debtors' application for protection under the CCAA;
imposed a stay of all proceedings against the Canadian Debtors
and their property in Canada; created certain liens; appointed
Alvarez & Marsal Canada ULC as the Monitor in the Canadian
Proceedings; and set forth certain other limitations and
procedures for all parties-in-interest in the Canadian
Proceedings.

The Canadian Debtors have completed a Canadian Court-approved
sale of substantially all of their assets and businesses and,
with the assistance of the Monitor, are in the process of
concluding a claims process and paying their creditors in full
together with 5% interest from the date of their claims.

Circuit City Stores Inc., together with InterTAN Inc., the parent
company of certain Canadian Debtors, and certain of their
subsidiaries and affiliates have commenced reorganization cases
under Chapter 11 of title 11 of the United States Code in the
United States Bankruptcy Court for the Eastern District of
Virginia, Richmond Division, and these cases have been
consolidated for procedural purposes only under Case No.08-35653.
The Honourable Judge Huennekens presides over the U.S.
Proceedings.  The U.S. Debtors have all ceased to operate and
their assets are in the process of being realized upon.

None of the U.S. Debtors or Canadian Debtors are parties to or
applicants in both the U.S. and Canadian Proceedings.

While the Insolvency Proceedings are nearing a conclusion in both
the U.S. and Canada, the implementation of basic administrative
procedures is necessary to coordinate certain activities therein
to effectuate an orderly and efficient distribution of surplus
proceeds from the Canadian Debtors to their shareholders, and to
best maintain the Courts' independent jurisdiction and to give
effect to the doctrine of comity, Douglas M. Foley, Esq., at
McGuireWoods LLP, in Richmond, Virginia, told the U.S. Court.

The Debtors have a complicated corporate structure that, in the
context of the liquidation of the Canadian Debtors, raised
complicated issues with respect to the Equity Distribution that
could have an impact on recoveries by creditors of the U.S.
Debtors, a material factor which substantiates the need for
a cross-border protocol, Mr. Foley noted.

The Protocol will help protect the rights of the Debtors, as well
as the rights of creditors and other interested parties in the
United States, Canada and other countries generally and as they
relate to the Equity Distribution.  Moreover, the Protocol
establishes necessary and appropriate means for communication
between the Courts and will facilitate the requisite level of
coordination with respect to cross-border matters arising in the
Insolvency Proceedings with respect to the Equity Distribution,
Mr. Foley said.

The Protocol is purely procedural and administrative in nature
and does not adversely affect any party's substantive rights, he
added.

The U.S. Court will have sole and exclusive jurisdiction and
power over all aspects of the U.S. Proceedings.  The Canadian
Court will have sole and exclusive jurisdiction and power
over all aspects of the Canadian Proceedings.

A full-text copy of the approved Protocol is available at no
charge at:

http://bankrupt.com/misc/CC_InsolProcProtocol050610.pdf

                      About Circuit City

Headquartered in Richmond, Virginia, Circuit City Stores Inc.
(NYSE: CC) -- http://www.circuitcity.com/-- was a specialty
retailer of consumer electronics, home office products,
entertainment software and related services in the U.S. and
Canada.

Circuit City Stores together with 17 affiliates filed a voluntary
petition for reorganization relief under Chapter 11 of the
Bankruptcy Code on November 10 (Bankr. E.D. Va. Lead Case No. 08-
35653). InterTAN Canada, Ltd., which runs Circuit City's Canadian
operations, also sought protection under the Companies' Creditors
Arrangement Act in Canada.

Gregg M. Galardi, Esq., and Ian S. Fredericks, Esq., at Skadden,
Arps, Slate, Meagher & Flom, LLP, are the Debtors' general
restructuring counsel.  Dion W. Hayes, Esq., and Douglas M. Foley,
Esq., at McGuireWoods LLP, are the Debtors' local counsel.  The
Debtors also tapped Kirkland & Ellis LLP as special financing
counsel; Wilmer, Cutler, Pickering, Hale and Dorr, LLP, as special
securities counsel; and FTI Consulting, Inc., and Rotschild Inc.
as financial advisors.  The Debtors' Canadian general
restructuring counsel is Osler, Hoskin & Harcourt LLP.  Kurtzman
Carson Consultants LLC is the Debtors' claims and voting agent.
The Debtors disclosed total assets of $3,400,080,000 and debts of
$2,323,328,000 as of August 31, 2008.

Circuit City has opted to liquidate its 721 stores.  It has
obtained the Bankruptcy Court's approval to pursue going-out-of-
business sales, and sell its store leases.

In May 2009, Systemax Inc., a multi-channel retailer of computers,
electronics, and industrial products, acquired certain assets,
including the name Circuit City, from the Debtors through a Court-
approved auction.

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


CIRCUIT CITY: Wants to Expand Ernst & Young Work
------------------------------------------------
Circuit City Stores Inc. and its units filed a third supplemental
application seeking, pursuant to Sections 327(a) and 328(a) of the
Bankruptcy Code and Rules 2014(a) and 2016 of the Federal Rules of
Bankruptcy Procedure, to expand the scope of the employment and
retention of Ernst & Young LLP in providing additional tax
advisory services, effective as of September 10, 2009, upon the
terms and conditions contained in the engagement letter dated
November 10, 2008 -- Tax Services Agreement -- which was filed
with the Original Application and approved by the December 5, 2008
Original Retention Order, and the additional statement of work for
employment tax review under the Tax Services Agreement.

Pursuant to the Employment Tax SOW, E&Y will conduct a historical
employment tax look-back review, which will consist of evaluating
relevant employment tax information to qualify any employment tax
refunds on behalf of the Debtors in Arizona, California,
Colorado, Florida, Georgia, Illinois, Massachusetts, North
Carolina, New Jersey, New York, Nevada, Oregon, Pennsylvania,
Texas, Utah, and Virginia.

To the extent substantive refund claim opportunities exist which
the Debtors would like to pursue, E&Y will perform further
analysis to quantify any employment tax refunds and initiate
discussions with the applicable jurisdictions to initiate the
recovery process.  The firm will also submit refund calculations
to each jurisdiction for review and provide supporting
documentation and correspondence as necessary to facilitate the
receipt of refunds or benefits.

According to Katie Bradshaw, vice president and controller of the
Debtors, fees for the Additional Tax Services under the
Employment Tax SOW will be in an amount equal to 30% of the total
benefit received by the Debtors -- not including recoveries
associated with clerical errors in all states or wage base
duplications in Illinois.

For findings-based fee purposes, any refunds or credits
identified below $1,000 will be communicated to the Debtors so
that the Debtors may recover these amounts and will fall outside
of the definition of benefit received, Ms. Bradshaw adds.

Because the Employment Tax SOW contemplates a contingent fee
arrangement, the Debtors seek approval of the fee arrangement
pursuant to Section 328(a) of the Bankruptcy Code only.

E&Y is a disinterested person within the meaning of Section
101(14) of the Bankruptcy Code, Ms. Bradshaw maintains.

                      About Circuit City

Headquartered in Richmond, Virginia, Circuit City Stores Inc.
(NYSE: CC) -- http://www.circuitcity.com/-- was a specialty
retailer of consumer electronics, home office products,
entertainment software and related services in the U.S. and
Canada.

Circuit City Stores together with 17 affiliates filed a voluntary
petition for reorganization relief under Chapter 11 of the
Bankruptcy Code on November 10 (Bankr. E.D. Va. Lead Case No. 08-
35653). InterTAN Canada, Ltd., which runs Circuit City's Canadian
operations, also sought protection under the Companies' Creditors
Arrangement Act in Canada.

Gregg M. Galardi, Esq., and Ian S. Fredericks, Esq., at Skadden,
Arps, Slate, Meagher & Flom, LLP, are the Debtors' general
restructuring counsel.  Dion W. Hayes, Esq., and Douglas M. Foley,
Esq., at McGuireWoods LLP, are the Debtors' local counsel.  The
Debtors also tapped Kirkland & Ellis LLP as special financing
counsel; Wilmer, Cutler, Pickering, Hale and Dorr, LLP, as special
securities counsel; and FTI Consulting, Inc., and Rotschild Inc.
as financial advisors.  The Debtors' Canadian general
restructuring counsel is Osler, Hoskin & Harcourt LLP.  Kurtzman
Carson Consultants LLC is the Debtors' claims and voting agent.
The Debtors disclosed total assets of $3,400,080,000 and debts of
$2,323,328,000 as of August 31, 2008.

Circuit City has opted to liquidate its 721 stores.  It has
obtained the Bankruptcy Court's approval to pursue going-out-of-
business sales, and sell its store leases.

In May 2009, Systemax Inc., a multi-channel retailer of computers,
electronics, and industrial products, acquired certain assets,
including the name Circuit City, from the Debtors through a Court-
approved auction.

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


CITADEL BROADCASTING: Judge Formally Confirms Plan
--------------------------------------------------
U.S. Bankruptcy Judge Burton R. Lifland signed a confirmation
order May 19 formally approving the reorganization plan for
Citadel Broadcasting Corp.  According to Bloomberg News, Judge
Lifland decided that the company is worth $2.04 billion, not
enough to cover debt.  As a result, Judge Lifland ruled that
existing "equity is out of the money."  Judge Lifland concluded
that the valuation testimony offered by stockholders wasn't
persuasive.

Judge Lifland overruled objections by the shareholders.  "The
debtor has met the burden of confirmation," Judge Lifland said at
the close of a nine-hour hearing in New York that centered around
the subject of the valuation of the company's worth.

Shareholders led by Aurelius Capital Partners LP opposed the Plan,
saying that bankers valued the company too low, thus denying
owners of stock any recovery on their investment.  Lazard Ltd.,
Citadel's banker, used the Company's earnings projections to
arrive at a valuation showing the company is worth less than its
debt.

The Plan calls for senior lenders led by J.P. Morgan Chase & Co.,
owed about $2.1 billion, to receive 90% of Citadel's equity plus
a new $762 million loan for a total recovery of about 76% on
their claims.

Citadel's unsecured creditors, owed $343 million, will receive
10% of the company's new stock plus $36 million in cash.

                    About Citadel Broadcasting

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)


CLEAR CHANNEL: Bank Debt Trades at 21% Off in Secondary Market
----------------------------------------------------------
Participations in a syndicated loan under which Clear Channel
Communications, Inc., is a borrower traded in the secondary market
at 79.22 cents-on-the-dollar during the week ended Friday, May 21,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents a drop of
1.53 percentage points from the previous week, The Journal
relates.  The Company pays 365 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Jan. 30, 2016, and
carries Moody's Caa1 rating and Standard & Poor's CCC rating.  The
debt is one of the biggest gainers and losers among 196 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

Clear Channel Communications, Inc. -- http://www.clearchannel.com/
-- is a diversified media company with three primary business
segments: radio broadcasting, outdoor advertising and live
entertainment.  Clear Channel Communications is the operating
subsidiary of San Antonio, Texas-based CC Media Holdings, Inc.


COMCAM INTERNATIONAL: Hikes Net Loss to $286,000 in Q1 2010
-----------------------------------------------------------
ComCam International, Inc. filed its quarterly report on Form 10-
Q, showing a net loss $285,949 on $947,540 of revenue for the
three months ended March 31, 2010, compared with a net loss of
$67,161 on $6,710 of revenue for the same period of 2009.

The increase in net loss over the comparative period in 2009 is
primarily due to an increase in general and administrative
expenses.

The Company's balance sheet as of March 31, 2010, showed
$2,068,769 in assets and $2,809,518 of liabilities, for a
stockholders' deficit of $740,749.

As reported in the Troubled Company Reporter on April 24, 2010,
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.

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

               http://researcharchives.com/t/s?62d4

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.


COMMONWEALTH BIOTECHNOLOGIES: Posts $255,053 Net Loss in Q1 2010
----------------------------------------------------------------
Commonwealth Biotechnologies, Inc. filed its quarterly report on
Form 10-Q, showing a net loss of $255,053 on $825,100 of revenue
for the three months ended March 31, 2010, compared with a net
loss of $815,103 on $636,838 of revenue for the same period of
2009.

The Company's balance sheet as of March 31, 2010, showed
$7.0 million in assets, $6.0 million of liabilities, and
$1.0 million of stockholders' equity.

As reported in the Troubled Company Reporter on April 6, 2010,
Witt Mares, PLC, in Richmond, Va., expressed substantial doubt
about the Company's ability to continue as a going concern in its
report on the Company's 2009 financial statements.  The
independent auditors noted that of the Company's recurring losses
from operations and inability to generate sufficient cash flow to
meet its obligations and sustain its operations.

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

               http://researcharchives.com/t/s?62d0

Richmond, Va.-based Commonwealth Biotechnologies, Inc., is a
specialized life sciences outsourcing business that offers a
complete array of discovery chemistry and biology products and
services through its subsidiary Mimotopes Pty Limited.


COMMSCOPE INC: S&P Affirms 'BB-' Corporate Credit Rating
--------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Hickory,
N.C.-based CommScope Inc. to positive from stable.  All ratings,
including the 'BB-' corporate credit rating, were
affirmed.

CommScope is a leading provider of communication network
infrastructure, including base cabinets, antennas, and cables.
Debt outstanding at March 31, 2010, totaled about $1.4 billion.

"The positive outlook revision reflects our expectation that
CommScope's business and financial risk profiles will continue to
improve over the next year, as communication infrastructure
investment by telecommunication carriers and other large
enterprises supports moderate revenue growth," noted Standard
& Poor's credit analyst Susan Madison.  "We also expect the
company to continue to repay debt, leading to stronger credit
metrics and adequate covenant headroom through 2011."

S&P sadi,"The 'BB-' rating reflect CommScope's cyclical operating
environment, exposure to volatile raw material pricing, and a
history of large, debt funded acquisitions.  The company's solid
market positions with major telecommunications providers, good
geographic and product diversity, and adequate liquidity marked by
solid cash flow characteristics and relatively low leverage
partially offset these negative factors.

"CommScope, like many component manufacturers, has been negatively
affected by the severe global recession beginning in late 2008,
with revenues for full-year 2009 declining 24.7% year over year.
However, revenue declines have moderated over the past few months,
with first-quarter 2010 revenues down only 2.8% over the prior
year.  More importantly, first-quarter 2010 EBITDA (adjusted for
noncash stock compensation expense and restructuring costs)
increased significantly over the very low level of the prior year,
as CommScope reduced costs to match its smaller revenue base.
Stronger gross margins enabled the company to improve its first-
quarter 2010 adjusted EBITDA margin by approximately 440 basis
points over the prior year, which is notable given the significant
rise in copper prices (a key component in CommScope's wire
products, which account for about 30% of consolidated sales) over
the past year.

"Standard & Poor's expects that continued requirements to expand
and upgrade communication infrastructure, especially to support
wireless coverage, will drive demand for CommScope's network
components, resulting in moderate revenue growth for full-year
2010.  Furthermore, we expect adjusted EBITDA margins to
remain in the high-teens area as the company continues to
rationalize its manufacturing facilities over the next year," said
S&P.


COMMUNITY HEALTH: Bank Debt Trades at 6% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Community Health
Systems, Inc., is a borrower traded in the secondary market at
93.69 cents-on-the-dollar during the week ended Friday, May 21,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents a drop of
1.49 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 196 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.


COPPER KING: Case Summary & 11 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Copper King Mining Corporation
        aka Western Utah Copper Company
        1208 South 200 West
        Milford, UT 84751

Bankruptcy Case No.: 10-51912

Chapter 11 Petition Date: May 18, 2010

Court: United States Bankruptcy Court
       District of Nevada (Reno)

Judge: Gregg W. Zive

Debtor's Counsel: Bruce Thomas Beesley, Esq.
                  Lewis and Roca LLP
                  50 West Liberty Street, Suite 410
                  Reno, NV 89501
                  Tel: (775) 823-2900
                  Fax: (775) 823-2929
                  E-mail: bbeesley@lrlaw.com

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

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

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Western Utah Copper Company             10-51913    05/18/10
  Assets: $50,000,001 to $100,000,000
Debts: $500,000,001 to $1 billion

The petitions were signed by David McMullin, authorized agent.

Copper King's List of 11 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Ambient Advisors                                 $200,000

WRS Consulting                                   $41,100

Money Info, LLC                                  $37,766

Capital Premium Finance                          $35,780

Quality Tire Company of Orem                     $18,374

Welti & Call Advertising                         $9,824

Greg Hawkins                                     $7,051

Market Wire, Press releases                      $6,475

Certified Laboratories                           $4,535

Standard Registrar                               $1,449

McDonald, Carano and Wilson LLP                  $101

Western Utah's List of 20 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Quality Crushing (Gene Henrie)                   $502,559
956 S Canyon Drive Cedar City
Cedar City , UT 84720

Rollins Construction                             $301,814
P.O. Box 40
Attn: Lisa Thompson
Milford, UT 84751

Ron Barker, Attorney                             $261,500
2870 South State St.
Salt Lake City, UT 84115-3692

Davis Accounting Group P.C.                      $233,493

Pro-Con Development                              $201,909

Herigstad Equipment Rental, Inc.                 $157,363

Presidio Group                                   $128,767

Cessna Development, Inc.                         $122,480

Rasmussen Equipment                              $118,030

Milford Chevron                                  $108,571

Terra Tek LLC                                    $108,548

Kolob Canyon Air Services                        $97,753

Rollins Machine Incorporated                     $94,667

Utility Industrial Compressor Inc.               $89,775

Rosemount Inc.                                   $69,996

Hansenm, Barnett & Maxwell                       $67,215

SGS                                              $61,900

Charron Heating & Air                            $60,557
Conditioning Inc.

Holland & Hart LLP, Attorneys                    $55,156

Dave Hartshorn, Contract                         $50,931
Geologist


CORROZI-FOUNTAINVIEW: Can Sell Townhouse Unit Number 12
-------------------------------------------------------
The Hon. Kevin Gross of the U.S. Bankruptcy Court for the District
of Delaware authorized Corrozi-Fountainview, LLC, to sell one
townhouse unit number 12, free and clear of any interest, and
encumbrances.

The net sale proceeds will be used to make distributions.

Wilmington, Delaware-based, Corrozi-Fountainview, LLC, owns a
single asset real estate.  The Company filed for Chapter 11 on
March 31, 2010 (Bankr. D. Del. Case No. 10-11090.)  Joseph Grey at
Cross & Simon LLC assists the Debtor in its restructuring effort.
The Debtor did not file its list of largest unsecured creditors
when it filed its petition.  In its petition, the Debtor listed
total assets and debts both ranging from $10,000,001 to
$50,000,000.


CORROZI-FOUNTAINVIEW: Taps Cross & Simon as Bankruptcy Counsel
--------------------------------------------------------------
Corrozi-Fountainview, LLC, asks the U.S. Bankruptcy Court for the
District of Delaware for permission to employ Cross & Simon, LLC
as counsel.

Cross & Simon will, among other things:

   -- perform all necessary services as the Debtor's counsel in
      connection with the Chapter 11 case, including, without
      limitation, providing the Debtor with advise concerning its
      rights and duties, representing the Debtor, and preparing
      all necessary documents, motions, applications, answers,
      orders, reports and papers in connection with the
      administration of the Chapter 11 case on behalf of the
      Debtor;

   -- take all necessary actions to protect and preserve the
      Debtor's estate during the pendency of the Chapter 11 case,
      including prosecute actions by the Debtor, defend any
      actions commenced against the Debtor, negotiate all
      litigation in which the Debtor is involved, and object to
      claims filed against the estate; and

   -- represent the Debtor at hearings, meetings, and conferences
      on matters pertaining to the affairs of the Debtor as
      debtor-in-possession.

Joseph Grey, of counsel, tells the Court that the firm received a
$20,000 retainer for legal services rendered and expenses
incurred.  Any portion of the retainer that has not yet been
applied to prepetition fees and expenses will be applied when the
amounts are identified and if any of the amounts remaining after
the application will be applied against postpetition fees and
expenses.

The hourly rates of Cross & Simon's personnel are:

     Partners                        $390
     Associates                   $220 - $390
     Paraprofessionals               $150

Mr. Grey assures the Court that the firm is a "disinterested
person, as that term is defined in Section 101(14) of the
Bankruptcy Code.

Mr. Grey can be reached at:

     Cross & Simon LLC
     913 North Market Street, 11th Floor
     P.O. Box 1380
     Wilmington, DE 19899-1380

                 About Corrozi-Fountainview, LLC

Wilmington, Delaware-based, Corrozi-Fountainview, LLC, owns a
single asset real estate.  The Company filed for Chapter 11 on
March 31, 2010 (Bankr. D. Del. Case No. 10-11090.)  The Debtor did
not file its list of largest unsecured creditors when it filed its
petition.  In its petition, the Debtor listed total assets and
debts both ranging from $10,000,001 to $50,000,000.


CORROZI-FOUNTAINVIEW: Files Schedules of Assets and Liabilities
---------------------------------------------------------------
Corrozi-Fountainview, LLC, filed with the U.S. Bankruptcy Court
for the District of Delaware its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $15,315,000
  B. Personal Property              $647,545
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $10,297,382
  E. Creditors Holding
     Unsecured Priority
     Claims                                           $63,683
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $4,868,213
                                 -----------      -----------
        TOTAL                    $15,962,545      $15,234,278*

* Corrected: 15,292,278

Wilmington, Delaware-based, Corrozi-Fountainview, LLC, owns a
single asset real estate.  The Company filed for Chapter 11 on
March 31, 2010 (Bankr. D. Del. Case No. 10-11090.)  Joseph Grey at
Cross & Simon LLC assists the Debtor in its restructuring effort.
The Debtor did not file its list of largest unsecured creditors
when it filed its petition.  In its petition, the Debtor listed
total assets and debts both ranging from $10,000,001 to
$50,000,000.


CRESCENT BANKING: Posts $13.5 Million Net Loss for Q1 2010
----------------------------------------------------------
Crescent Banking Company filed its quarterly report on Form 10-Q,
showing a net loss of $13.5 million on $4.0 million of net
interest income (belore provision for loan losses) for the three
months ended March 31, 2010, compared with a net loss of
$5.1 million on $2.4 million of net interest income (before
provision for loan losses) for the same period of 2009.

Pretax loss for the three months ended March 31, 2010, increased
roughly $7.5 million, or 127%, compared to the three months ended
March 31, 2009.  The increase in pretax loss was due to an
increase in provision for loan losses of roughly $8.9 million.

The Company's balance sheet as of March 31, 2010, showed
$1.014 billion in assets and $1.026 billion of liabilities, for a
stockholders' deficit of $12.8 million.  As of March 31, 2010, the
Company had total deposits of $964.2 million, as compared to
$931.5 million at December 31, 2009.

As reported in the Troubled Company Reporter on April 5, 2010,
Dixon Hughes PLLC, in Atlanta, Ga., expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted that the Company is operating under
regulatory orders to, among other items, increase capital and
maintain certain levels of minimum capital, and as of December 31,
2009, the Company was not in compliance with these capital
requirements.

The Company and the Bank were considered critically
undercapitalized under most applicable regulatory capital
measurements as of March 31, 2010.  The Company's and the Bank's
Tier 1 Capital to Average Assets Ratios were (1.32%) and 1.17%,
respectively, and Total Risk Based Capital Ratios were (1.71%) and
2.80%, respectively, as of March 31, 2010.

"The Company is making all efforts to increase its capital ratios
and improve its liquidity.  As part of those efforts, the Company
has retained the services of investment bankers to review all
strategic opportunities available to the Company and the Bank.  In
addition, during the second quarter of 2009, we exercised our
rights under its trust preferred securities agreements for
Crescent Capital Trust II, Crescent Capital Trust III and Crescent
Capital Trust IV to defer, for up to 20 consecutive quarters,
payment of interest and principal on these securities.  We
currently anticipate that we will continue to exercise this
deferral right, as available, for all of the interest payments
that would otherwise be due in 2010 and into 2011."

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

               http://researcharchives.com/t/s?62e6

Jasper, Ga.-based Crescent Banking Company is the parent holding
company of Crescent Bank & Trust Company.  Crescent Bank provides
traditional commercial banking services in Jasper, Georgia, and
surrounding areas.  The Company also owns 100% of Crescent
Mortgage Services, Inc., a mortgage banking company.


DAIS ANALYTIC: Incurs $520,000 Net Loss in 2010 First Quarter
-------------------------------------------------------------
Dais Analytic Corporation filed its quarterly report on Form 10-Q,
showing a net loss of $520,038 on $407,312 of revenue for the
three months ended March 31, 2010, compared with a net loss of
$648,786 on $157,353 of revenue for the same period of 2009.

The Company's balance sheet as of March 31, 2010, showed
$2,059,092 in assets and $5,117,253 of liabilities, for a
stockholders' deficit of $3,058,161.

As reported in the Troubled Company Reporter on April 7, 2010,
Cross, Fernandez & Riley LLP, in Tampa, Fla., expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
has incurred significant losses since inception and has a capital
deficit and stockholders' deficit of $2,265,370 and $32,162,151 at
December 31, 2009.

As of March 31, 2010, the Company has an accumulated deficit of
$32,682,189, negative working capital of $2,972,405 and a
stockholder's deficit of $3,058,161 and is in default on
promissory notes in the aggregate principal amount of $150,000.

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

               http://researcharchives.com/t/s?62d7

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


DANA HOLDING: Bank Debt Trades at 3% Off in Secondary Market
------------------------------------------------------------
Participations in a syndicated loan under which Dana Corp., now
known as Dana Holding Corporation, is a borrower traded in the
secondary market at 96.59 cents-on-the-dollar during the week
ended Friday, May 21, 2010, according to data compiled by Loan
Pricing Corp. and reported in The Wall Street Journal.  This
represents a drop of 1.33 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 196 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 by the Troubled Company Reporter on May 5, 2010, Dana
Holding Corporation reported its first-quarter 2010 RESULTS,
showing a net loss of $30 million on $1.50 billion of sales for
the three months ended March 31, 2010, compared with a net loss of
$160 million on $1.216 billion of sales for the same period a year
ago.

The Company's balance sheet at March 31, 2010, showed
$4.990 billion in total assets and $3.267 billion in total
liabilities for a $1.723 billion total stockholders' equity.


DANIEL SCHREINER: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Joint Debtors: Daniel Keith Schreiner
               Glenda Lee Schreiner
               4199 N. 161st Ave
               Goodyear, AZ 85395

Bankruptcy Case No.: 10-15656

Chapter 11 Petition Date: May 20, 2010

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

Judge: Charles G. Case II

Debtor's Counsel: Pam Crowder-Archibald, Esq.
                  Law Offices of Pam Crowder Archibald
                  One E. Camelback Rd #550
                  Phoenix, AZ 85012
                  Tel: (602) 439-1052
                  Fax: (602) 277-1403
                  E-mail: archibald_pam@yahoo.com

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

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

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

The petition was signed by Daniel Keith Schreiner and Glenda Lee
Schreiner.


DAVIE YARDS: Obtains Sept. 15 Extension of CCAA Stay
----------------------------------------------------
Davie Yards has obtained an order from the Quebec Superior Court
extending the stay of proceedings ordered by the Court to
September 15, 2010, in accordance with the terms of the written
order to be issued by the Court, the whole pursuant to the
Companies' Creditors Arrangement Act.  The extension will allow
Davie to continue its restructuring efforts, to negotiate with
potential investors, and to develop and eventually submit a plan
of arrangement to its creditors under CCAA.

As a preventive measure and in order to comply with statutory
requirements, Davie has also sent today a notice to the Quebec
Minister of Employment and Social Solidarity to inform that the
layoffs made earlier this year may exceed a period of six months.

                       About Davie Yards

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


DENMAN TIRES: Titan Tire Acquires Firm's Assets
-----------------------------------------------
On May 19, 2010, in Federal Bankruptcy Court, Titan Tire
Corporation, a subsidiary of Titan International, Inc., was the
high bidder for certain Denman Tire assets, including its name,
tire specifications, patents, molds, various bladder tooling,
customer lists and other items for approximately US$4.4 million
U.S. Dollars.  Denman, a producer of specialty tires, had
estimated sales of US$75 million USD in 2008.  The purchase did
not include any machinery, land or buildings.

"Closing should take place within the next week.  Titan plans to
move the assets and should be in production within 30 days and
able to fill orders for customers," said Chairman and CEO Maurice
M. Taylor Jr.  "This acquisition fulfills some needs in our
product range in underground mining and specialty tires.  Overall,
I believe it was a good investment for Titan, that it will lead to
exposure to new customers and drive sales of other Titan product."

                   About Titan International

Titan International, Inc., a holding company, owns subsidiaries
that supply wheels, tires and assemblies for off-highway equipment
used in agricultural, earthmoving/construction and consumer
(including all terrain vehicles) applications.


DENNIS GIBBS: Case Summary & 14 Largest Unsecured Creditors
-----------------------------------------------------------
Joint Debtors: Dennis A. Gibbs
               Laurie M. Gibbs
               25226 Palomares Road
               Castro Valley, CA 94552

Bankruptcy Case No.: 10-45706

Chapter 11 Petition Date: May 18, 2010

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

Judge: Randall J. Newsome

Debtor's Counsel: Vincent Renda, Esq.
                  Renda Law Offices, P.C.
                  600 W. Broadway, #400
                  San Diego, CA 92101
                  Tel: (619) 702-4305
                  E-mail: vr@rendalawoffices.com

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

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

The petition was signed by the Joint Debtors.

Debtor's List of 14 Largest Unsecured Creditors:

        Entity                      Nature of Claim   Claim Amount
        ------                      ---------------   ------------
Bank of America                     Credit Card           $103,000
FIA Card Services
P.O. Box 301200
Los Angeles, CA 90030

Select Bank                         Loan                   $35,000
213 Gristmill Drive
Forest, VA 24551

Bank of America                     Credit Card            $33,000
FIA Card Services
P.O. Box 301200
Los Angeles, CA 90030

Chase                               Credit Card            $31,410

Bank of America                     Credit Card            $31,151

Barclays Bank                       Credit Card            $27,624

Bank of America                     Credit Card            $22,529

Bank of America                     Credit Card            $15,400

Barclays Bank                       Credit Card            $13,964

Bank of America                     Credit Card            $10,600

Bank of America                     Credit Card            $10,324

Chase                               Credit Card             $9,762

Bank of America                     Credit Card             $3,650

Citi                                Credit Card             $3,116


DEREK CURRIN: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Joint Debtors: Derek Thomas Currin
               Patricia McFall Currin
               P.O. Box 1113
               Coats, NC 27521

Bankruptcy Case No.: 10-04101

Chapter 11 Petition Date: May 20, 2010

Court: U.S. Bankruptcy Court
       Eastern District of North Carolina (Wilson)

Debtor's Counsel: Richard D. Sparkman, Esq.
                  Richard D. Sparkman & Assoc., P.A.
                  P.O. Drawer 1687
                  Angier, NC 27501
                  Tel: (919) 639-6181
                  E-mail: rds@sparkmanlaw.com

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

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

A copy of the Joint Debtors' list of 20 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/nceb10-04101.pdf

The petition was signed by the Joint Debtors.


DEX MEDIA EAST: Bank Debt Trades at 15% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Dex Media East,
LLC, is a borrower traded in the secondary market at 85.38 cents-
on-the-dollar during the week ended Friday, May 21, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 2.82
percentage points from the previous week, The Journal relates.
The Company pays 250 basis points above LIBOR to borrow under the
facility, which matures on Oct. 24, 2014.  The debt is not rated
by Moody's and Standard & Poor's.  The debt is one of the biggest
gainers and losers among 196 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.

Based in Cary, North Carolina, R.H. Donnelley Corp., fka The Dun &
Bradstreet Corp. (NYSE: RHD) -- http://www.rhdonnelley.com/--
publishes and distributes print and online directories in the U.S.
It offers print directory advertising products, such as yellow
pages and white pages directories.  R.H. Donnelley Inc., Dex
Media, Inc. and Local Launch, Inc. are the company's only direct
wholly owned subsidiaries.

Dex Media East, LLC, is a publisher of the official yellow pages
and white pages directories for Qwest Communications International
Inc. (Qwest) in the states, where Qwest is the primary incumbent
local exchange carrier, such as Colorado, Iowa, Minnesota,
Nebraska, New Mexico, North Dakota and South Dakota.

R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media
East LLC, Dex Media West LLC and Dex Media Inc., filed for Chapter
11 protection on May 28, 2009 (Bank. D. Del. Case No. 09-11833
through 09-11852), after missing a $55 million interest payment on
its senior unsecured notes due April 15.  James F. Conlan, Esq.,
Larry J. Nyhan, Esq., Jeffrey C. Steen, Esq., Jeffrey E. Bjork,
Esq., and Peter K. Booth, Esq., at Sidley Austin LLP, in Chicago,
Illinois represent the Debtors in their restructuring efforts.
Edmon L. Morton, Esq., and Robert S. Brady, Esq., at Young,
Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware, serve as
the Debtors' local counsel.  The Debtors' financial advisor is
Deloitte Financial Advisory Services LLP while its investment
banker is Lazard Freres & Co. LLC.  The Garden City Group, Inc.,
is claims and noticing agent.

As of March 31, 2009, the Company had $929,829,000 in total assets
and $1,023,526,000 in total liabilities, resulting in $93,697,000
in total shareholders' deficit.

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


DIETZE CONSTRUCTION: Case Summary & 19 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Dietze Construction Group, Inc.
        45155 Research Place, Suite 300
        Ashburn, VA 20147

Bankruptcy Case No.: 10-14103

Chapter 11 Petition Date: May 19, 2010

Court: U.S. Bankruptcy Court
       Eastern District of Virginia (Alexandria)

Judge: Stephen S. Mitchell

Debtor's Counsel: Andrea Kristin Campbell, Esq.
                  Arent Fox, LLP
                  1050 Connecticut Avenue N.W.
                  Washington, DC 20036
                  Tel: (202) 857-6424
                  E-mail: campbell.andrea@arentfox.com

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

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

A copy of the Company's list of 19 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/vaeb10-14103.pdf

The petition was signed by Steven T. Galles, chief financial
officer.


DOUG VAUGHAN: To Liquidate Personal Assets Under Chapter 7
----------------------------------------------------------
According to koat.com, a federal judge converted the Chapter 11
case of Doug Vaughan to Chapter 7 liquidation proceeding.  A
person with knowledge of the matter said liquidating Mr. Vaughan's
personal assets could mean a better chance for investors to get
something back.


DRIVETIME AUTOMOTIVE: Moody's Assigns B3 Corporate Family Rating
----------------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating to
DriveTime Automotive Group, Inc. and DT Acceptance Corporation,
well as a B3 rating to DriveTime's $200MM Senior Secured Note
issuance, with a stable outlook.

The B3 CFR reflects DriveTime's monoline nature, the inherent
volatility of its asset values and cash flows due to its exposure
to the deep sub-prime consumer segment, reliance on secured
wholesale funding and relatively modest size.  These
characteristics make the company vulnerable to adverse economic
developments.  At the same time, the rating reflects DriveTime's
long history of operations in the fragmented subprime auto lending
space and experienced management team.  The rating and outlook
also reflect the progress DriveTime has made to restore some of
the operating and funding flexibility that it lost during the
depths of the downturn, which now results in the company having
improved forward operating prospects.

DriveTime's total dependence on performance and confidence-
sensitive secured wholesale funding, a substantial portion of
which is securitization funding, constitutes an important factor
in the rating.  Reliance on market-sensitive funding facilities
and facilities with relatively short tenors subjects the company
to significant refinancing risk.  Moreover, the heavy prevalence
of secured funding in the company's capital structure limits its
financial flexibility.  Moofy's recognizes DriveTime's success in
extending/amending its warehouse facilities, reduction of its
reliance on securitization funding and that the new proposed note
issuance would provide some diversification in funding sources,
lower funding costs and extend debt maturities.  However, in
Moody's view these developments do not substantially mitigate the
company's vulnerability to disruption in access to external
funding.

Moody's note that DriveTime has a history of being supported via
capital infusions by the major shareholder; however, the ratings
do not rely upon an expectation of future support injections.

The notching for the B3 senior secured debt rating (equal to the
CFR, i.e. zero notches) reflects the fact that substantially all
of DriveTime's recourse indebtedness (incorporating the proposed
senior secured notes issue and the inventory facility) is secured.
Moody's notching guidelines are intended to ensure that two
securities with the same rating have the same expected loss rate.
An obligation's expected loss rate is defined as the product of
the probability of default and the expected severity of loss given
default.  Generally, it is assumed that the probability of default
is linked to the issuer of the obligation and is consequently the
same across all obligations of that issuer.  Because DriveTime's
assets are substantially encumbered by secured debt (proforma),
and because all recourse debt is secured, the rating of the
secured debt is undifferentiated from the CFR.

The rating outlook is stable, reflecting "Moody's expectations
that the company will continue to exhibit performance that is
improved from recent quarters, as a result of its transition to
stronger credit risk management and store rationalization.

DriveTime is a used car dealership and finance company,
headquartered in Phoenix, Arizona.


DRIVETIME AUTOMOTIVE: S&P Assigns 'B' Counterparty Rating
---------------------------------------------------------
Standard & Poor's Ratings Services has assigned its 'B'
counterparty credit rating to DriveTimeAutomotive Group Inc.  The
outlook is stable.  At the same time, S&P assigned its 'B' rating
to the company's proposed $200 million issuance of senior secured
notes.  S&P's counterparty credit and issue ratings apply to both
DriveTime, a Delaware S-Corp that holds the operating
subsidiaries, and its affiliate DT Acceptance Corp., an Arizona S-
Corp that controls the special-purpose entities (SPEs) and trusts
related to the company's securitization program.

"The ratings on DriveTime are based on the company's concentration
in subprime automotive lending, reliance on wholesale funding, and
its significantly encumbered balance sheet.  Offsetting factors
include its strong niche position in the fragmented used vehicle
market, expertise in lending to subprime consumers, and good
capitalization," said Standard & Poor's credit
analyst Rian Pressman.

S&P said, "DriveTime's concentration in subprime automotive
lending is a major driver of the rating.  The average effective
yield on the company's loan portfolio is nearly 20%, reflecting
the deep subprime nature of DriveTime's customers. Adverse changes
in employment levels, economic conditions, and borrower-specific
financial circumstances can quickly hinder these borrowers'
ability to repay their obligations.  For example, net charge-offs
(NCOs) as a percent of average loans reached 21.4% in 2008,
reflecting the sharp spike in the U.S. unemployment rate.

"DriveTime's reliance on wholesale funding is another negative
ratings factor.  We view wholesale funding as particularly
sensitive to credit market and institution-specific events, which
can lead to disruptions of funding availability.  On the positive
side, DriveTime was able finance its operations during the credit
market disruption of 2007-2009 through a combination of
renegotiated warehouse agreements, private asset-backed securities
(ABS) transactions, and a capital infusion by its sole
shareholder.  In fourth-quarter 2009, DriveTime executed a public
securitization transaction, demonstrating renewed market access.
With the credit markets steadily improving, we expect the company
will seek to access the public ABS markets in 2010.

"The stable outlook is based on our expectation that asset quality
and profitability will continue to improve and appropriate capital
levels will be maintained.  It also imputes regular ABS market
access on a cost-competitive basis," S&P noted.

"The ratings may be revised upward if the company can demonstrate
sustainable earnings growth while maintaining acceptable credit
quality and capitalization.  Upward movement is limited by the
company's focus on subprime consumers and its reliance on the ABS
markets for funding," Mr. Pressman added.


EDDIE SMITH: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Eddie Jerome Smith
        aka Eddie Jerome Smith, Sr.
        aka Eddie J. Smith
        335 Ashworth Manor Court
        Wilmington, NC 28412

Bankruptcy Case No.: 10-04001

Chapter 11 Petition Date: May 18, 2010

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

Judge: Stephani W. Humrickhouse

Debtor's Counsel: Dean R. Davis, Esq.
                  Allen, MacDonald & Davis, PLLC
                  1508 Military Cutoff Road, Suite 102
                  Wilmington, NC 28403
                  Tel: (910) 256-6558
                  Fax: (910) 256-6538
                  E-mail: allenmac1508@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 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/nceb10-04001.pdf

The petition was signed by Eddie Jerome Smith.


EINSTEIN NOAH: Elects Six Directors at Shareholders' Meeting
------------------------------------------------------------
Einstein Noah Restaurant Group Inc. reported that Michael, W.
Arthur, E. Nelson Heumann, Frank C. Meyer, Thomas J. Mueller,
Jeffrey J. O'Neill, and S. Garret Stonehouse, Jr., were re-elected
as director to hold office until the next annual meeting of
shareholders.

               About Einstein Noah Restaurant Group

Einstein Noah Restaurant Group (NASDAQ: BAGL) --
http://www.einsteinnoah.com/-- is a leading company in the quick
casual restaurant industry that operates locations primarily under
the Einstein Bros.(R) Bagels and Noah's New York Bagels(R) brands
and primarily franchises locations under the Manhattan Bagel(R)
brand.  The company's retail system consists of more than 690
restaurants, including more than 175 license locations, in 38
states plus the District of Columbia.  It also operates a dough
production facility.

At March 30, 2010, the Company had total assets of $211.532
million against total liabilities of $137.250 million, resulting
in stockholders' equity of $63.715 million.  The March 30, 2010
balance sheet showed strained liquidity: The Company had total
current assets of $35.995 million against total current
liabilities of $50.579 million.

This concludes the Troubled Company Reporter's coverage of
Einstein Noah until facts and circumstances, if any, emerge that
demonstrate financial or operational strain or difficulty at a
level sufficient to warrant renewed coverage.


ENCORIUM GROUP: Posts $1.9 Million Net Loss in Q1 2010
------------------------------------------------------
Encorium Group, Inc. filed its quarterly report on Form 10-Q,
showing a net loss of $1.9 million on $3.6 million of revenue for
the three months ended March 31, 2010, compared with a net loss of
$195,220 on $5.7 million of revenue for the same period of 2009.

The Company's balance sheet as of March 31, 2010, showed
$10.14 million in assets, $10.09 million of liabilities, and
$48,543 of stockholders' equity.

As reported in the Troubled Company Reporter on April 23, 2010,
Deloitte and Touche, LLP, in Philadelphia, Pa., expressed
substantial doubt about the Company's ability to continue as a
going concern in its report on the Company's 2009 financial
statements.  The independent auditors noted that of the
Company's recurring losses from operations, current available
cash, and anticipated level of capital requirements.

"We anticipate that will meet our cash requirements through
June of 2011, assuming we are able to fully implement our current
costs cutting initiatives, we are able to win additional contracts
during fiscal 2010 and we are able to maintain our current
customer contracts.  In the event we are unable to do so, in order
for the Company to continue as a going concern, we will be
required to obtain additional capital from external sources or
significantly reduce our operating costs, which may include the
cessation of operations in some countries."

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

               http://researcharchives.com/t/s?62e7

Wayne, Pa.-based Encorium Group, Inc. (Nasdaq: ENCO) is a clinical
research organization that engages in the design and management of
complex clinical trials for the pharmaceutical and biotechnology
industries.


ENERTECK CORP: Posts $433,500 Net Loss in 2010 First Quarter
------------------------------------------------------------
EnerTeck Corporation filed its quarterly report on Form 10-Q,
showing a net loss of $433,538 on $99,526 of revenue for the three
months ended March 31, 2010, compared with a net loss of $297,207
on $21,152 of revenue for the same period of 2009.

The Company's balance sheet as of March 31, 2010, showed
$2,050,466 in assets, $1,520,257 of liabilities, and $530,209 of
stockholders' equity.

During the quarter ending March 31, 2010 and the year ended
December 31, 2009, the Company incurred net losses of $433,538
and $2,053,795 respectively.  In addition, at the quarter ending
March 31, 2010, and year ending December 31, 2009, the Company has
an accumulated deficit of $21,888,046 and $21,454,507
respectively.  "These conditions raise substantial doubt about the
Company's ability to continue as a going concern."

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

               http://researcharchives.com/t/s?62d8

Stafford, Tex.-based EnerTeck Corporation specializes in the sales
and marketing, and since August 2006, in the manufacturing of a
fuel borne catalytic engine treatment for diesel engines known as
EnerBurn(R).


EPIC ENERGY: Posts $5.6 Million Net Loss in First Quarter
---------------------------------------------------------
Epic Energy Resources, Inc., filed its quarterly report on Form
10-Q, showing a net loss of $5.6 million on $6.0 million of
revenue for the three months ended March 31, 2010, compared with a
net loss of $1.0 million on $9.0 million of revenue for the same
period of 2009.

The Company's balance sheet as of March 31, 2010, showed
$22.0 million in assets and $23.5 million in liabilities, for a
stockholders' deficit of $1.5 million.

M&K CPAS, PLLC, in Houston, expressed substantial doubt about the
Company's ability to continue as a going concern in its report on
the Company's 2009 financial statements.  The independent auditors
noted that the Company sustained a significant net loss in 2009,
experienced a substantial revenue decrease and maintains a working
capital deficit.

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

               http://researcharchives.com/t/s?62d6

The Woodlands, Tex.-based Epic Energy Resources, Inc. (OTC BB:
EPCC) -- http://www.1Epic.com/-- is an integrated energy services
company.  Epic provides business and operations consulting;
engineering, procurement, and construction management; production
operations & maintenance; specialized training, operating manuals,
data management and data integration focused primarily on the
upstream, midstream and downstream energy infrastructure.
Failed Banks May 21, 2010.


EPIX PHARMACEUTICALS: Moves Imaging Agents Auction Sale to June 22
------------------------------------------------------------------
Joseph F. Finn, Jr., C.P.A., Assignee for the Benefit of Creditors
of Epix Pharmaceuticals, Inc. disclosed that the auction of the
MRI imaging intellectual properties has been changed to June 22,
2010 at 9:00 A.M. Eastern.  This was done to allow bidders to
complete due diligence on all three (3) gadolinium-based imaging
programs.  They consist of 1) MS-325 (gadofosveset trisodium),
commercial MRA imaging agent, currently marketed as Ablavar(R) in
the US by Lantheus Medical Imaging and formerly marketed as
Vasovist(R), in Europe and other countries by Bayer Schering
Pharma. The MS-325 commercial rights for sale include Europe,
Switzerland and other regions outside the US, Canada, Puerto Rico
and Australia, 2) EP-2104R, a fibrin binding MRI imaging agent in
Phase 2 clinical development for clot detection; and 3) EP-3600, a
collagen binding MRI imaging agent in preclinical development for
myocardial perfusion. Bidders may bid on any combination of the
three or all three.

The assets of Epix were transferred to him on July 20, 2009 and he
is liquidating them for the benefit of Epix creditors.  He
recently reached an agreement with Bayer Schering Pharma that
permits the sale of the MRI imaging programs.

Persons interested in bidding must sign a Confidentiality
Disclosure Agreement ("CDA") obtained from Finn's Office -
IPSALESERVICES@FINNWARNKEGAYTON.COM or 781-237-8840.  They will
then receive a bid package and access to an electronic data room.

                   About Joseph F. Finn, Jr.

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

For further information, please contact Joseph F. Finn, Jr.,
C.P.A. at 781-237-8840 or IPSALESERVICES@FINNWARNKEGAYTON.COM

                     About EPIX Pharmaceuticals

EPIX Pharmaceuticals, Inc., is a biopharmaceutical company focused
on discovering and developing novel therapeutics through the use
of its proprietary and highly efficient in silico drug discovery
platform.  The company has a pipeline of internally-discovered
drug candidates currently in clinical development to treat
diseases of the central nervous system -- see

http://www.trialforAD.com/-- and lung conditions.  EPIX also has
collaborations with leading organizations, including
GlaxoSmithKline, Amgen and Cystic Fibrosis Foundation
Therapeutics.

                          *     *     *

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


ERIE PLAYCE: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Erie Playce LLC, Debtor
        363 W. Erie St.
        Suite 400
        Chicago, IL 60654

Bankruptcy Case No.: 10-22637

Chapter 11 Petition Date: May 18, 2010

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

Judge: Pamela S. Hollis

Debtor's Counsel: Paula K. Jacobi, Esq.
                   Tel: (312) 214 4866
                   Fax: (312) 759-5646
                   E-mail: pjacobi@btlaw.com
                  Timothy S. McFadden, Esq.
                   Tel: (312) 357-1313
                   E-mail: tmcfadden@btlaw.com
                  Barnes & Thornburg LLP
                  1 North Wacker Drive
                  Suite 4400
                  Chicago, IL 60606

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

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

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

The petition was signed by Gerald E. Tomaszewski, co-managing
member.


FAIRPOINT COMMS: Bank Debt Trades at 21% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which FairPoint
Communications, Inc., is a borrower traded in the secondary market
at 79.48 cents-on-the-dollar during the week ended Friday, May 21,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents a drop of
1.30 percentage points from the previous week, The Journal
relates.  The Company pays 275 basis points above LIBOR to borrow
under the facility, which matures on March 31, 2015.  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 196 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.

FairPoint Communications, Inc. (NYSE: FRP) --
http://www.fairpoint.com/-- is an industry-leading provider of
communications services to communities across the country.
FairPoint owns and operates local exchange companies in 18 states
offering advanced communications with a personal touch, including
local and long distance voice, data, Internet, television and
broadband services.  FairPoint is traded on the New York Stock
Exchange under the symbols FRP and FRP.BC.

FairPoint and its affiliates filed for Chapter 11 on Oct. 26, 2009
(Bankr. D. Del. Case No. 09-16335).  Rothschild Inc. is acting as
financial advisor for the Company; AlixPartners, LLP as the
restructuring advisor; and Paul, Hastings, Janofsky & Walker LLP
is the Company's counsel.  BMC Group is claims and notice agent.

As of June 30, 2009, FairPoint reported $3.24 billion in total
assets, $321.41 million in total current liabilities, $2.91
billion in total long-term liabilities, and $1.23 million in total
stockholders' equity.

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


FLYING J: Unit Faces Lawsuit Over Oil Foreclosure
-------------------------------------------------
Bankruptcy Law360 reports that Plains All American Pipeline LP is
suing Flying J Inc. subsidiary Big West Oil LLC over millions of
dollars' worth of oil Plains foreclosed on in 2008 on the eve of
the massive Flying J bankruptcy filing.  In an adversary case
brought Thursday, Plains is seeking declaratory relief stating
that it properly foreclosed on Big West's oil and has a lien
against the Company's assets.

                          About Flying J

Based in Ogden, Utah, Flying J Inc. -- http://www.flyingj.com/--
is among the 20 largest private companies in America, with 2007
sales exceeding $16 billion.  The fully integrated oil company
employs approximately 14,700 people in the U.S. and Canada through
its interstate operations, transportation, refining and supply,
exploration and production, as well as its financial services and
communications, divisions.

Flying J and six of its affiliates filed for bankruptcy on
December 22, 2008 (Bankr. D. Del. Lead Case No. 08-13384).  Flying
J sought Chapter 11 protections after a precipitous drop in oil
prices and disruption in the credit markets brought to bear
significant short-term pressure on the company's liquidity
position.

Attorneys at Kirkland & Ellis LLP represent the Debtors as
counsel.  Young, Conaway, Stargatt & Taylor LLP is the Debtors'
Delaware Counsel.  Blackstone Advisory Services L.P. is the
Debtors' investment banker and financial advisor.  Epiq Bankruptcy
Solutions LLC is the Debtors' notice, claims and balloting agent.
In its formal schedules submitted to the Bankruptcy Court, Flying
J listed assets of $1,433,724,226 and debts of $640,958,656.

An official committee of unsecured creditors has been appointed in
the case.  Pachulski Stang Ziehl & Jones LLP has been tapped as
counsel for the creditors' panel.


FLORCON CORP: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Florcon Corp.
        170 Barley Park Lane
        Mooresville, NC 28115

Bankruptcy Case No.: 10-50712

Chapter 11 Petition Date: May 18, 2010

Court: United States Bankruptcy Court
       Western District of North Carolina (Wilkesboro)

Judge: J. Craig Whitley

Debtor's Counsel: Jacqueline M. Druar, Esq.
                  Law Office of Jacqueline M. Druar
                  125-5 North Main Street
                  Mooresville, NC 28115
                  Tel: (704) 663-0772
                  Fax: (704) 663-0881
                  E-mail: jdruar@druarlaw.com

Scheduled Assets: $2,134,010

Scheduled Debts:$3,063,099

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/ncwb10-50712.pdf

The petition was signed by Lourenco Marques, president.


FORD MOTOR: Bank Debt Trades at 6% Off in Secondary Market
----------------------------------------------------------
Participations in a syndicated loan under which Ford Motor Co. is
a borrower traded in the secondary market at 93.75 cents-on-the-
dollar during the week ended Friday, May 21, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents a drop of 1.11 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 Dec. 15, 2013, and carries Moody's Ba3 rating and
Standard & Poor's B- rating.  The debt is one of the biggest
gainers and losers among 196 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.

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

At December 31, 2009, the Company had US$194.850 billion in total
assets against US$201.365 billion in total liabilities.  Total
deficit attributable to Ford Motor at December 31, 2009, was
US$7.820 billion.

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

In March 2010, Moody's Investors Service raised Ford's Corporate
Family Rating (CFR) and Probability of Default Rating (PDR) to B2
from B3, secured credit facility to Ba2 from Ba3, senior unsecured
debt to B3 from Caa1, trust preferred to Caa1 from Caa2, and
Speculative Grade Liquidity rating to SGL-2 from SGL-3. Also
raised is Ford Credit's senior debt rating to B1 from B2.

The Troubled Company Reporter stated on April 30, 2010, Standard &
Poor's revised its outlook on Ford Motor Co. and related entities
to positive from stable and affirmed its ratings on these
entities, including the 'B-' corporate credit rating on Ford and
Ford Motor Credit Co. LLC and the 'B' rating on FCE Bank PLC.  The
outlook revision follows Ford's announcement of profitable first-
quarter results, including an 8.9% pretax margin in its North
American automotive operations.

On May 3, 2010, the TCR reported that Fitch Ratings upgraded the
Issuer Default Ratings for Ford Motor Co. and its captive finance
subsidiary Ford Motor Credit Co. to 'B' from 'B-'.  The Rating
Outlook for both Ford and Ford Credit remains Positive.


FORD MOTOR: Posts $2 Billion Net Income for First Quarter
---------------------------------------------------------
Ford Motor Company filed its quarterly report on Form 10-Q,
showing $2.0 billion of net income on $31.5 billion of total sales
and revenues for the first quarter 2010, compared with a net loss
of $1.4 billion on $24.3 billion of total sales and revenues for
the same period a year ago.

The Company's balance sheet at March 31, 2010, showed
$191.9 billion in total assets and $197.4 billion total
liabilities, for a stockholders' deficit of $5.4 billion.

A full-text copy of the company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?62f2

                         About Ford Motor

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

                           *     *     *

According to the Troubled Company Reporter on May 21, 2010,
Moody's Investors Service upgraded the ratings of Ford Motor
Company and Ford Motor Credit Company.  Ratings raised include
Ford's Corporate Family Rating and Probability of Default Rating
to B1 from B2, secured credit facility to Ba1 from Ba2, senior
unsecured debt to B2 from B3, and trust preferred to B3 from Caa1.
The Speculative Grade Liquidity rating remains at SGL-2.  Also
raised are Ford Credit's CFR and senior debt rating to Ba3 from
B1. The rating outlook for Ford and Ford Credit is stable.

At December 31, 2009, the Company had US$194.850 billion in total
assets against US$201.365 billion in total liabilities.  Total
deficit attributable to Ford Motor at December 31, 2009, was
US$7.820 billion.

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

In March 2010, Moody's Investors Service raised Ford's Corporate
Family Rating (CFR) and Probability of Default Rating (PDR) to B2
from B3, secured credit facility to Ba2 from Ba3, senior unsecured
debt to B3 from Caa1, trust preferred to Caa1 from Caa2, and
Speculative Grade Liquidity rating to SGL-2 from SGL-3. Also
raised is Ford Credit's senior debt rating to B1 from B2.

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


FOUR SEASONS 66B: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Four Seasons 66B Investments, Corp
        1600 Ponce De Leon #1204
        Coral Gables, FL 33134

Bankruptcy Case No.: 10-23713

Chapter 11 Petition Date: May 19, 2010

Court: U.S. Bankruptcy Court
       Southern District of Florida (Miami)

Judge: A. Jay Cristol

Debtor's Counsel: Cesar J. Dominguez, Esq.
                  201 S Biscayne Boulevard, 28 Floor
                  Miami, FL 33131
                  Tel: (305).913-1780
                  Fax: (305).964-7591
                  E-mail: cesar@dominguezassociateslaw.com

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

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

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

The petition was signed by Jose L. Blanco, vice president.


FREESCALE SEMICON: Debt Trades at 11% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Freescale
Semiconductor, Inc., is a borrower traded in the secondary market
at 88.94 cents-on-the-dollar during the week ended Friday, May 21,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents a drop of
3.29 percentage points from the previous week, The Journal
relates.  The Company pays 425 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Feb. 16, 2016, and
carries Moody's B2 rating and Standard & Poor's B- rating.  The
debt is one of the biggest gainers and losers among 196 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

Freescale Semiconductor, Inc. -- http://www.freescale.com/-- once
Motorola's Semiconductor Products Sector, is one of the oldest and
most diverse makers of microchips in the world.  It produces many
different kinds of chips for use in automobiles, computers,
industrial equipment, wireless communications and networking
equipment, and other applications. The company's global client
roster includes such blue-chip companies as Alcatel-Lucent, Bosch,
Cisco Systems, Fujitsu, Hewlett-Packard, QUALCOMM, and Siemens, as
well as former parent Motorola. Freescale nets about half of its
sales from the Asia/Pacific region. The Blackstone Group, The
Carlyle Group, Permira Advisers, and TPG Capital own the company.


FREESTONE RESOURCES: Posts $153,000 Net Loss in Q3 Ended March 31
-----------------------------------------------------------------
Freestone Resources, Inc. filed its quarterly report on Form 10-Q,
showing a net loss of $152,681 on $25,539 of revenue for the three
months ended March 31, 2010, compared with a net loss of $35,811
on $13,960 of revenue for the corresponding period ended March 31,
2009.

Net loss was $282,909 on $52,734 of revenue for the nine months
ended March 31, 2010, compared to a net loss of $318,207 on
$83,222 of revenue for the nine months ended March 31, 2009.

At March 31, 2010, the Company's consolidated balance sheets
showed total assets of $1,776,085, total liabilities of $692,902,
and total shareholders' equity of $1,083,183.

Turner Stone & Company L.L.P., in Dallas, 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 year
ended June 30, 2009.  The independent auditors noted that the
Company has incurred significant losses, has a net working capital
deficiency and will require substantial capital to develop future
products.

Freestone incurred operating losses, and has a negative working
capital position as of March 31, 2010.

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

               http://researcharchives.com/t/s?62d3

Based in Dallas, Freestone Resources, Inc. (FNSR.OB) --
http://www.freestoneresourcesinc.com/-- is an oil and gas
technology development company that focuses on innovative
solutions for unconventional and conventional oil recovery in
economic and environmentally responsible ways.

The Company acquired 100% of the issued and outstanding stock of
Earth Oil Services, Inc., a Nevada corporation, in a non-cash
transaction on September 24, 2009.  EOS owns certain exclusive,
territorial, license agreements to a proprietary technology that
is a chemical solvent that can separate, extract and recycle
hydrocarbon contaminants from ground soils, tar sands, vessels and
other materials.  This technology is marketed under the name
EncapSol.


GASSPECS INC: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Gasspecs, Inc.
        1883 Rochester St
        Tracy, CA 95377

Bankruptcy Case No.: 10-33091

Chapter 11 Petition Date: May 19, 2010

Court: United States Bankruptcy Court
       Eastern District of California (Sacramento)

Judge: Thomas Holman

Debtor's Counsel: David C. Johnston, Esq.
                  1014 16th St
                  P.O. Box 3212
                  Modesto, CA 95353
                  Tel: (209) 521-6260
                  Fax: (209) 521-5971
                  E-mail: djohnston@gianelli-law.com

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

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

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

The petition was signed by Syed K. Ahmed, president.


GEORGE BULLARD: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: George Bullard
        aka George P. Bullard
        3164 Hallow Road
        Malvern, PA 19355

Bankruptcy Case No.: 10-14060

Chapter 11 Petition Date: May 18, 2010

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

Judge: Eric L. Frank

Debtor's Counsel: Eric B. Mendy, Esq.
                  Mendy & Beekman, PLLC
                  One Liberty Center
                  Suite 3600
                  Philadelphia, PA 19103
                  Tel: (215) 675-7100

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

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

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

The petition was signed by George Bullard.


GERALD ABRAHAM: Case Summary & 19 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Gerald Michael Abraham
        27499 Riverview Center Boulevard
        Bonita Springs, FL 34134

Bankruptcy Case No.: 10-11953

Chapter 11 Petition Date: May 20, 2010

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

Judge: Alexander L. Paskay

Debtor's Counsel: Christian B. Felden, Esq.
                  Felden and Felden, PA
                  1415 Panther Lane, Suite 326
                  Naples, FL 34109
                  Tel: (239) 263-2277
                  Fax: (888) 808-9991
                  E-mail: cbfelden@feldenandfelden.com

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

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

According to the schedules, the Debtor says that assets total
$1,117,706 while debts total $1,355,000.

A copy of the Debtor's list of 19 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/flmb10-11953.pdf

The petition was signed by the Debtor.


GLORIA MONTANO: Case Summary & 3 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Gloria Montano
        dba Montano Tax Services
        dba SceneandHeard Magazine
        4860 Via Los Santos
        Santa Barbara, CA 93111

Bankruptcy Case No.: 10-12483

Chapter 11 Petition Date: May 19, 2010

Court: United States Bankruptcy Court
       Central District Of California (Santa Barbara)

Debtor's Counsel: Chris Gautschi, Esq.
                  177 Riverside Ave St F-1170
                  Newport Beach, CA 92663
                  Tel: (949) 294-5497
                  Fax: (760) 454-0445
                  E-mail: sanschromo@yahoo.com

Scheduled Assets: $4,610,175

Scheduled Debts: $4,254,713

A list of the Company's 3 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb10-12483.pdf

The petition was signed by Gloria Montano.


GOLDSPRING INC: Posts $2.6 Million Net Loss in Q1 2010
------------------------------------------------------
Goldspring, Inc. filed its quarterly report on Form 10-Q, showing
a net loss of $2,629,307 for the three months ended March 31,
2010, compared with a net loss of $4,050,104 for the same period
of 2009.

The Company did not produce or sell any gold or silver at its
Comstock project in Nevada during the three months ended March 31,
2010. and March 31, 2009.

The Company's balance sheet as of March 31, 2010, showed
$4,886,495 in assets and $33,865,489 of liabilities, for a
stockholders' deficit of $28,978,994.

As reported in the Troubled Company Reporter on April 15, 2010,
Jewett, Schwartz, Wolfe & Associates expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted that the Company has operating and
liquidity concerns and has incurred historical net losses
approximating $55,000,000 as of December 31, 2009.  The Company
also used cash in operating activities of $3,564,779 in 2009.

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

               http://researcharchives.com/t/s?62d5

Virginia City, Nev.-based Goldspring, Inc. (OTC BB: GSPG) is a
North American precious metals mining company, focused in Nevada,
with extensive, contiguous property in the Comstock Lode District.


GRAHAM PACKAGING: Posts $20 Million Net Loss for March 31 Quarter
-----------------------------------------------------------------
Graham Packaging Holdings Company filed its quarterly report on
Form 10-Q, showing a net loss of $20.7 million on $585.5 million
of net sales for the three months ended March 31, 2010, compared
with a net income of $18.6 million on $93.5 million net sales
during the same period a year ago.

The Company's balance sheet at March 31, 2010, showed $2.1 billion
in total assets, $415.4 million in total current liabilities, $2.2
billion in long-term debt, $17.7 million in deferred income taxes,
$17.7 million other non-current liabilities, and $96.2 in million
commitments and contingent liabilities, for a total partners'
deficit of $611.8 million.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?62eb

                     About Graham Packaging

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

At December 31, 2009, the Company had total assets of
$1.984 billion against total current liabilities of
$428.018 million; long-term debt of $2.336 billion; deferred
income taxes of $17.646 million; other non-current liabilities of
$99.854 million; resulting in partners' deficit of
$897.285 million.



GRAPHIC PACKAGING: Bank Debt Trades at 5% Off in Secondary Market
-----------------------------------------------------------------
Participations in a syndicated loan under which Graphic Packaging
International is a borrower traded in the secondary market at
95.49 cents-on-the-dollar during the week ended Friday, May 21,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents a drop of
1.73 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 May 16, 2014, and
carries Moody's Ba3 rating and Standard & Poor's BB rating.  The
debt is one of the biggest gainers and losers among 196 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

Headquartered in Marietta, Georgia, Graphic Packaging Corporation
(NYSE:GPK) -- http://www.graphicpackaging.com/-- is a provides
paperboard packaging solutions for a variety of products to
multinational and other consumer products companies.  The company
provides its customers paperboard, cartons and packaging machines,
either as an integrated solution or separately.  Its packaging
products are made from a variety of grades of paperboard.  GPC
manufactures its packaging products from coated unbleached kraft
paperboard and coated recycled paperboard that it produces at its
mills, and a portion from paperboard purchased from external
sources.  The company operates in four geographic areas: the
United States, Central and South America (Brazil), Europe and
Asia-Pacific.   GPC conducts its business in two segments,
paperboard packaging and containerboard/other.

As reported by the Troubled Company Reporter-Latin America on
March 14, 2008, Graphic Packaging Holding Company completed its
combination of Graphic Packaging Corporation and Altivity
Packaging LLC.  The combination of Graphic Packaging and Altivity
created a company with pro-forma 2007 revenues of over US$4.4
billion and pro-forma 2007 adjusted EBITDA of approximately US$553
million.

Headquartered in Carol Stream, Illinois, Altivity Packaging --
http://www.altivity.com-- produces various products such as
folding cartons, bag and plastic packaging, and decorative
laminations.  Altivity Packaging also provides gift boxes for
department stores and other retail venues, as well contract
packaging services and inks and coatings.  The company, which
operates about 60 manufacturing plants across the U.S., serves the
food, medical, and electronic industries, among others.  In 2006
Altivity Packaging was established after TPG Capital's purchase of
Smurfit-Stone Container's consumer packaging unit.


GENERAL GROWTH: Final Mortgage Restructuring Approved
-----------------------------------------------------
General Growth Properties Inc. has received Bankruptcy Judge Allan
Gropper's approval for the final mortgage restructuring of its
massive bankruptcy case, extending by four years the due date on a
once-contentious loan from lenders led by Citigroup Inc.,
according to American Bankruptcy Institute.

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

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

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


HACIENDA VILLAS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Hacienda Villas of the Desert, LLC
        9454 Wilshire Blvd., PH30
        Beverly Hills, CA 90212

Bankruptcy Case No.: 10-30212

Chapter 11 Petition Date: May 19, 2010

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

Judge: Samuel L. Bufford

Debtor's Counsel: Richard Shuben, Esq.
                  7041 Owensmouth Ave Ste 102
                  Canoga Park, CA 91303
                  Tel: (818) 883-9473
                  E-mail: richardshuben@hotmail.com

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

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

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

The petition was signed by Reza Safaie, owner/manager.


GSI GROUP: Equity Committee Supports Modified Reorganization Plan
-----------------------------------------------------------------
The Official Committee of Equity Security Holders of GSI Group,
Inc. disclosed that it unanimously supports GSI's Fourth Modified
Joint Plan of Reorganization under Chapter 11 of the Bankruptcy
Code filed on May 14, 2010, in the United States Bankruptcy Court
for the District of Delaware.  The Equity Committee also
unanimously recommends that any GSI shareholders that voted
against the original plan of reorganization seek to change their
vote to accept the modified plan.

"The current plan represents a substantial improvement to the
original plan, which would have left shareholders with only 18% of
the equity of GSI," said Stephen W. Bershad, Chairman of the
Equity Committee.  "Under the current plan, which represents the
culmination of the Equity Committee's negotiations with GSI and
certain holders of GSI's senior notes, if GSI shareholders
exercise in full their right to buy additional shares of GSI, they
may continue to own over 87% of the equity of GSI following
emergence from bankruptcy.  The modified plan will also
significantly reduce GSI's funded debt, positioning GSI to grow
its businesses and capitalize upon future opportunities."

                       About GSI Group

Bedford, Mass.-based GSI Group Inc. -- http://www.gsig.com/--
designs, develops, manufactures and sells photonics-based
solutions (consisting of lasers, laser systems and electro-optical
components), precision motion devices, associated precision motion
control technology and systems.  The Company's customers
incorporate the Company's technology into their products or
manufacturing processes, for a wide range of applications in the
industrial, scientific, electronics, semiconductor, medical and
aerospace.

The Company and two of its affiliates filed for Chapter 11
protection on Nov. 20, 2009 (Bankr. D. Del. Lead Case No. 09-
14110).  William R. Baldiga, Esq., at Brown Rudnick LLP,
represents the Debtors as lead counsel.  Mark Minuti, Esq., at
Saul Ewing LLP, as its local counsel.  The Debtors selected Garden
City Group Inc. as their claims and notice agent.  In their
petition, the Debtors posted $555,000,000 in total assets and
$370,000,000 in total liabilities as of Nov. 6, 2009.


HARRAH'S ENTERTAINMENT: HOC Bank Debt Trades at 0.01% Off
---------------------------------------------------------
Participations in a syndicated loan under which Harrah's Operating
Company, Inc., is a borrower traded in the secondary market at
99.99 cents-on-the-dollar during the week ended Friday, May 21,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents a drop of
1.31 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 196 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.

Harrah's Entertainment, Inc., reported its financial results for
the first quarter March 31, 2010, showing a $193.6 million net
loss on $2.19 billion of net revenues for quarter ended March 31,
2010, compared with a $127.5 million net loss on $2.25 billion of
net revenues for the same period a year earlier.  March 31, 2010,
the Company had $29.26 billion of total assets, $27.73 billion of
total liabilities, and $1.53 billion of stockholders' equity. The
March 31 balance sheet showed strained liquidity with $1.67
billion in total current assets against $1.82 billion of total
current liabilities.


HARVEST OPERATIONS: S&P Assigns 'BB-' Long-Term Corporate
---------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB-' long-term
corporate credit rating to Calgary, Alta.-based Harvest Operations
Corp. (HOC or Harvest) and withdrew its 'BB-' long-term corporate
credit rating on Harvest Energy Trust, following the elimination
of the trust as HOC's parent.  Korea National Oil Corp. (KNOC;
A+/Stable/--) bought the trust in 2009.  The outlook is stable.
S&P's 'BB-' senior secured debt and '3' recovery ratings on HOC
are unchanged.

"We have been expecting this restructuring since the KNOC
acquisition closed at the end of 2009," said Standard & Poor's
credit analyst Michelle Dathorne.  "As the company's operating
assets and its business risk and financial risk profiles are
unchanged, we view the reorganization as a credit neutral event.
The factors affecting the ratings that we have on HOC since March
2010 are unchanged," Ms. Dathorne added.

S&P said, "The ratings on HOC reflect Standard & Poor's
expectations of negligible free cash flow generation during our
12-month forecast period; the company's small, regionally focused
reserves portfolio; the mature characteristics of its conventional
oil and gas assets; and the low (albeit improving) reserve life
index (RLI) associated with the company's upstream assets.
Furthermore, the challenging fundamentals in North America's
refining and marketing sector weaken Harvest's consolidated
business risk profile, in our view.  Somewhat offsetting these
weaknesses, which hamper the ratings, are the company's upstream
full-cycle cost profile, which compares favorably with its rating
category peers; its much improved financial risk profile; and the
likelihood of ongoing financial support from parent KNOC.

"We believe the prevailing weak fundamentals associated with its
downstream operations somewhat offset Harvest's good upstream
profitability metrics.  The North Atlantic refinery boosted its
operating margins in 2009, despite decreased utilization, due to
improved gasoline and high sulfur fuel oil margins.  Downstream
profitability also benefited from realized hedging gains.
But Standard & Poor's believes this segment remains vulnerable to
the prevailing weak market conditions.  As such, the benefits of
HOC's financial integration between its upstream and downstream
operations will likely be muted.

"The stable outlook reflects Standard & Poor's expectation that
HOC will maintain its improved financial risk profile as it
proceeds with its near-term organic growth initiatives.  The
positive impact of KNOC's equity support is a significant
component in our assessment of the company's financial risk
profile, and has enhanced its overall credit profile.  A positive
rating action could occur if Harvest can expand its upstream
operations while maintaining a competitive full-cycle cost profile
and moderate cash flow protection measures.  Although there are no
explicit guarantees from KNOC, we expect the parent company would
provide financial support if balance-sheet metrics moved below
year-end 2009 levels.  As a result, a negative rating action
within our forecast period appears unlikely," said S&P.


HASKELL SITE: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Haskell Site Work, LLC
        123A Bartlett Avenue
        West Creek, NJ 08092

Bankruptcy Case No.: 10-25345

Chapter 11 Petition Date: May 19, 2010

Court: U.S. Bankruptcy Court
       District of New Jersey (Trenton)

Judge: Raymond T. Lyons Jr.

Debtor's Counsel: Morris S. Bauer, Esq.
                  Norris McLaughlin & Marcus, PA
                  P.O. Box 5933
                  Bridgewater, NJ 08807-5933
                  Tel: (908) 722-0700
                  Fax: 908-722-0755
                  E-mail: msbauer@nmmlaw.com

Estimated Assets: $0 to $50,000

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

A copy of the Company's list of 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/njb10-25345.pdf

The petition was signed by Joseph Filoon Jr., member.


HAWKER BEECHCRAFT: Bank Debt Trades at 18% Off in Secondary Market
------------------------------------------------------------------
Participations in a syndicated loan under which Hawker Beechcraft
is a borrower traded in the secondary market at 82.36 cents-on-
the-dollar during the week ended Friday, May 21, 2010, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents a drop of 1.36 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 196 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.

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.

Hawker Beechcraft Acquisition Company LLC reported a net loss of
$63.4 million on $568.2 million of total sales for the three
months ended March 28, 2010, compared with net income of $53.1
million on $537.6 million of sales for the three months ended
March 29, 2009.  The Company's balance sheet at March 28, 2010,
showed $3.41 billion in total assets and $3.36 billion in total
liabilities for a stockholders' equity $56.5 million.


HCA INC: Bank Debt Trades at 6% Off in Secondary Market
-------------------------------------------------------
Participations in a syndicated loan under which HCA, Inc., is a
borrower traded in the secondary market at 94.28 cents-on-the-
dollar during the week ended Friday, May 21, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents a drop of 1.32 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 196 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.

According to the Troubled Company Reporter on May 11, 2010,
Standard & Poor's placed its 'B+' corporate credit rating on
hospital giant HCA Inc. and S&P's ratings on its secured and
unsecured debt on CreditWatch with positive implications.  "The
speculative-grade rating on HCA continues to reflect S&P's view
that the largest U.S. owner and operator of acute health care
facilities is particularly sensitive to reduced capacity
utilization and pricing," said Standard & Poor's credit analyst
David Peknay, "by virtue of the significant debt leverage assumed
in its November 2006 leveraged buyout."

Moody's Investors Service placed the ratings of HCA, Inc.,
including the B2 Corporate Family and Probability of Default
Ratings, under review for possible upgrade.  This rating action
follows the announcement that the company has filed a Form S-1 in
contemplation of an initial public offering.

Headquartered in Nashville, Tennessee, HCA is the nation's largest
acute care hospital company with 162 hospitals and 106
freestanding surgery centers (including eight hospitals and eight
freestanding surgery centers that are accounted for using the
equity method) as of March 31, 2010.  For the twelve months ended
March 31, 2010, the company recognized revenue in excess of $30
billion.


HCA INC: Posts $476 Million of Net Income for March 31 Quarter
--------------------------------------------------------------
HCA Inc filed its quarterly report on Form 10-Q, showing $476.0
million of net income on $7.5 billion of revenues for the quarter
ended March 31, 2010, compared with $432.0 million of net income
on $7.4 billion of revenues during the same period a year ago.

The Company's balance sheet at March 31, 2010, revealed
$24.0 billion in total assets, $4.5 billion in total current
liabilities, $25.8 billion of long-term debt, $1.0 billion of
professional liability risk, and $1.7 billion income taxes and
other liabilities, for a stockholder's deficit of $9.2 billion.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?62ec


Headquartered in Nashville, Tennessee, HCA Inc. --
http://www.hcahealthcare.com/-- is the nation's leading provider
of healthcare services.  As of June 30, 2008, HCA operated 169
hospitals and 107 freestanding surgery centers, including eight
hospitals and eight freestanding surgery centers operated through
equity method joint ventures.

                           *     *     *

Fitch Ratings has placed HCA's ratings, including its 'B' Issuer
Default Rating on Rating Watch Positive.

Standard & Poor's Ratings Services said it placed its 'B+'
corporate credit rating on hospital giant HCA Inc. and S&P's
ratings on its secured and unsecured debt on CreditWatch with
positive implications.

Moody's Investors Service placed the ratings of HCA, Inc.,
including the B2 Corporate Family and Probability of Default
Ratings, under review for possible upgrade.  This rating action
follows the announcement that the company has filed a Form S-1 in
contemplation of an initial public offering.


HEALTHY FAST: Posts $262,668 Net Loss in Q1 Ended March 31
----------------------------------------------------------
Healthy Fast Food, Inc.filed its quarterly report on Form 10-Q,
showing a net loss of $262,668 on $556,501 of revenue for the
three months ended March 31, 2010, compared with a net loss of
$347,280 on $15,699 of revenue for the same period of 2009.

The Company's balance sheet as of March 31, 2010, showed
$2,721,807 in assets, $812,567 of liabilities, and $1,909,240 of
stockholders' equity.

L.L. Bradford & Company, LLC, in Las Vegas, expressed substantial
doubt about the Company's ability to continue as a going concern
in its report on the Company's 2009 financial statements.  The
independent auditors noted that Company has incurred recurring
losses and its current liabilities exceed its current assets.

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

               http://researcharchives.com/t/s?62dc

Henderson, Nev.-based Health Fast Food, Inc. currently owns and
operates six U-Swirl Frozen Yogurt cafes in the Las Vegas
metropolitan area, and have two franchised locations in operation
in Reno and Henderson, Nevada.


HEALTHSOUTH CORP: Approves Cash Bonuses for SVP and CAO
-------------------------------------------------------
HealthSouth Corporation approved a one-time discretionary cash
bonus of $50,000 for each of the senior vice president and
treasurer, Edmund Fay, and the chief accounting officer, Andrew
Price, in recognition of their outstanding efforts and
contributions during the vacancy of the chief financial officer
position at the Company.

These bonuses are payable on May 6, 2010 and are not pursuant to
the terms of any compensation plan or arrangement.  Douglas E.
Coltharp assumed the position of executive vice president and
chief financial officer of the Company, effective May 6, 2010.

                        About HealthSouth

Birmingham, Alabama, HealthSouth Corporation (NYSE: HLS) --
http://www.healthsouth.com/-- is the nation's largest provider of
inpatient rehabilitative healthcare services.  Operating in 26
states across the country and in Puerto Rico, HealthSouth serves
patients through its network of inpatient rehabilitation
hospitals, long-term acute care hospitals, outpatient
rehabilitation satellites, and home health agencies.

As of December 31, 2009, the Company had total assets of
$1.681 billion against total liabilities of $2.191 billion and
convertible perpetual preferred stock of $387.4 million.


HEALTHY FAST: Posts $263,000 Net Loss in Q1 Ended March 31
----------------------------------------------------------
Healthy Fast Food, Inc.filed its quarterly report on Form 10-Q,
showing a net loss of $262,668 on $556,501 of revenue for the
three months ended March 31, 2010, compared with a net loss of
$347,280 on $15,699 of revenue for the same period of 2009.

The Company's balance sheet as of March 31, 2010, showed
$2,721,807 in assets, $812,567 of liabilities, and $1,909,240 of
stockholders' equity.

L.L. Bradford & Company, LLC, in Las Vegas, expressed substantial
doubt about the Company's ability to continue as a going concern
in its report on the Company's 2009 financial statements.  The
independent auditors noted that Company has incurred recurring
losses and its current liabilities exceed its current assets.

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

               http://researcharchives.com/t/s?62dc

Henderson, Nev.-based Health Fast Food, Inc. currently owns and
operates six U-Swirl Frozen Yogurt cafes in the Las Vegas
metropolitan area, and have two franchised locations in operation
in Reno and Henderson, Nevada.


HERTZ CORP: Bank Debt Trades at 4% Off in Secondary Market
----------------------------------------------------------
Participations in a syndicated loan under which The Hertz
Corporation is a borrower traded in the secondary market at 95.97
cents-on-the-dollar during the week ended Friday, May 21, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 1.11
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. 21, 2012, and carries
Moody's Ba3 rating and Standard & Poor's BB- rating.  The debt is
one of the biggest gainers and losers among 196 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

The Hertz Corporation, a subsidiary of Hertz Global Holdings, Inc.
(NYSE: HTZ), based in Park Ridge, New Jersey, is the world's
largest general use car rental brand, operating from approximately
8,000 locations in 147 countries worldwide.  Hertz also operates
one of the world's largest equipment rental businesses, Hertz
Equipment Rental Corporation, through more than 375 branches in
the United States, Canada, France, Spain and China.


HYTHIAM INC: Swings to $3.15 Million Net Loss in Q1 2010
--------------------------------------------------------
Hythiam, Inc. filed its quarterly report on Form 10-Q, showing a
net loss of $3.2 million on $123,000 of revenue for the three
months ended March 31, 2010, compared with net income of
$3.1 million on $707,000 of revenue for the same period of 2009.

On January 20, 2009, the Company sold its interest in CompCare
for $1.5 million in cash.  The Company recognized a gain of
roughly $11.2 million from this sale, which is included in income
from discontinued operations in the Consolidated Statement of
Operations for the three months ended March 31, 2009.

The Company's balance sheet as of March 31, 2010, showed
$15.9 million in assets, $15.0 millon of liabilities, and $892,000
of stockholders' equity.

As reported in the Troubled Company Reporter on April 19, 2010,
BDO Seidman, LLP, in Los Angeles, expressed substantial doubt
about the Company's ability to continue as a going concern in its
report on the Company's 2009 financial statements.  The
independent auditors noted that the Company has suffered recurring
losses from operations and negative cash flows from operating
activities.

"During the three months ended March 31, 2010, our cash and cash
equivalents used in operating activities amounted to $2.7 million.
We expect to continue to incur negative cash flows and net losses
for the next twelve months.  As of March 31, 2010, these
conditions raised substantial doubt as to our ability to continue
as a going concern."

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

               http://researcharchives.com/t/s?62d9

Based in Los Angeles, Hythiam, Inc. is a healthcare services
management company, providing through its Catasys(R) subsidiary
specialized behavioral health management services for substance
abuse to health plans, employers and unions through a network of
licensed and company managed healthcare providers.


ICONIC BRANDS: Posts $763,000 Net Loss in Q1 Ended March 31
-----------------------------------------------------------
Iconic Brands, Inc. filed its quarterly report on Form 10-Q,
showing a net loss of $763,420 on $266,347 of revenue for the
three months ended March 31, 2010, compared with a net loss of
$723,219 on $83,937 of revenue for the same period of 2009.

The Company's balance sheet as of March 31, 2010, showed
$1,683,653 in assets and $5,695,493 of liabilities, for a
stockholders' deficit of $4,011,840.

Michael T. Studer CPA P.C., in Freeport, N.Y., expressed
substantial doubt about the Company's ability to contine as a
going concern.  The independent auditors noted that as of
December 31, 2009, the Company had negative working capital of
$2,531,288 and a stockholders' deficiency of $4,223,959.

As of March 31, 2010, the Company had cash of $2,615, negative
working capital of $2,564,946 and a stockholders' deficiency of
$4,011,840.  Further, from inception to March 31, 2010, the
Company incurred losses of $14,148,989.

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

               http://researcharchives.com/t/s?62db

Lindenhurst, N.Y.-based Iconic Brands, Inc. is a brand owner of
self-developed alcoholic beverages.  Furthermore, the Company
imports, markets and sells these beverages throughout the United
States and globally.


IMPERIAL INDUSTRIES: Incurs $876,000 Net Loss in Q1 2010
--------------------------------------------------------
Imperial Industries, Inc., filed its quarterly report on Form 10-
Q, showing a net loss of $876,000 the three months ended March 31,
2010, compared with a net loss of $800,000 for the same period of
2009.

Net sales for the three months ended March 31, 2010, were
$1,887,000, compared to $2,125,000 for the same period in 2009, a
decrease of 11.2%.  For the first quarter ended March 31, 2010,
the Company had a loss from continuing operations of $523,000,
compared to a loss from continuing operations of $185,000 for the
same period in 2009.  Discontinued operations related to the
closure of the Company's distribution facilities during 2009 and
2008, accounted for losses of $353,000 in the first three months
of 2010 compared to $615,000 in the prior year period.

S. Daniel Ponce, Imperial's Chairman of the Board, stated: "Our
business continued to suffer from weak industry demand that
resulted in lower sales in the first quarter of 2010 compared to
the same period in 2009.  Subsequent to the first quarter, we have
begun to experience a moderate increase in seasonal demand and are
hopeful that our construction markets will begin to increase from
these low levels and stabilize in 2010.  In addition, building
permits for the construction of new residential units in Florida
increased 16.7% for the three months ended March 31, 2010, as
compared to the same period in 2009.  This is the first indication
that construction activity in the residential market may begin to
improve in Florida from the existing low levels of construction.
Florida is our largest market, representing the majority of our
consolidated net sales for the first quarter of 2010.  During the
economic downturn we have reduced costs and restructured our
operating activities to better maintain the liquidity of our
manufacturing business to take advantage of our market position
when construction industry conditions recover."

The Company's balance sheet as of March 31, 2010, showed
$7,427,000 in assets and $8,176,000 of liabilities, for a
stockholders' deficit of $749,000.

As reported in the Troubled Company Reporter on March 22, 2010,
Grant Thornton LLP, in Fort Lauderdale, Fla., expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that Company has
experienced a significant reduction in its sales volume.  In
addition, the independent auditors said that for the year ended
December 31, 2009, the Company has a loss from continuing
operations of roughly $1.2 million and is operating under a
forbearance arrangement with its primary lender, which is set to
expire on April 30, 2010.

On April 30, 2010, the Company fully repaid the outstanding
principal balance due under the Line of Credit with its primary
lender and the Line of Credit was terminated effective May 11,
2010.

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

               http://researcharchives.com/t/s?62e3

A full-text copy of the press release is available for free at:

               http://researcharchives.com/t/s?62e4

Pompano Beach, Fla.-based Imperial Industries, Inc. (OTC BB: IPII)
-- http://www.imperialindustries.com/-- manufactures and
distributes stucco, plaster and roofing products to building
materials dealers, contractors and others through its subsidiary,
Premix-Marbletite Manufacturing Co.  The Company sells its
products primarily in the State of Florida and to a certain extent
the rest of the Southeastern United States.


INTERNATIONAL ALUMINUM: Emerges from Chapter 11
-----------------------------------------------
International Aluminum Corporation disclosed that it and its U.S.
subsidiaries have successfully emerged from Chapter 11 bankruptcy
protection.  The Company has filed a notice of the effective date
of its Plan of Reorganization, which was confirmed on April 30,
2010, with the United States Bankruptcy Court for the District of
Delaware.

As previously announced, the Company will now be called
International Architectural Group LLC as part of a newly formed
company pursuant to the Company's Plan of Reorganization.  The
Company's brands United States Aluminum, RACO Interior Products,
International Window, and International Extrusion will retain
their names and continue to provide the same products and services
as before.

"International Architectural Group is poised to leverage and
capitalize on the strong foundation of our 50-year history," said
Dick Almy, International Architectural Group Chief Executive
Officer.  "International Architectural Group looks to the future.
We are a company in a stronger financial position and better able
to compete while continuing to provide industry-leading products
through state of the art manufacturing.  Our dedicated employees,
valued customers, vendors, and other partners ensure another 50
years and beyond."

International Architectural Group LLC will continue to manufacture
and sell high-quality aluminum and vinyl products.  Customers,
employees and other valued Company partners will not be affected
by the new corporate structure.

                    About International Aluminum

International Aluminum is an integrated building products
manufacturer of diversified lines of quality aluminum and vinyl
products.  The Company was first incorporated in California in
1963 as successor to an aluminum fabricating business begun in
1957.  Residential products are fabricated from aluminum and vinyl
into a broad line of horizontal sliding windows, vertical sliding
windows, casement windows, garden windows, bay and bow windows,
special configuration windows, louvre windows, patio doors, and
related products.  Commercial products are fabricated from
aluminum into curtainwalls, window walls, slope glazed systems,
storefront framing, entrance doors and frames, and commercial
operable windows for exterior applications, including storm and
blast resistant applications and office fronts, office partitions,
doors, and frames for interior applications.  The Company is
headquartered in Monterey Park, California and has approximately
1,000 employees. Operations are conducted through 24 facilities
throughout the United States and Canada.


INTERTAPE POLYMER: To Hold Shareholders' Meeting on June 8
----------------------------------------------------------
Intertape Polymer Group Inc. will hold its annual meeting of
shareholders on June 8, 2010, at 2:30 p.m., at The Fairmont Royal
Work, 100 Front Street West in Toronto, Ontario.  The purposes of
the meeting are to:

   * receive and consider the consolidated financial statements of
     the Corporation for the fiscal year ended December 31, 2009
     and the auditors' report thereon;

   * elect directors;

   * appoint auditors and authorize the directors to fix their
     remuneration; and

   * transact such other business as may properly be brought
     before the Meeting.

                 About Intertape Polymer Group

Intertape Polymer Group Inc. (TSX:ITP) (NYSE:ITP) develops and
manufactures specialized polyolefin plastic and paper based
packaging products and complementary packaging systems for
industrial and retail use.  Headquartered in Montreal, Quebec and
Sarasota/Bradenton, Florida, the Company employs approximately
2,100 employees with operations in 17 locations, including 13
manufacturing facilities in North America and one in Europe.

                           *     *     *

As reported by the Troubled Company Reporter on April 6, 2009,
Standard & Poor's Ratings Services lowered its ratings, including
its corporate credit rating, to 'CCC+' from 'B' on Intertape
Polymer Group Inc. and related entities.  At the same time, S&P
removed the ratings from CreditWatch with negative implications,
where S&P placed them on March 23, 2009.  The outlook is negative.


JEFFREY KNOX: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Jeffrey Brereton Knox
        3670 Glendon Ave. #131
        Los Angeles, CA 90034

Bankruptcy Case No.: 10-30187

Chapter 11 Petition Date: May 19, 2010

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

Judge: Victoria S. Kaufman

Debtor's Counsel: David I. Brownstein, Esq.
                  Brownstein & Brownstein LLP
                  21700 Oxnard St Ste 1160
                  Woodland, CA 91367
                  Tel: (818) 905-0000
                  Fax: (818) 593-3988
                  E-mail: brownsteinlaw@gmail.com

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

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb10-30187.pdf

The petition was signed by Jeffrey Brereton Knox.


JOEY DAVIS: Case Summary & Largest Unsecured Creditor
-----------------------------------------------------
Joint Debtors: Joey Davis
               Wendy Davis
               5370 Los Feliz Blvd
               Los Angeles, CA 90027

Bankruptcy Case No.: 10-30085

Chapter 11 Petition Date: May 19, 2010

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

Judge: Alan M. Ahart

Debtor's Counsel: Gilbert Azafrani,Esq.
                  1725 Oceanfront Walk #318
                  Santa Monica, CA 90401
                  Tel: (310) 428-2315

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

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

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

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
20th Century Fox                                 $300,000
Federal Credit Union
1901 Avenue of the Stars
Los Angeles, CA 90036

The petition was signed by Joey Davis and Wendy Davis.


JOHN SHART: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Joint Debtors: John Shart
               Elke Gordon-Schardt
               35510 Shannondale Road
               Acton, CA 93510

Bankruptcy Case No.: 10-29973

Chapter 11 Petition Date: May 18, 2010

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

Judge: Barry Russell

Debtor's Counsel: Michael Jay Berger, Esq.
                  9454 Wilshire Boulevard 6th Floor
                  Beverly Hills, CA 90212-2929
                  Tel: (310) 271-6223
                  Fax: (310) 271-9805
                  E-mail: michael.berger@bankruptcypower.com

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

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

A copy of the Joint Debtors' list of 20 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-29973.pdf

The petition was signed by the Joint Debtors.


JOSE MONGE ROBERTIN: Case Summary & 13 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Jose M. Monge Robertin
        97 Acosta Street
        Caguas, PR 00725

Bankruptcy Case No.: 10-04320

Chapter 11 Petition Date: May 20, 2010

Court: U.S. Bankruptcy Court
       District of Puerto Rico (Old San Juan)

Debtor's Counsel: Francisco R. Moya Huff, Esq.
                  250 Ponce de Leon Avenue
                  City Towers 7th Floor
                  Hato Rey, PR 00918
                  Tel: (787) 723-0714;
                       (787) 724-2447
                  Fax: (787) 725-3685
                  E-mail: moyahuff55@prtc.net

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

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

A copy of the Debtor's list of 13 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/prb10-04320.pdf

The petition was signed by the Debtor.


JUDITH BARNES: Case Summary & 3 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Judith Ann Barnes
        aka Judy Barnes
        aka Judith Ann Genrich
        3 Anastasia Court
        Palm Coast, FL 32137

Bankruptcy Case No.: 10-04371

Chapter 11 Petition Date: May 20, 2010

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

Debtor's Counsel: Louis A. Frashuer, Esq.
                  6028 Chester Avenue Suite 204
                  Jacksonville, FL 32217
                  Tel: (904) 655-6029
                  E-mail: afrashuer@aol.com

Scheduled Assets: $1,564,112

Scheduled Debts: $1,565,946

A list of the Company's 3 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/flmb10-04371.pdf

The petition was signed by Judith Ann Barnes.


KATE NICHOLS: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Kate Cowles Nichols
          aka Katie C. Nicholas
        1682 Oceanview Drive
        Tierra Verde, FL 33715

Bankruptcy Case No.: 10-11825

Chapter 11 Petition Date: May 18, 2010

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

Debtor's Counsel: Dawn A. Carapella, Esq.
                  Trenam, Kemker, Scharf, Barkin, et al
                  P.O. Box 1102
                  Tampa, FL 33601-1102
                  Tel: (813) 223-7474
                  Fax: (813) 229-6553
                  E-mail: dacarapella@trenam.com

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

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

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

The petition was signed by the Debtor.

Debtor-affiliate filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
The Woodland Bay Group, Inc.          09-15300            11/13/09


KEVIN STEVENSON: Case Summary & 12 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Kevin Stevenson
        1646 East 775 South
        Hillsdale, IN 47854

Bankruptcy Case No.: 10-80780

Chapter 11 Petition Date: May 20, 2010

Court: U.S. Bankruptcy Court
       Southern District of Indiana (Terre Haute)

Judge: Frank J. Otte

Debtor's Counsel: Robert D. McMahan, Esq.
                  McMahan Law Firm
                  P.O. Box 3105
                  Terre Haute, IN 47803
                  Tel: (812) 235-2800
                  Fax: (812) 238-9486
                  E-mail: tiffany@mcmahanlaw.net

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

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

According to the schedules, the Debtor says that assets total
$2,382,253 while debts total $5,147,160.

A copy of the Debtor's list of 12 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/insb10-80780.pdf

The petition was signed by the Debtor.


KEYSTONE AUTOMOTIVE: S&P Junks Corporate Credit Rating
------------------------------------------------------
Standard & Poor's Ratings Services lowered all of its ratings on
Keystone Automotive Operations Inc., including the corporate
credit rating to 'CCC' from 'B-'.

S&P said, "At the same time, we lowered the rating on the $200
million senior secured term loan due 2012 to 'CCC' (the same as
the corporate credit rating) from 'B-' and lowered the rating on
the $175 million senior subordinated notes due 2013 to 'CC' (two
notches below the corporate credit rating) from 'CCC'."

"The recovery rating on the senior secured term loan is '4',
indicating that lenders could expect average (30% to 50%) recovery
in the event of a payment default or bankruptcy.  The recovery
rating on the senior subordinated notes is '6', indicating that
lenders could expect negligible (0% to 10%) recovery in
the event of a payment default or bankruptcy.  We do not rate the
company's $125 million asset-based revolving credit facility due
2012.  All of the company's ratings have been removed from
CreditWatch, where they were placed on March 24, 2010, with
negative implications.  The outlook is negative.  As of Jan. 2,
2010, Keystone had about $391.5 million of debt outstanding.

"The ratings on specialty automotive parts distributor Keystone
Automotive Operations Inc.  reflect continued poor industry
demand, extremely weak credit measures, limited financial
flexibility, and an imbalanced capital structure that, in our
view, will make it difficult to avoid some form of restructuring
(absent a meaningful improvement in profitability or a capital
injection) considering its January 2012 credit facility maturity.
Keystone holds the No. 1 market share in the fragmented wholesale
specialty automotive parts distribution industry.

"The company primarily distributes specialty automotive parts to
aftermarket retailers for ultimate sale to consumers.  It is
important to note that demand for the company's products is at
least partially correlated to demand for new light vehicle sales,
which remains at low levels.  As a result, while some improvement
may occur over the near term, we expect demand for the company's
discretionary products, which are designed to enhance vehicle
performance, functionality, and appearance, to remain weak," said
S&P.


KIM'S HOSPITALITY: Case Summary & 18 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Kim's Hospitality Investment Company, LLC
          dba Days Inn
        5116 Georgia Highway 85
        Forest Park, GA 30297

Bankruptcy Case No.: 10-74957

Chapter 11 Petition Date: May 20, 2010

Court: U.S. Bankruptcy Court
       Northern District of Georgia (Atlanta)

Judge: Margaret Murphy

Debtor's Counsel: Leslie M. Pineyro, Esq.
                  Jones and Walden, LLC
                  21 Eighth Street, NE
                  Atlanta, GA 30309
                  Tel: (404) 564-9300
                  Fax: (404) 564-9301
                  E-mail: lpineyro@joneswalden.com

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

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

According to the schedules, the Company says that assets total
$2,615,136 while debts total $2,960,640.

A copy of the Company's list of 18 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/ganb10-74957.pdf

The petition was signed by Susie Lee, Secretary of KNL Properties
Management, Inc.


KINGSLAND IV: Moody's Upgrades $18MM Class D Notes to 'Caa1'
------------------------------------------------------------
Moody's Investors Service upgraded the ratings of these notes
issued by Kingsland IV, Ltd.:

- $308,100,000 Class A-1 Senior Secured Floating Rate Notes Due
   2021 (current balance of $304,300,554), Upgraded to A1;
   previously on September 24, 2009 Downgraded to A2;

- $60,000,000 Class A-1R Senior Secured Revolving Floating Rate
   Notes Due 2021 (current balance of $59,260,088), Upgraded to
   A1; previously on September 24, 2009 Downgraded to A2;

- $22,900,000 Class B Senior Secured Floating Rate Notes Due
   2021, Upgraded to Baa2; previously on March 25, 2010, Baa3
   Placed Under Review for Possible Upgrade;

- $25,000,000 Class C Senior Secured Deferrable Floating Rate
   Notes Due 2021, Upgraded to Ba2; previously on March 25, 2010,
   B2 Placed Under Review for Possible Upgrade;

- $18,000,000 Class D Senior Secured Deferrable Floating Rate
   Notes Due 2021, Upgraded to Caa1; previously on March 25, 2010,
   Caa3 Placed Under Review for Possible Upgrade.

In addition, Moody's placed the rating of these notes under review
for possible upgrade:

- $14,900,000 Class E Secured Deferrable Floating Rate Notes Due
   2021, Ca Placed Under Review for Possible Upgrade; previously
   on September 24, 2009 Downgraded to Ca.

According to Moody's, the rating actions taken on the notes result
primarily from improvement in the credit quality of the underlying
portfolio and an increase in the overcollateralization of the
notes.  These positive developments coincide with reinvestment of
principal repayments and sale proceeds into substitute assets with
higher par amounts and/or higher ratings.

Improvement in the credit quality is observed through an
improvement in the average credit rating (as measured by the
weighted average rating factor) and a decrease in the proportion
of securities from issuers rated Caa1 and below.  In particular,
as of the latest trustee report dated April 6, 2010, the weighted
average rating factor is 2275 compared to 2570 in July 2009, and
securities rated Caa1 or lower make up approximately 5% of the
underlying portfolio versus 10% in June 2009.  Additionally, the
dollar amount of defaulted securities has decreased to about
$8.5MM from approximately $22MM in July 2009.  Due to the impact
of revised and updated key assumptions referenced in "Moody's
Approach to Rating Collateralized Loan Obligations" and in "Annual
Sector Review (2009): Global CLOs," key model inputs used by
Moody's in its analysis, as par, weighted average rating factor,
diversity score, and weighted average recovery rate, may be
different from the trustee's reported numbers.

Moody's also notes that the overcollateralization ratios of the
rated notes have improved since the rating actions in September
2009.  The Class A/B, Class C, Class D and Class E
overcollateralization ratios are reported at 118.3%, 111.1%,
106.4% and 102.9%, respectively, versus July 2009 levels of
117.6%, 109.3%, 104.0% and 99.9%, respectively, and are all
currently in compliance.  In addition, the Class E notes are no
longer deferring interest.

Kingsland IV, Ltd., issued in February 2007, is a collateralized
loan obligation backed primarily by a portfolio of senior secured
loans.


KRAFT LLC: Mortgage Debt Could Not Be Avoided
---------------------------------------------
WestLaw reports that a mortgage that a Chapter 11 debtor-in-
possession had executed prepetition in order to secure the
$400,000 debt of a related corporate entity on separate $50,000
advances which it received from eight different investors
sufficiently described the underlying debt, and was not avoidable
by the debtor-in-possession in the exercise of its strong-arm
powers as a hypothetical bona fide purchaser.  The mortgage stated
the total amount of the debt ($400,000), the name of the related
corporate entity which owed the debt, and the names and addresses
of each of the eight investors, and also indicated that payment
was owing on or before the tenth anniversary date of notes held by
the investors.  The description of the debt was accurate insofar
as it went, and the mortgage provided multiple sources from which
facts surrounding this transaction could be gleaned.  In re Kraft,
LLC, --- B.R. ----, 2010 WL 1929826 (Bankr. N.D. Ind.)
(Klingeberger, J.).

Kraft, L.L.C., based in Hobart, Ind., owns and operates a funeral
home and crematory.  Kraft sought chapter 11 protection (Bankr.
N.D. Ind. Case No. 07-21367) on May 31, 2007; is represented by
Michael A. Fish, Esq., at Terrell & Thrall, L.L.P., in Valparaiso,
Ind.; and disclosed $1,500,100 in assets and $1,172,609 in
liabilities at the time of the filing.  The Debtor filed a plan of
reorganization (Docs. 53 and 108) that struck a new deal with its
creditors and preserved the owners' equity interests in the
company, prepared and distributed a court-approved disclosure
statement to its creditors (Docs. 54 and 100), and the bankruptcy
court confirmed that chapter 11 plan.


KREUNEN DEVELOPMENT: Files Schedules of Assets and Liabilities
--------------------------------------------------------------
Kreunen Development Company, Inc., filed with the U.S. Bankruptcy
Court for the Northern District of Mississippi its schedules of
assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $11,456,395
  B. Personal Property                   $63
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $10,035,787
  E. Creditors Holding
     Unsecured Priority
     Claims                                           $14,259
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                                $0
                                 -----------      -----------
        TOTAL                    $11,456,458     $10,050,046

Southaven, Mississippi-based Kreunen Development Company, Inc.,
filed for Chapter 11 bankruptcy protection on March 31, 2010
(Bankr. N.D. Miss. Case No. 10-11600).  Craig M. Geno, Esq., at
Harris Jernigan & Geno, PLLC, assists the Company in its
restructuring effort.  The Company estimated its assets and debts
at $10,000,001 to $50,000,000.


LAS VEGAS SANDS: Bank Debt Trades at 10% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Las Vegas Sands
Corp. is a borrower traded in the secondary market at 89.67 cents-
on-the-dollar during the week ended Friday, May 21, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 1.36
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.

Meanwhile, participations in a syndicated loan under which
Venetian Macau US Finance Co., LLC, is a borrower traded in the
secondary market at 96.60 cents-on-the-dollar during the week
ended Friday, May 21, 2010, according to data compiled by Loan
Pricing Corp. and reported in The Wall Street Journal.  This
represents a drop of 1.22 percentage points from the previous
week, The Journal relates.  The Company pays 550 basis points
above LIBOR to borrow under the facility.  The bank loan matures
on May 25, 2011, and carries Moody's B3 rating and Standard &
Poor's B- rating.

The syndicated loans are two of the biggest gainers and losers
among 196 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

Venetian Macau US Finance Co., LLC (also known as VML US Finance
LLC), and Venetian Macau Limited are wholly owned subsidiaries of
Las Vegas Sands.  Venetian Macau Limited owns the Sands Macau in
the People's Republic of China Special Administrative Region of
Macau and is also developing additional casino hotel resort
properties in Macau.

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.


LA TOYA JACKSON: Creditors Seek to Reopen Chapter 11 Case
---------------------------------------------------------
Bankruptcy Law360 reports that a judge is considering whether to
reopen the long-closed bankruptcy of faded pop star La Toya
Jackson, potentially allowing unsecured creditors including
Parisian nightclub the Moulin Rouge to capture royalties after
going more than a decade without receiving a penny for their
claims.

Judge James M. Peck heard arguments on Thursday in the U.S.
Bankruptcy Court for the Southern District of New York from
lawyers representing the Jackson creditors' trustee and the
nightclub, according to Law360.


LAS VEGAS MONORAIL: Court Denies Ambac's Attempt to Stay Ch. 11
---------------------------------------------------------------
Bankruptcy Law360 reports Ambac Assurance Corp. has lost its
attempt to stay Las Vegas Monorail Co.'s bankruptcy case while a
district court considers whether the bankruptcy court wrongly
rejected Ambac's argument that LVMC was a municipality and thus
ineligible to be a Chapter 11 debtor.

Law360 says Judge Bruce A. Markell of the U.S. Bankruptcy Court
for the District of Nevada on Wednesday denied the motion for a
stay pending appeal without having heard oral arguments.

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

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


LAS VEGAS SANDS: Moody's Affirms 'B3' Rating; Outlook Positive
--------------------------------------------------------------
Moody's Investors Service revised Las Vegas Sands Corp.'s rating
outlook to positive from negative.  The company's B3 Corporate
Family and Probability of Default ratings were affirmed along with
its B3 long-term debt ratings and SGL-2 Speculative Grade
Liquidity rating.

The outlook revision to positive largely reflects the April 27,
2010, strong initial opening of its Marina Bay Sands integrated
resort in Singapore.  "This provides us with a higher level of
comfort that Marina Bay Sands will ramp up at a pace that will
facilitate meaningful debt reduction and improve LVSC's geographic
diversification," stated Keith Foley, Moody's senior vice
president.

The positive outlook also considers LVSC's strong operating
performance in Macau well as the impact of cost savings
initiatives management put in place which were responsible for the
company's positive revenue and EBITDA performance for the quarter
ended March 31, 2010.  LVSC's reduced cost structure must benefit
the company's earnings profile going forward.

Other items influencing Moody's decision to revise LVSC's outlook
to positive from negative include the recent approval of table
games in Pennsylvania which will benefit its Bethlehem,
Pennsylvania facility, reduced concern regarding covenant
compliance at LVSC's U.S. restricted group subsidiary, and the
company's good liquidity.

The affirmation of LVSC's B3 Corporate Family Rating considers
that the company's future success and de-leveraging is highly
dependent on the future performance of its Marina Bay Sands
development.  Although initial results from Singapore are
positive, Marina Bay Sands has not fully opened.  A majority of
the facility is expected to be open in the next few months.  The
company has significant leverage.  Adjusted debt/EBITDA at
March 31, 2010, was high at over 10 times on a gross basis;
6.4 times on a net basis.  The ratings also consider the continued
challenges in the Las Vegas, NV gaming market well as a
significant amount of further development plans in Macau, China.

Ratings affirmed:

- Corporate Family Rating at B3

- Probability of Default Rating at B3

- Las Vegas Sands Corp. 6.375% senior notes due 2015 at B3
   (LGD 4, 50%)

- Las Vegas Sands, LLC credit facilities at B3 (LGD 4, 50%)

- Venetian Macau Limited credit facilities at B3 (LGD 4, 50%)

- Speculative Grade Liquidity rating at SGL-2

Moody's last rating action on LVSC occurred on December 1, 2009
when the company's B3 ratings were confirmed, its Speculative
Grade Liquidity rating was raised to SGL-2 from SGL-3, and a
negative rating outlook was assigned.

Las Vegas Sands Corp. owns and operates hotel and casino
integrated resort facilities in Las Vegas, NV, Bethlehem, PA,
Macau, China and Singapore. The company generates consolidated
annual net revenues of about $4.8 billion.


LEVEL 3 COMMS: Posts $238 Million Net Loss for March 31 Quarter
---------------------------------------------------------------
Level 3 Communications Inc. filed its quarterly report on Form 10-
Q, showing a net loss of $238 million on $910 million of total
revenue for the three months ended March 31, 2010, compared with a
net loss of $132 million on $980 million of total revenue during
the same period a year ago.

The Company's balance sheet at March 31, 2010, showed $8.6 billion
in total assets and $8.4 billion in total liabilities, for a
$221.0 million total stockholders' equity.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?62a7

Headquartered in Broomfield, Colorado, Level 3 Communications,
Inc., is a publicly traded international communications company
with one of the world's largest communications and Internet
backbones.

Level 3 Communications carries a 'Caa1' corporate family rating,
and 'Caa2' probability of default rating, with negative outlook
from Moody's, a 'B-' issuer default rating from Fitch, and 'B-'
long term issuer credit ratings from Standard & Poor's.
Loan Pricing Friday, May 21, 2010.


LEVEL 3 COMMS: Bank Debt Trades at 9% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Level 3
Communications, Inc., is a borrower traded in the secondary market
at 91.01 cents-on-the-dollar during the week ended Friday, May 21,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents a drop of
1.36 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 March 1, 2014, and
carries Moody's B1 rating and Standard & Poor's B+ rating.  The
debt is one of the biggest gainers and losers among 196 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

Headquartered in Broomfield, Colorado, Level 3 Communications,
Inc., is a publicly traded international communications company
with one of the world's largest communications and Internet
backbones.

Level 3 Communications carries a 'Caa1' corporate family rating,
and 'Caa2' probability of default rating, with negative outlook
from Moody's, a 'B-' issuer default rating from Fitch, and 'B-'
long term issuer credit ratings from Standard & Poor's.


LNR PROPERTY: S&P Changes Outlook of 'CCC' Rating to Negative
-------------------------------------------------------------
Standard & Poor's Ratings Services revised its CreditWatch
placement on its ratings on LNR Property Holdings Ltd. and LNR
Property Corp. (LNR), including the 'CCC' long-term counterparty
credit rating on each, to Developing from Negative where they were
placed on April 8, 2010.

S&P said, "LNR's reorganization plan could positively affect
ratings once successfully completed.  The company plans to issue a
$445 million five-year secured term loan.  LNR will use the funds
from the new term loan, balance sheet cash, and proceeds from a
rights offering--which will be subscribed to by LNR's existing
equity and subordinated noteholders to fully pay down its current
term loan.  Additionally, LNR's $400 million in holding company
subordinated notes will be equitized as part of the
recapitalization, but the exchange terms for this debt-for-equity
swap have not been finalized yet.  Once completed, the new $445
million term loan will be LNR's only outstanding recourse debt,
materially improving its leverage metrics over current
measures.

"If the transaction is completed under the terms presented to us,
then we would expect to upgrade LNR's counterparty credit rating
to 'B-/Stable' based on its reduced leverage levels and longer
maturity schedule," said Standard & Poor's credit analyst Adom
Rosengarten. "We are also assigning a preliminary 'B' rating to
its new $445 million secured term loan."

S&P said," The CreditWatch Developing action represents the
possibility that the rating could improve once there
capitalization is completed.  However, it also takes into account
the possibility that the rating may first move to 'SD' -- our
selective default rating -- depending on the final terms of the
equitization of LNR's holding company subordinated notes.  "In
accordance with our criteria, if the equitization is deemed to be
a distressed exchange, then the counterparty credit rating will
reflect this distressed exchange before being raised to the post-
reorganization rating," Mr. Rosengarten added.


LODGENET INTERACTIVE: Posts $2.5-Mil. Net Loss for March 31 Qtr.
----------------------------------------------------------------
LodgeNet Interactive Corporation filed its quarterly report on
Form 10-Q, showing a net loss of $2.5 million on $118.0 million of
total revenues for the three months ended March 31, 2010, compared
with a net income of $5.9 million on $128.0 million total revenues
during the same period a year earlier.

The Company's balance sheet at March 31, 2010, revealed
$485.0 million in total assets and $542.2 million in total
liabilities, for a total stockholders' deficit of $57.2 million.

During the first three months of 2010, cash provided by operating
activities was $28.1 million.  For the first three months of 2010,
the Company used $4.5 million of the cash it generated for
property and equipment additions, including growth-related
capital.  During the same period, the company said it made an
additional payment of $44.0 million against the Term B portion of
its Credit Facility, in addition to the required quarterly payment
of $1.3 million.

The Company also used $1.4 million for preferred stock dividends.
During the first three months of 2009, cash provided by operating
activities was $20.9 million.  For the first three months of 2009,
the Company used cash for property and equipment additions,
including growth-related capital, of $5.3 million. During the same
period, the company made an additional payment of $6.7 million
against the Term B portion of its Credit Facility, in addition to
the required quarterly payment of $1.5 million. Cash as of March
31, 2010 was $9.9 million versus $17.0 million as of December 31,
2009.

In March 2010, the Company entered into an agreement to sell
2,160,000 shares of its common stock, $0.01 par value per share,
to the underwriter, for resale to the public at a price per share
of $6.00, less an underwriting discount of $0.36 per share.  The
underwriter had an option to purchase up to 324,000 additional
shares of common stock at the same price per share to cover
overallotments.  The Company completed its offering of 2,484,000
shares, bringing the total aggregate common stock sold to $14.9
million.  Net proceeds from the issuance of common stock were
$13.7 million, with offering and related costs totaling $1.2
million.  The net proceeds of $13.7 million were used to reduce
the Company's debt in the near-term, which will allow the company
to allocate more operating cash flow to the acceleration of
converting rooms to the company's high-definition platform in the
second half of the year.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?62e8

                    About LodgeNet Interactive

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

LodgeNet's balance sheet for March 31, 2010, will show $485.07
million in total assets and $542.3 million in total liabilities,
for a $57.22 million stockholders' deficit.  At December 31, 2009,
LodgeNet had $70.9 million in stockholders' deficit.

                          *     *     *

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


MF GLOBAL: BB+ Stock Rating Put on Hold by Fitch Despite Plans
--------------------------------------------------------------
Fitch Ratings is taking no action on the existing ratings of MF
Global Ltd. (MFG) at this time, following MFG management's
announcement of a series of strategic initiatives.  The current
long- and short-term Issuer Default Ratings are 'BBB/F2'.  MFG's
ratings remain on Rating Watch Negative where they were placed on
March 23, 2010.  A complete list of ratings follows this release.
The announcement entails plans that impact MFG's business profile,
compensation program and capital structure.  Fitch believes the
stated objectives address the most critical challenges facing the
company at this time, including weak revenue generation, high
compensation expense and heightened competition.  However, Fitch
also believes that the company's strategic initiatives are subject
to execution risk and will take time to be fully realized.

MFG's new management announced steps to address profitability as
part of a strategic effort that includes staff reduction, a better
alignment of compensation and performance, and increased operating
efficiency.  In addition to improving its cost base, MFG is
looking to diversify and grow its revenue base through incremental
principal trading activities.  The company also has a capital
restructuring plan to improve the quality and carry cost of its
capital base, which currently includes a significant amount of
debt and hybrid instruments.  In light of the lack of internal
capital generation the past several quarters and the potential
incremental risk associated with the company's revenue
diversification efforts, Fitch views strengthening of the capital
base as paramount.

The current ratings reflect MFG's global franchise with strong
market share in clearing exchange-traded derivatives, especially
futures.  The Rating Watch Negative reflects concerns about the
firm's continued weak earnings performance and execution risk
associated with the company's announced strategic initiatives.
MFG has reported consecutive GAAP losses over the past several
quarters, exacerbated by the sizeable non-recurring charges in the
fiscal fourth quarter of 2010 (ended March 31).  While the firm
could realize some of its cost saves in the near term through
staff reductions and a change in its compensation structure, MFG
will still face strong competition for business and talent in the
activities the company intends to grow.  Looking ahead, if MFG is
unable to successfully execute its strategic initiatives,
particularly the capital restructuring and the establishment of a
feasible path toward revenue growth, and/or if MFG significantly
increases its risk appetite in the pursuit of meaningful revenue
growth, Fitch would likely downgrade MFG's ratings, potentially by
multiple notches.

Following are the ratings of MF Global, Ltd.:

--Long-term IDR 'BBB';
--Short-term IDR 'F2';
--Senior debt 'BBB';
--Preferred stock 'BB+'

All are on Rating Watch Negative.

MF Global is a leading futures and options broker with
subsidiaries in major financial hubs.  Main subsidiaries are
registered futures commissions merchants and broker/dealers.  MF
Global is heavily regulated as a member of commodities, futures,
and securities exchanges in the U.S., Europe and the Asia-Pacific
region.


MGM MIRAGE: Posts $96 Million Net Loss for March 31 Quarter
-----------------------------------------------------------
MGM MIRAGE filed its quarterly report on Form 10-Q, showing a net
loss of $96.7 million on $1.4 billion of total revenues for the
three months ended March 31, 2010, compared with a net income of
$105.1 million on $1.4 billion of total revenues during the same
period a year ago.

The Company's balance sheet at March 31, 2010, showed
$21.0 billion in total assets, $1.1 billion in total current
liabilities, $3.1 billion in deferred income taxes, $12.6 billion
in long-term debt, and $253.2 in million other long-term
obligations, for a stockholders' equity of $3.7 billion.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?62a5

                         About MGM MIRAGE

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

The Company reported $22.51 billion in total assets, $2.38 billion
in total current liabilities, $3.03 billion in deferred income
taxes, $12.97 billion in long term debt, and $256.83 million other
long term obligation, resulting to a $3.87 billion stockholders'
equity as of Dec. 31, 2009.  At September 30, 2009, MGM MIRAGE had
stockholders' equity of $4.29 billion.

                         *     *     *

As reported by the Troubled Company Reporter on March 22, 2010,
Moody's Investors Service affirmed MGM MIRAGE's ratings, including
its Caa1 Corporate Family Rating and raised the company's
Speculative Grade Liquidity rating to SGL-3 from SGL-4.  The
rating outlook remains stable.

As reported by the TCR on March 11, 2010, Standard & Poor's
Ratings Services affirmed all of its existing ratings on MGM
MIRAGE, including the 'CCC+' corporate credit rating.  The rating
outlook is developing.  "The 'CCC+ corporate credit rating
reflects MGM MIRAGE's significant debt burden, S&P's expectation
for continued declines in cash flow generation in 2010, and the
company's tight liquidity position," said Standard & Poor's credit
analyst Ben Bubeck.


MIDWEST BANC: No Longer Has Investment in Seized Bank
-----------------------------------------------------
Midwest Banc Holdings, Inc. in a regulatory filing Thursday,
disclosed that on May 14, 2010, its wholly-owned bank subsidiary
Midwest Bank and Trust Company was closed by the Illinois Division
of Banking and placed into receivership by the Federal Deposit
Insurance Corporation.  The Company's ownership interest in the
Bank represented substantially all of the Company's assets.  As a
result of the Bank's receivership, the Company no longer has an
investment in the Bank.

The Company also disclosed that at May 14, 2010, it had
$60.8 million in junior subordinated debentures owed to
unconsolidated trusts that were formed to issue trust preferred
securities.  The Company has provided a full, irrevocable, and
unconditional subordinated guarantee of the obligations of these
trusts under the preferred securities.  During the second quarter
of 2009, the Company began deferring interest payments on its
junior subordinated debentures as permitted by the terms of the
debentures.

On March 31, 2010, the forbearance agreement that the Company
entered into with its lender expired.  The forbearance agreement
provided that upon the expiration of the forbearance period, the
amounts due to the lender would be immediately due and payable.

Under the terms of the various trusts, the appointment of a
receiver for the Bank or the expiration of the forbearance period
may be deemed an event of default, which would mean that the
entire amount due under the various debentures (including all
principal and accrued interest) would be immediately due and
payable without further action on the part of the holders of the
debentures.

The Company, however, does not believe that an event of default
has occurred under the debentures.

Additionally, on May 17, 2010, the Company received a staff
determination letter from The Nasdaq Stock Market notifying the
Company that its common stock and its depositary shares, each
representing 1/100th of a Share of Series A Noncumulative
Redeemable Convertible Preferred Stock, will be delisted from The
Nasdaq Stock Market.

The Company does not intend to appeal the delisting decision.
Trading in the Company's common stock and Depositary Shares will
be suspended on May 26, 2010.  A Form 25-NSE will be filed with
the Securities and Exchange Commission, which will remove the
Company's common stock and Depositary Shares from listing and
registration on The Nasdaq Stock Market.

A full-text copy of the Form 8-K filing is available for free at:

               http://researcharchives.com/t/s?62d2

Midwest Banc Holdings, Inc. is a community-based bank holding
company headquartered in Melrose Park, Illinois.  Through its
wholly owned subsidiaries, the Company provides a wide range of
services, including traditional banking services, personal and
corporate trust services, and insurance brokerage and retail
securities brokerage services.  The Company's principal operating
subsidiary is Midwest Bank and Trust Company, an Illinois state
bank that operates 26 banking centers in the Chicago metropolitan
area.

The Company's balance sheet as of March 31, 2010, showed
$3.182 billion in assets and $3.232 billion of liabilities, for a
stockholders' deficit of $49.5 million.

                          *     *     *

As reported in the Troubled Company Reporter on April 6, 2010,
PricewaterhouseCoopers LLP, in Chicago, expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company has experienced
significant net losses during 2008 and 2009, is undercapitalized
at December 31, 2009, does not have sufficient liquidity to meet
the potential demand for all amounts due under certain lending
arrangements with its primary lender upon expiration of a related
forbearance agreement that expires on March 31, 2010, and its
ability to raise sufficient new equity capital in a timely manner
is uncertain.


MILES ROAD: Files Schedules of Assets and Liabilities
-----------------------------------------------------
Miles Road, LLC, filed with the U.S. Bankruptcy Court for the
Eastern District of Kentucky its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                $4,092,500
  B. Personal Property               $83,716
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $3,557,081
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                           $23,951
                                 -----------      -----------
        TOTAL                     $4,176,216       $3,581,032

Miles Road, LLC, filed for Chapter 11 in Lexington, Kentucky
(Bankr. E.D. Ky. Case No. 10-50958), on March 24 after its bank
foreclosed on its property.  The petition says that the Company
has debts of $100 million to $500 million.


MICHAELS STORES: Bank Debt Trades at 8% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Michaels Stores,
Inc., is a borrower traded in the secondary market at 92.03 cents-
on-the-dollar during the week ended Friday, May 21, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 1.40
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 196 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.  As
of March 9, 2009, the Company operated 1,105 "Michaels" retail
stores in the United States and Canada and 161 Aaron Brothers
Stores.


MOVIE GALLERY: Great American Wins Auction to Liquidate Stores
--------------------------------------------------------------
Bill Rochelle at Bloomberg News reports that Great American Group
Inc. won the auction to liquidate the remaining 1,028 movie-rental
stores belonging to Movie Gallery Inc.  Great American's top bid
was $74.2 million.  It had made the opening bid of $62.3 million,
touching off an auction with two other liquidators.  Hilco
Merchant Resources LLC and affiliate of Gordon Brothers Group LLC
dropped out at $74 million.  The third liquidator quit at $64
million.

The court-approved auction rules denied a break-up fee for Great
American, who was the stalking horse bidder.  Movie Gallery had
proposed to pay Great American a break-up fee of $1,750,000 plus
expense reimbursement of up to $100,000 if it loses at the
auction.

                        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).


NAMAL ENTERPRISES: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Namal Enterprises, LLC
          dba Red Roof Inn Kissimmee
        4970 Kyng's Heath Road
        Kissimmee, FL 34746

Bankruptcy Case No.: 10-11988

Chapter 11 Petition Date: May 20, 2010

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

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

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

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

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

The petition was signed by Muhammed Ahmed, managing member.


NEIMAN MARCUS: Bank Debt Trades at 8% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Neiman Marcus
Group, Inc., is a borrower traded in the secondary market at 92.06
cents-on-the-dollar during the week ended Friday, May 21, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 1.59
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 196 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.  Total revenues are
about $3.9 billion.

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


NEPHROS INC: Posts $528,000 Net Loss in Q1 2010
-----------------------------------------------
Nephros, Inc., filed its quarterly report on Form 10-Q, showing a
net loss of $528,000 on $989,000 of revenue for the three months
ended March 31, 2010, compared with a net loss of $735,000 on
$631,000 of revenue for the same period of 2009.

The Company's balance sheet as of March 31, 2010, showed
$2,289,000 in assets, $877,000 of liabilities, and $1,412,000 of
stockholders' equity.

As reported in the Troubled Company Reporter on April 6, 2010,
Rothstein, Kass & Company, P.C. 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 year ended
December 31, 2009.  The independent auditors noted that the
Company has incurred negative cash flow from operations and net
losses since inception.

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

               http://researcharchives.com/t/s?62da

Headquartered in River Edge, N.J., Nephros, Inc. (OTC: NEPH.OB -
News) -- http://www.nephros.com/-- is a medical device company
developing and marketing filtration products for therapeutic
applications, infection control, and water purification.


NEXMED INC: Swings to Net Loss of $9.2 Million in Q1 2010
---------------------------------------------------------
NexMed, Inc. filed its quarterly report on Form 10-Q, showing a
net loss of $9.2 million on $1.4 million of revenue for the three
months ended March 31, 2010, compared with net income of $684,772
on $2.5 million of revenue for the same period of 2009.

The net loss in the first quarter of 2010 is primarily
attributable to increased general and administrative expenses and
non-cash interest charges.  General and administrative expenses
were $2.2 million in the first quarter of 2010 as compared to
$1.1 million during the same period in 2009.  Non-cash interest
expense was $6.8 million and $7,592 for the first quarter ended
March 31, 2010, and 2009, respectively.

The Company's balance sheet as of March 31, 2010, showed
$22.3 million in assets, $17.1 million of liabilities, and
$5.2 million of stockholders' equity.

As reported in the Troubled Company Reporter on April 6, 2010,
Amper, Politziner & Mattia, LLP, in Edison, N.J., 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 and negative cash flows from
operations and expects to incur future losses.  In addition, the
Company has substantial notes payable and other obligations that
mature within the next 12 months.

"The Company has an accumulated deficit of $180,969,318 at
March 31, 2010, and expects that it will incur additional losses
in the future relating to research and development activities and
integration of the operations of Bio-Quant into its strategies.
Further, the Company has substantial notes payable due within 12
months, which if not converted to common stock or re-financed,
would significantly impact liquidity.  These circumstances raise
substantial doubt about the Company's ability to continue as a
going concern."

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

               http://researcharchives.com/t/s?62cf

San Diego, Calif.-based NexMed, Inc. has operated in the
pharmaceutical industry since 1995, focusing on research and
development in the area of drug delivery.  The Company's
proprietary drug delivery technology is called NexACT(R).


NIELSEN COMPANY: 2013 Loan Trades at 6% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Nielsen Company is
a borrower traded in the secondary market at 94.11 cents-on-the-
dollar during the week ended Friday, May 21, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents a drop of 2.17 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 196 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.


NIELSEN COMPANY: 2016 Loan Trades at 3% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Nielsen Company is
a borrower traded in the secondary market at 96.81 cents-on-the-
dollar during the week ended Friday, May 21, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents a drop of 1.19 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 May 1, 2016, and carries Moody's Ba3 rating and
Standard & Poor's B+ rating.  The debt is one of the biggest
gainers and losers among 196 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.


NORTHLAND INVESTMENTS: Case Summary & Creditors List
----------------------------------------------------
Debtor: Northland Investments Co., Inc.
        2058 NW South Outer Road
        Blue Springs, MO 64015

Bankruptcy Case No.: 10-42517

Chapter 11 Petition Date: May 19, 2010

Court: U.S. Bankruptcy Court
       Western District of Missouri (Kansas City)

Judge: Arthur B. Federman

Debtor's Counsel: Lisa A. Epps, Esq.
                  Spencer Fane Britt & Browne LLP
                  1000 Walnut Street, Suite 1400
                  Kansas City, MO 64106
                  Tel: (816) 292-8881
                  Fax: (816) 474-3216
                  E-mail: lepps@spencerfane.com

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

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

The petition was signed by Robert A. Washam, president.

Debtor's List of 2 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Freedom Construction, LLC          --                         $579
P.O. Box 634
Blue Springs, MO 64015

ABI Corporation                    --                         $436
1271 NE Delta School Road
Lee's Summit, MO 64064-1732


OAKLAND HILLS: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Oakland Hills Land Development, LLC
        30800 Van Dyke
        Warren, MI 48093

Bankruptcy Case No.: 10-56463

Chapter 11 Petition Date: May 18, 2010

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

Judge: Thomas J. Tucker

Debtor's Counsel: Morris B. Lefkowitz, Esq.
                  24100 Southfield Rd.
                  Suite 203
                  Southfield, MI 48075
                  Tel: (248) 559-0180
                  E-mail: morris.lefkowitz@yahoo.com

Scheduled Assets: $3,560,000

Scheduled Debts: $3,944,210

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

The petition was signed by Hanna Karcho, sole member.


OLDE PRAIRIE: Case Summary & Largest Unsecured Creditor
-------------------------------------------------------
Debtor: Olde Prairie Block Owner, LLC
        1906 North Burling Street
        Chicago, IL 60614

Bankruptcy Case No.: 10-22668

Chapter 11 Petition Date: May 18, 2010

Court: U.S. Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Jack B. Schmetterer

Debtor's Counsel: John E. Gierum, Esq.
                  Gierum & Mantas
                  9700 W Higgins Road, Suite 1015
                  Rosemont, IL 60018
                  Tel: (847) 318-9130
                  Fax: (847) 318-9140
                  E-mail: jgierum@7trustee.net

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

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

The petition was signed by Karl S. Norberg, manager and authorized
agent.

The list of creditors filed together with its petition contains
only one entry:

        Entity                      Nature of Claim   Claim Amount
        ------                      ---------------   ------------
Rosa Scarcelli                      Trade Debt            $400,000
41 Bowdoin Street
Portland, ME 04102


OPTIMAL GROUP: Posts $9.8 Million Net Loss in Q1 2010
-----------------------------------------------------
Optimal Group, Inc., filed its quarterly report on Form 10-Q,
showing a net loss of $9.8 million on $7.8 million of revenue for
the three months ended March 31, 2010, compared with a net loss of
$12.4 million on $2.9 million of revenue for the same period of
2009.

The Company's balance sheet as of March 31, 2010, showed
$56.4 million in assets, $44.5 million of liabilities, and
$11.9 million of stockholders' equity.

As reported in the Troubled Company Reporter on April 6, 2010,
KPMG LLP, in Montreal, Canada, expressed substantial doubt about
the Company's ability to continue as a going concern in its report
on the Company's 2009 financial statements.  The independent
auditors noted that the Company has suffered recurring losses from
operations and has negative operating cash flows.

"If operating performance continues its current trend, we will
require financing in order to meet our cash flow requirements and
fund our operations especially during the second and third
quarters of 2010.  However, additional financing may not be
available in amounts or on terms that are acceptable to us.
Without financing, we may be unable to fund product development
and the production of inventory required for sales in the third
and fourth quarters and therefore will not be able to capitalize
on potential future sales."

"If we are unable to obtain additional financing in the near term,
we may be required to curtail operations in order to offset the
lack of available funding, which could have a material adverse
impact on us, and consequently, there is a substantial doubt about
our ability to continue as a going concern."

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

               http://researcharchives.com/t/s?62ea

Based in Montreal, Canada, Optimal Group Inc. designs, develops,
markets and distributes technology-based, consumer robotic, toy
and entertainment products.


PACIFIC CAPITAL: Commences Tender Offers for Debt Securities
------------------------------------------------------------
Pacific Capital Bancorp and its wholly-owned subsidiary, Pacific
Capital Bank, in a press release dated May 17, 2010, disclosed
that the Company has commenced cash tender offers for any and all
of its outstanding trust preferred securities and that the Bank
has commenced cash tender offers for any and all of its
outstanding subordinated debt securities.

The terms and conditions of the tender offer for each series of
trust preferred securities are described in the Offer to Purchase
dated May 17, 2010, and the related Letter of Transmittal, which
are being mailed to holders of the Trust Preferred Securities.

The tender offer for each series of Trust Preferred Securities
will expire at 5:00 p.m., New York City time, on June 24, 2010,
unless extended or earlier terminated by the Company.  In order to
be eligible to receive the Company Total Offer Consideration,
holders must validly tender, and not validly withdraw, their Trust
Preferred Securities prior to 5:00 p.m., New York City time, on
June 11, 2010, unless extended or earlier terminated by the
Company.

The terms and conditions of the tender offer for each series of
subordinated debt securities are described in the Offer to
Purchase dated May 17, 2010, and the related Letter of
Transmittal, which are being mailed to holders of the Subordinated
Debt Securities.

The tender offer for each series of Subordinated Debt Securities
will expire at 5:00 p.m., New York City time, on June 24, 2010,
unless extended or earlier terminated by the Bank.  In order to be
eligible to receive the Bank Total Offer Consideration, holders
must validly tender, and not validly withdraw, their Subordinated
Debt Securities prior to 5:00 p.m., New York City time, on
June 11, 2010, unless extended or earlier terminated by the Bank.

These tender offers are being made in conjunction with an
Investment Agreement dated as of April 29, 2010, among the
Company, the Bank and SB Acquisition Company LLC, a wholly-owned
subsidiary of Ford Financial Fund, L.P.

TBC Securities, LLC is acting as Dealer Manager in connection with
the tender offers.  For additional information regarding the terms
of the tender offers, please contact TBC Securities, LLC at (703)
894-6000.  Global Bondholder Services Corporation is serving as
Depositary in connection with the tender offers.

A full-text copy of the press release is available for free at:

               http://researcharchives.com/t/s?62cb

Santa Barbara, Calif.-based Pacific Capital Bancorp (Nasdaq: PCBC)
-- http://www.pcbancorp.com/--is the parent company of Pacific
Capital Bank, N.A., a nationally chartered bank that operates 48
branches under the local brand names of Santa Barbara Bank &
Trust, First National Bank of Central California, South Valley
National Bank, San Benito Bank and First Bank of San Luis Obispo.

The Company's balance sheet as of March 31, 2010, showed
$7.369 billion in assets, $7.090 billion of liabilities, and
$279.4 million of stockholders' equity.

                          *     *     *

As reported in the Troubled Company Reporter on March 15, 2010,
Ernst & Young LLP, in Los Angeles, expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted that of the Company's recurring losses
from operations and the enhanced regulatory scrutiny under which
the Company and Pacific Capital Bank, N.A. are operating.


PACIFIC CAPITAL: Files 10-Q; Posts $80.5 Mln Net Loss in Q1 2010
----------------------------------------------------------------
Pacific Capital Bancorp filed on May 12, 2010, its quarterly
report on Form 10-Q for the three months ended March 31, 2010.

The Company reported a net loss of $80.5 million on $44.3 million
of net interest income (before provision for loan losses) for the
three months ended March 31, 2010, compared with a net loss of
$5.5 million on $47.8 million of net interest income (before
provision for loan losses) for the same period of 2009.

The Company's balance sheet as of March 31, 2010, showed
$7.369 billion in assets, $7.090 billion of liabilities, and
$279.4 million of stockholders' equity.

As reported in the Troubled Company Reporter on March 15, 2010,
Ernst & Young LLP, in Los Angeles, expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted that of the Company's recurring losses
from operations and the enhanced regulatory scrutiny under which
the Company and Pacific Capital Bank, N.A. are operating.

In its Form 10-Q for the current quarter, the Company said that
management's plans to address this uncertainty include the raising
of capital pursuant to the Investment Agreement with Ford, and the
implementation of the Company's three-year strategic and capital
plan.

On April 29, 2010, the Company and the Bank entered into the
Investment Agreement with Ford Financial Fund, L.P., pursuant to
which Ford will invest, subject to certain conditions, an
aggregate of $500 million in cash in the Company through direct
purchases of newly issued shares of common stock at a purchase
price of $0.20 per share, and newly created shares of Convertible
Preferred Stock at a purchase price of $1,000 per share.  Pursuant
to the terms of the Investment Agreement, at the closing of the
Investment, the Company will issue: 225,000,000 shares of common
stock and 455,000 shares of Convertible Preferred Stock.  Each
share of Convertible Preferred Stock will mandatorily convert into
5,000 shares of common stock (subject to customary anti-dilution
adjustments) following shareholder approval, after the Closing, of
an amendment to the Company's Articles of Incorporation to
increase the number of authorized shares of common stock to permit
the full issuance of all of the common stock in connection with
that conversion.

The Closing is subject to a variety of closing conditions,
including, among others, the receipt of certain required
governmental and regulatory approvals and the Company's receipt of
approval from the NASDAQ Stock Market to issue the Securities in
reliance on the shareholder approval exemption set forth in NASDAQ
Rule 5635(f).  The Closing is also conditioned on completion by
the Company and the Bank of a recapitalization involving: (i) the
Company's $67,330,000 aggregate principal amount of Trust
Preferred Securities; (ii) the Bank's $121,000,000 aggregate
principal amount of Bank Sub Debt; and (iii) the Series B
Preferred Stock and related warrant to purchase shares of common
stock, both issued to the United Stated Department of the
Treasury.  For this condition to be satisfied, (i) all Series B
Preferred Stock and the related warrant must be exchanged for
common equity in an amount equal to 20% of the aggregate face
value of the Series B Preferred Stock and the amount of accrued
but unpaid dividends on the Series B Preferred Stock, with common
stock valued at $0.20 per share for this purpose, and (ii) an
amount not less than 70% of the combined aggregate principal
amount of all series of the Trust Preferred Securities and all
series of the Bank Sub Debt must be exchanged for cash in an
amount equal to 20% of the face value of the Trust Preferred
Securities and 30% of the face value of the Bank Sub Debt,
respectively.

"The Investment Agreement may be terminated in the event that the
closing does not occur on or before October 26, 2010; however, we
cannot assure you that the Investment and the Recapitalization
will close in the near term or at all.  If we fail to consummate
the Investment and the Recapitalization or otherwise fail to raise
sufficient capital, our ability to continue as a going concern
would be in doubt and we may file for bankruptcy and/or the Bank
may be closed by the Office of the Comptroller of the Currency
and placed into FDIC receivership.  Even if we were to consummate
the Investment and the Recapitalization, we may need to raise
additional capital and there can be no assurance that we would be
able to do so in the amounts required and in a timely manner, or
at all.  Failure to raise sufficient capital could subject us to
further regulatory restrictions or penalties."

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

               http://researcharchives.com/t/s?62ca

Santa Barbara, Calif.-based Pacific Capital Bancorp (Nasdaq: PCBC)
-- http://www.pcbancorp.com/--is the parent company of Pacific
Capital Bank, N.A., a nationally chartered bank that operates 48
branches under the local brand names of Santa Barbara Bank &
Trust, First National Bank of Central California, South Valley
National Bank, San Benito Bank and First Bank of San Luis Obispo.


PAETEC HOLDING: Posts $9.5 Million Net Loss for March 31 Quarter
----------------------------------------------------------------
PAETEC Holding Cor. filed its quarterly report on Form 10-Q,
showing a net loss of $9.5 million on $390.0 million of total
revenue for the three months ended March 31, 2010, compared with a
net loss of $3.3 million on $399.2 million of total revenue for
the same period a year ago.

The Company's balance sheet at March 31, 2010, showed $1.4 billion
in total assets and $1.2 billion in total liabilities, for a total
stockholders' equity of $191.9 million.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?62a4

                     About PAETEC Holding

PAETEC Holding Corp., through its subsidiaries, provides
integrated communications services, including local and long
distance voice, data, and broadband Internet access services,
primarily to business and institutional customers.  On February 8,
2008, PAETEC Holding completed its combination by merger with
McLeodUSA Incorporated, which became a wholly owned subsidiary of
PAETEC Holding upon completion of the merger.

Effective on June 1, 2009, the Company entered into a Second
Amendment and Waiver to its Credit Agreement with its lenders
which amends the Credit Agreement, dated as of February 28, 2007,
and amended as of June 27, 2007.  The Amendment grants the Company
the right, at its option and subject to specified conditions,
voluntarily to prepay term loans outstanding under its term loan
facilities at any time and from time to time during a period
beginning on the effective date of the Amendment and ending 18
months after such effective date.  The total cash payments to be
made by the Company in connection with such voluntary prepayments
may not exceed $100,000,000, excluding amounts applied to the
payment of accrued and unpaid interest and fees.

The Amendment also modifies some of the restrictive covenants in
the Credit Agreement primarily to permit the Company to issue
senior secured notes and to allow the Company and its subsidiaries
to incur indebtedness and related obligations under such notes if
specified conditions are satisfied.

                         *     *     *

As reported by the Troubled Company Reporter on June 18, 2009,
Standard & Poor's Ratings Services assigned PAETEC Holding's
proposed senior secured notes due 2017 an issue-level rating of
'B' (the same as the corporate credit rating) with a recovery
rating of '3', indicating expectations for meaningful (50%-70%)
recovery in the event of payment default.  At the same time, S&P
affirmed all other ratings on PAETEC, including the 'B' corporate
credit rating.  The outlook is stable.

Moody's Investors Service assigned a B1 rating to the senior
secured note issuance.  Moody's affirmed all other ratings,
including the SGL-1 liquidity rating.  The rating outlook remains
stable.


PAPERWEIGHT DEVELOPMENT: Post $7.3 Mil. Net Loss for March 31 Qtr
-----------------------------------------------------------------
Paperweight Development Corp. filed its quarterly report Form 10-
Q, showing a net loss of $7.3 million on $232.1 million of net
sales for the three months ended April 4, 2010, compared with a
net income of $1.1 million on $212.5 million of net sales for the
three months ended April 5, 2009.

The Company's balance sheet at April 4, 2010, showed
$806.4 million in total assets, $156.3 million total current
liabilities, $583.3 million long-term debt, $50.5 million post-
retirement benefits other than pension, $102.3 million accrued
pension, $14.5 million environmental liability, and $5.6 million
other long-term liabilities, for a redeemable common stock of
$120.3 million, accumulated deficit of $127.38 million and $99.2
million of accumulated other comprehensive loss.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?62ef

                        About Appleton Papers

Appleton Papers Inc. is a 100%-owned subsidiary of Paperweight
Development Corp.

Appleton Papers Inc. -- http://www.appletonideas.com/--
headquartered in Appleton, Wisconsin, produces carbonless,
thermal, security and performance packaging products.  Appleton
has manufacturing operations in Wisconsin, Ohio, Pennsylvania, and
Massachusetts, employs approximately 2,200 people and is 100%
employee-owned.

As of October 4, 2009, Appleton had $830.1 million in total assets
against total current liabilities of $151.1 million, long-term
debt of $558.9 million, postretirement benefits other than pension
of $45.7 million, accrued pension of $102.7 million, environmental
liability of $38.1 million, other long-term liabilities of
$9.8 million, redeemable common stock of $133.6 million,
accumulated deficit of $114.1 million, and accumulated other
comprehensive loss of $95.9 million.

                            *    *    *

Standard & Poor's Ratings Services assigned Appleton, Wisconsin-
based Appleton Papers Inc.'s proposed $300 million first lien
notes due 2015 its issue-level rating of 'B+' (one notch above
S&P's 'B' corporate credit rating on the company).  S&P assigned a
'2' recovery rating to this debt, indicating its expectation of
substantial (70% to 90%) recovery in the event of a payment
default.  At the same time, S&P affirmed all its ratings on the
company, including the 'B' corporate credit rating.  The rating
outlook is stable.


PATRICK MCELROY: Case Summary & 7 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Patrick W. McElroy
        1935 Giampaoli Drive
        San Martin, CA 95046

Bankruptcy Case No.: 10-55234

Chapter 11 Petition Date: May 19, 2010

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

Judge: Roger L. Efremsky

Debtor's Counsel: Ted Z. Wolny, Esq.
                  Miller Wolny Legal Group
                  P.O. Box 3579
                  San Leandro, CA 94578
                  Tel: (510) 346-5800
                  E-mail: tedwolny@gmail.com

Scheduled Assets: $1,391,500

Scheduled Debts: $2,003,800

A list of the Company's 7 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/canb10-55234.pdf

The petition was signed by Patrick W. McElroy.


PAUL NAYLOR: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Paul Roy Naylor
        1391 Compton Road
        Farmington, UT 84025

Bankruptcy Case No.: 10-26723

Chapter 11 Petition Date: May 19, 2010

Court: U.S. Bankruptcy Court
       District of Utah (Salt Lake City)

Judge: R. Kimball Mosier

Debtor's Counsel: Andres' Diaz, Esq.
                  1 On 1 Legal Services
                  307 West 200 South, Suite 2004
                  Salt Lake City, UT 84101
                  Tel: (801) 596-1661
                  Fax: (801) 359-6803
                  E-mail: courtmail@adexpresslaw.com

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

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

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

The petition was signed by the Debtor.


PAUL TRANSPORTATION: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Paul Transportation Inc.
        dba PTI
        dba Trucking
        dba Paul Transportation
        dba Paul Transportation Systems, Inc.
        dba Paul's Transportation
        P.O. Box 5006
        Enid, OK 73702

Bankruptcy Case No.: 10-13022

Chapter 11 Petition Date: May 18, 2010

Court: United States Bankruptcy Court
       Western District of Oklahoma (Oklahoma City)

Judge: Niles L. Jackson

Debtor's Counsel: G. David Bryant, Esq.
                   E-mail: dbryant@klinefirm.org
                  Matthew Clay Goodin
                   E-mail: mattgoodin@cox.net
                  Stephen W. Elliott
                   E-mail: selliott@klinefirm.org
                  Kline Kline Elliott & Bryant
                  720 NE 63rd St
                  Oklahoma City, OK 73105
                  Tel: (405) 848-4448

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

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

The petition was signed by Troy Paul, company's president.

Debtor's List of 20 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Internal Revenue Service  Taxes                  $681,930
Ogden, UT 84201

T and W Tire              Trade Debt             $208,635

American Express          Trade Debt             $197,675

Comdata Corp. PA427       Trade Debt             $154,470

Goodyear Tire and Rubber  Trade Debt             $144,108
Company

Dynasty Transportation    Carrier                $82,225
Inc.

Kansas Department         Taxes                  $77,319
of Revenue Division of
Property Valuation

Miller Truck Lines Inc.   Carrier                $48,414

Dothan Tarpaulin          Trade Debt             $40,823
Products Inc.

Ameriquest                Trade Debt             $40,813

Katz Sapper and Miller    Trade Debt             $39,650

Oklahoma Tax Commission   Taxes                  $38,826
Witholding

Rush Truck Centers        Trade Debt             $28,080

Doonan Peterbilt of       Trade Debt             $23,670
Great Bend

Oklahoma Tax Commission   Taxes                  $20,000
Franchise Tax Division

Qualcomm Incorporated     Trade Debt             $18,925

Magill Truck Lines Inc    Carrier                $17,499

Barber County Treasurer   Taxes                  $14,728

Lynden Transport Inc      Carrier                $13,946

Oklahoma Corporation      Taxes                  $13,772
Commission


PAUL WALLACE: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Paul F. Wallace
        525 Harris Road
        Bedford Hills, NY 10570

Bankruptcy Case No.: 10-22998

Chapter 11 Petition Date: May 20, 2010

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

Judge: Robert D. Drain

Debtor's Counsel: Gerard DiConza, Esq.
                  DiConza Law, P.C.
                  630 Third Avenue, Seventh Floor
                  New York, NY 10017
                  Tel: (212) 682-4940
                  Fax: (212) 682-4942
                  E-mail: gdiconza@dlawpc.com

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

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

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

The petition was signed by the Debtor.


PHARMOS CORP: Posts $491,000 Net Loss in Q1 Ended March 31
----------------------------------------------------------
Pharmos Corporation filed its quarterly report on Form 10-Q,
showing a net loss of $491,377 for the three months ended
March 31, 2010, compared with a net loss of $3,678,452 for the
same period of 2009.  Total operating expenses for the first
quarter of 2010 decreased by $3,068,521 or 87%, from $3,531,295 in
2009 to $462,774 in 2010.

The Company is not currently pursuing any clinical development
activities.  With limited cash resources, the strategy is to seek
a pharmaceutical partner with the appropriate GI clinical,
scientific and financial resources for further development of
Dextofisopam.

The Company's balance sheet as of March 31, 2010, showed
$4,022,695 in assets, $1,145,693 of liabilities, and $2,877,002 of
stockholders' equity.

As reported in the Troubled Company Reporter on March 3, 2010,
PricewaterhouseCoopers LLP, in New York, expressed substantial
doubt about the Company's ability to continue as a going concern
after auditing the Company's financial statements for the year
ended December 31, 2009.  The independent auditors noted that of
the Company's recurring losses from operations and accumulated
deficit of $209.8 million.

"Management believes that the current cash and cash equivalents,
totaling $3.9 million as of March 31, 2010, will be sufficient to
support our currently planned continuing operations through at
least December 31, 2011.  Without additional financing, there is
substantial doubt about our ability to continue as a going
concern.   The Company is actively seeking to sell non-core
assets.  Should we be unable to raise adequate financing or
generate revenue in the future, our operations will need to be
scaled back or discontinued."

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

               http://researcharchives.com/t/s?62cc

Iselin, New Jersey-based Pharmos Corporation is a
biopharmaceutical company that discovers and develops novel
therapeutics to treat a range of diseases of the nervous system,
including disorders of the brain-gut axis, with a focus on
pain/inflammation, and autoimmune disorders.  Dextofisopam is
Pharmos' lead product for diarrhea predominant irritable bowel
syndrome (IBS-d).


PHILADELPHIA NEWSPAPERS: Confirmation Hearing Set for June 24
-------------------------------------------------------------
Philadelphia Newspapers LLC will present at the confirmation
hearing on June 24 its Chapter 11 plan which is based on the sale
of the business to pre-bankruptcy secured lenders.

As reported by the Troubled Company Reporter on April 29, 2010,
Philadelphia Newspapers held an auction where, senior lenders'
$139 million offer emerged as the highest bid.  According to a
report by the Philadelphia Inquirer, the deal includes:

     $39.2 million in debt; and
     $69 million in cash equity, plus
     $30 million, as the estimated value for the purposes of the
         bankruptcy auction, of the Company's real estate

According to Bloomberg News, to confirm the plan, $22.3 million
must be spent to pay priority claims and expenses of the Chapter
11 case, including professional fees.  The secured lenders, owed
almost $319 million, are predicted to have a 36% recovery.  The
lenders are entitled to split $86 million cash.  In addition, they
receive title to real property where the newspapers operate.  The
real estate is estimated to be worth $29.5 million, for a
$115.5 million total recovery by the lenders.  The lenders waive
the deficiency claims resulting when the assets didn't have enough
value to cover their secured claims.  Lenders who provided
financing commitments for the auction elected to take equity
rather than cash.  As a result, at least $41 million will be
returned to the purchasers.  The holders of $110 million in pre-
bankruptcy unsecured mezzanine claims are slated for a 1.5%
recovery from 2.3% of the new equity and a sharing in recoveries
by a liquidating trust.  General unsecured creditors with $4.8
million in claims could recover nothing to 23%, the disclosure
statement says.

                   About Philadelphia Newspapers

Philadelphia Newspapers -- http://www.philly.com/-- owns and
operates numerous print and online publications in the
Philadelphia market, including the Philadelphia Inquirer, the
Philadelphia Daily News, several community newspapers, the
region's number one local Web site, philly.com, and a number of
related online products. The Company's flagship publications are
the Inquirer, the third oldest newspaper in the country and the
winner of numerous Pulitzer Prizes and other journalistic
recognitions, and the Daily News.

Philadelphia Newspapers and its debtor-affiliates filed for
Chapter 11 bankruptcy protection on February 22, 2008 (Bankr. E.D.
Pa. Case No. 09-11204).  Mark K. Thomas, Esq., and Paul V.
Possinger, Esq., at Proskauer Rose LLP in Chicago, Illinois; and
Lawrence G. McMichael, Esq., Christie Callahan Comerford, Esq.,
and Anne M. Aaronson, Esq., at Dilworth Paxson LLP, in
Philadelphia, Pennsylvania, serve as bankruptcy counsel.  The
Debtors' financial advisor is Jefferies & Company Inc.  The Garden
City Group, Inc., serves as claims and notice agent.

Ben Logan, Esq., at O'Melveny & Myers LLP in Los Angeles,
California; and Gary Schildhorn, Esq., at Eckert Seamans Cherin &
Mellott, LLC in Philadelphia, represent the Official Committee of
Unsecured Creditors.  Fred S. Hodara, Esq., Abid Qureshi, Esq.,
and Alexis Freeman, Esq., at Akin Gump Strauss Hauer & Feld LLP in
New York, represent the Steering Group of Prepetition Secured
Lenders.

Philadelphia Newspapers listed assets and debts of $100 million to
$500 million in its bankruptcy petition.


PINE HILL: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: Pine Hill Development, LLC
        C/O Broaderip Companies, LLC
        8937 E. Bell Road, Suite 101
        Scottsdale, AZ 85260

Bankruptcy Case No.: 10-02245

Chapter 11 Petition Date:

Court: U.S. Bankruptcy Court
       Southern District of Alabama (Mobile)

Judge: William S. Shulman

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

Estimated Assets: $0 to $10,000

Estimated Debts: $1,000,001 to $100,000,000

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

The petition was signed by Brent Broaderip, managing member.


PINEHURST BANK: Closed; Coulee Bank Assumes All Deposits
--------------------------------------------------------
Pinehurst Bank of St. Paul, Minn., was closed on Friday, May 21,
2010, by the Minnesota Department of Commerce, which appointed the
Federal Deposit Insurance Corporation as receiver.  To protect the
depositors, the FDIC entered into a purchase and assumption
agreement with Coulee Bank of La Crosse, Wis., to assume all of
the deposits of Pinehurst Bank.

The sole branch of Pinehurst Bank will reopen during normal
business hours as a branch of Coulee Bank.  Depositors of
Pinehurst Bank will automatically become depositors of Coulee
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 of Pinehurst
Bank should continue to use their existing branch until they
receive notice from Coulee Bank that it has completed systems
changes to allow other Coulee Bank branches to process their
accounts as well.

As of March 31, 2010, Pinehurst Bank had around $61.2 million in
total assets and $58.3 million in total deposits.  Coulee Bank
will pay the FDIC a premium of 1.33 percent to assume all of the
deposits of Pinehurst Bank.  In addition to assuming all of the
deposits of the failed bank, Coulee Bank agreed to purchase
essentially all of the assets.

Customers who have questions about today's transaction can call
the FDIC toll-free at 1-800-894-5183.  Interested parties also can
visit the FDIC's Web site at

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

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $6.0 million.  Coulee Bank's acquisition of all the
deposits was the "least costly" resolution for the FDIC's DIF
compared to all alternatives.  Pinehurst Bank is the 73rd FDIC-
insured institution to fail in the nation this year, and the sixth
in Minnesota.  The last FDIC-insured institution closed in the
state was Access Bank, Champlin, on May 7, 2010.


PLY GEM: S&P Upgrades Junk Corporate Credit Rating to 'B-'
----------------------------------------------------------
Standard & Poor's Ratings Services raised its (unsolicited)
corporate credit rating on Cary, N.C.-based Ply Gem Industries
Inc. to 'B-' from 'CCC+'.

S&P said, "At the same time, we raised the issue-level rating on
the company's senior secured notes due 2013 to'B-' (the same as
the corporate credit rating) from 'CCC+'.  The recovery rating
remains '4', reflecting the expectation for average (30% to 50%)
recovery for lenders in the event of payment default.  Also, we
raised the issue-level rating on the company's senior subordinated
notes due 2014 to 'CCC' from 'CCC-', with a recovery rating of
'6', reflecting the expectation for negligible (0% to 10%)
recovery for lenders in the event of a payment default.  The
rating outlook is stable.

"The ratings upgrade reflects our expectation that the company's
credit measures are likely to improve modestly over the next
several quarters to levels that we would consider more in line
with the 'B-' corporate credit rating," said Standard & Poor's
credit analyst Tobias Crabtree.  Specifically, a gradual recovery
in residential construction activity, albeit from 2009's
depressed level, should result in continued EBITDA improvement and
interest coverage likely to be maintained above its current level
of approximately 1x over the next several quarters.  In addition,
the expectation for improving credit metrics reflects a more than
$200 million reduction in outstanding debt and $13 million of
lower interest costs following its completed refinancing
transaction in January 2010.

S&P said, "Ply Gem manufactures exterior building products,
including siding, windows, and doors, for the residential
construction market, which are sold primarily in the U.S. and
Canada.  About 50% of Ply Gem's sales are to the less cyclical
repair and remodeling markets, which provides some stability.

"We expect end-market demand for Ply Gem's siding and window
products to modestly improve, albeit from depressed levels, in
2010 because of our expectations for a gradual recovery in
residential housing markets.  As a result, credit measures are
likely to improve to a level in line with the 'B-' rating.
Specifically, interest coverage is likely to be maintained above
1x over the next several quarters. We could take a positive rating
action if operating conditions improve more than expected due to a
more robust recovery in residential construction resulting in
sustained positive free cash flow generation and improved credit
metrics.  Specifically, if revenues were to increase 20% from 2009
and EBITDA margins exceed 15%, then leverage and interest coverage
would approach 6x and 1.5x, respectively.

"We could take a negative rating action if operating conditions do
not materially improve, which could result in reliance on the
company's asset-based revolving credit facility to fund operating
losses and possibly lead to reduced liquidity.  Specifically, this
could occur if EBITDA were to decline to a level insufficient to
service cash interest expense of approximately $110 million and
capital expenditures of approximately $15 million," said S&P.


POSTROCK ENERGY: Earns $38.7 Million in Q1 Ended March 31
---------------------------------------------------------
PostRock Energy Corporation filed its quarterly report on Form
10-Q, showing net income of $38.7 million on $31.3 million of
revenue for the three months ended March 31, 2010, compared to a
net loss of $79.0 million on $30.1 million of revenue for the same
period of 2009.

Oil and gas sales increased $4.9 million, or 21.8%, to
$27.1 million during the three months ended March 31, 2010, from
$22.3 million during the three months ended March 31, 2009.  This
increase was primarily due to an increase in average realized
natural gas prices which resulted in increased revenues of
$8.9 million, partially offset by lower production volumes, which
decreased revenue by $4.0 million.

Third party natural gas pipeline revenue decreased $3.6 million,
or 46.4%, to $4.2 million during the three months ended March 31,
2010, from $7.8 million during the three months ended March 31,
2009.  The decrease was primarily due to the loss of a significant
customer on the Company's interstate pipeline during the fourth
quarter of 2009 along with a decline in third-party volumes
transported on its Cherokee Basin gathering pipeline system.

Oil and gas production costs, which include lease operating
expenses, severance taxes and ad valorem taxes, increased
$100,000, or 1.1%, to $7.8 million during the three months ended
March 31, 2010, from $7.7 million during the three months ended
March 31, 2009.  The increase was primarily due to higher ad
valorem taxes of $1.2 million which was mostly offset by a
$1.1 million reduction in lease operating expense.  Production
costs were $1.61 per Mcfe for the three months ended March 31,
2010, as compared to $1.39 per Mcfe for the three months ended
March 31, 2009.

Pipeline operating expense decreased $400,000, or 5.9%, to
$6.7 million during the three months ended March 31, 2010, from
$7.1 million during the three months ended March 31, 2009.  The
decrease was a result of successful cost reduction efforts
primarily related to our Cherokee Basin gathering pipeline system.

General and administrative expenses increased $1.0 million, or
12.8%, to $8.9 million during the three months ended March 31,
2010, from $7.9 million during the three months ended March 31,
2009.  The increase is primarily due to an accrual for the
Company's estimate of lawsuit settlement costs offset by lower
variable compensation.  The Company reached an agreement in
principle to settle all of the federal securities lawsuits and are
awaiting preparation and execution of a formal settlement
agreement, which will be subject to Court approval.  The Company
is contributing $1.0 million to the proposed settlement of the
lawsuits and it has accrued additional sums to pay for anticipated
further costs in connection with the lawsuits.  There can be no
assurance that it will finalize the settlement agreement or that
the final settlement amount will equal the amount of the accrual.

Depreciation, depletion and amortization expense decreased
$10.8 million, or 67.1%, to $5.3 million during the three months
ended March 31, 2010, from $16.1 million during the three months
ended March 31, 2009.  The decrease was a result of an impairment
of the Company's oil and gas properties in the first quarter of
2009 totaling $102.9 million and an impairment of its pipeline
related assets during the fourth quarter of 2009 totaling
$165.7 million.

                        Management Comment

David C. Lawler, President and Chief Executive Officer of PostRock
said, "During the first quarter we executed on our development
plan in the Cherokee and Appalachian Basins, lowered lease
operating expense and reduced net debt while working to simplify
our capital structure.  Also during the period, we reached an
agreement in principle to settle all of the securities litigation
pending against our organization.  We are awaiting preparation and
execution of a formal settlement agreement, which will be subject
to Court approval."

"In the Cherokee Basin, we began completing our previously drilled
wells during the quarter and anticipate having 100 of these wells
on production by the end of the second quarter.  Cumulative
production from these newly completed wells is currently ahead of
our type curve and costs are below budget.  In the Marcellus Shale
play of the Appalachian Basin, we recently drilled three vertical
wells in Wetzel County, West Virginia and are participating in our
first horizontal Marcellus Shale well in Lewis County, West
Virginia.  In our interstate pipeline operations, we recently
completed a bi-directional interconnect with the Enogex system in
Oklahoma."

Adjusted EBITDA decreased $9.5 million, or 39.2%, to $14.7 million
during the three months ended March 31, 2010, from $24.2 million
during the three months ended March 31, 2009.  The decrease was
primarily driven by reduced realized gains on the Company's
derivative financial instruments as a result of lower volumes
hedged as well as reduced gas pipeline revenues.

Gain from derivative financial instruments increased $4.3 million
to $43.8 million for the three months ended March 31, 2010, from
$39.5 million for the three months ended March 31, 2009.  The
Company recorded a $37.0 million unrealized gain and $6.8 million
realized gain on its derivative contracts for the three months
ended March 31, 2010, compared to a $22.6 million unrealized gain
and $16.8 million realized gain for the three months ended
March 31, 2009.  Unrealized gains and losses are attributable to
changes in oil and natural gas prices and volumes hedged from one
period end to another.

As of March 31, 2010, PostRock had derivative positions that
provided price protection for roughly 12.3 Bcfe of its Cherokee
Basin natural gas production at an average price of $5.82 per Mcfe
for the remainder of 2010 and positions that protect prices on the
majority of its proved developed producing Cherokee Basin reserves
from 2011 to 2013 at increasing prices.

                         Liquidity Update

At March 31, 2010, PostRock's outstanding debt balance was
$327.8 million and total cash balance was $27.4 million.  During
the first quarter of 2010, the Company paid down $4.0 million of
debt under the Quest Cherokee Credit Agreement and borrowed
$1.4 million under its QRCP revolving line of credit.  In
April 2010, the Company paid down an additional $2.4 million of
debt and borrowed another $700,000 under its QRCP revolving line
of credit.  PostRock was in compliance with all of its financial
covenants as of March 31, 2010.

                          Balance Sheet

The Company's balance sheet as of March 31, 2010, showed
$327.8 million in assets and $378.6 million of liabilities, for a
stockholders' deficit of $50.8 million.

                          Going Concern

"We have incurred significant losses from 2003 through 2009,
mainly attributable to operations, the impairment of our assets,
legal restructurings, financings, the legal and operational
structure that existed prior to recombination, expenditures
resulting from the investigation related to the misappropriation
of funds by our former chief executive officer and our recent
recombination activities.  While we successfully negotiated
amendments to our various credit facilities allowing us to
accomplish the recombination, current payment obligations under
these facilities as of March 31, 2010, were $310.1 million, of
which $2.4 million was paid in April 2010 and $15.8 million will
be payable on July 11, 2010.  We and our financial advisor are
actively pursuing the refinancing of our credit facilities.  There
can be no assurance that we will be successful in these efforts,
which raises substantial doubt as to our ability to continue as a
going concern."

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://researcharchives.com/t/s?62e1

A full-text copy of the Company's earnings release is available
for free at http://researcharchives.com/t/s?62e

PostRock Energy Corporation (NASDAQ: PSTR) -- http://www.pstr.com/
-- is a vertically integrated independent energy company engaged
in the acquisition, exploration, development, production and
transportation of oil and natural gas in the Cherokee Basin, the
Appalachian Basin, and Central Oklahoma.  PostRock has over 2,800
wells and nearly 2,200 miles of natural gas gathering pipelines in
the Cherokee Basin.  The Company also owns and operates nearly 400
natural gas and oil producing wells and undeveloped acreage in the
Appalachian Basin of the northeastern United States and more than
1,100 miles of interstate natural gas transmission pipelines in
Oklahoma, Kansas, and Missouri.


PROSPERITY PARK: Case Summary & 2 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Prosperity Park, LLC
        1329 E Morehead St
        Suite 200
        Charlotte, NC 28204

Bankruptcy Case No.: 10-31399

Chapter 11 Petition Date: May 18, 2010

Court: United States Bankruptcy Court
       Western District of North Carolina (Charlotte)

Judge: J. Craig Whitley

Debtor's Counsel: Joseph W. Grier, III, Esq.
                  Grier, Furr & Crisp, P.A.
                  101 N. Tryon Street, Suite 1240
                  One Independence Center
                  Charlotte, NC 28246
                  Tel: (704) 332-0201
                  Fax: (704) 332-0215
                  E-mail: jgrier@grierlaw.com

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

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

A list of the Company's 2 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/ncwb10-31399.pdf

The petition was signed by Sarah B. Fisher, manager.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
10210 Prosperity Park Drive, LLC


PROVIDENT ROYALTIES: Ballots for Liquidating Plan Due May 28
------------------------------------------------------------
The Securities Law Firm of Klayman & Toskes, P.A., representing
numerous aggrieved investors throughout the nation, advises all
Provident Royalties investors who received a ballot for accepting
or rejecting the Fourth Amended Consolidated Plan of Liquidation,
that the ballot must be received by EPIQ Bankruptcy Solutions by
May 28, 2010.  Eligible voters should be aware that they have the
right to pursue their own claims, rather than assign them to the
PR Liquidating Trust.  An investor who submits their ballot but
fails to exercise the opt-out election will automatically assign
to the PR Liquidating Trust their individual claims they may have
against their brokerage firm or financial advisor who placed them
in the Provident investment, and will be barred from bringing an
individual action.

K&T strongly encourages eligible voters who purchased Provident
Royalties from a full-service brokerage firm and FINRA member, and
sustained damages of $200,000 or more, to consider filing an
individual arbitration claim instead of assigning their rights
away.  By assigning your causes of action and claims to the PR
Liquidating Trust, any future lawsuit brought by the Trust to
recover Provident losses will most likely be filed as a class
action or mass action.  However, by participating in a class
action or mass action lawsuit, an investor may only recover a
nominal amount.  If one has experienced significant losses in
Provident Royalties, and purchased the investment from a full-
service brokerage firm, it may be more beneficial for them to file
an individual securities arbitration claim.  In 2003, K&T
conducted a detailed study of securities arbitration versus class
action. The study concluded that investors who file a securities
arbitration claim traditionally obtain an overall higher rate of
recovery as opposed to participating in a class action lawsuit.

Under NASD Rules, brokerage firms have an obligation to conduct a
reasonable investigation of the issuer and the securities they
recommend in offerings made under the SEC's Regulation D under the
Securities Act of 1933, also known as private placements.
Provident Royalties securities were private placements.
Regulation D provides exemptions from the registration
requirements of Section 5 under the Act.  Regulation D
transactions, however, are not exempt from the antifraud
provisions of the federal securities laws.  A brokerage firm has a
duty -- enforceable under federal securities laws and FINRA rules
-- to conduct a reasonable investigation of securities that it
recommends, including those sold in a Regulation D offering.
Failure to comply with this duty gives rise to an individual cause
of action against the brokerage firm who sold the product to the
customer.

Provident Royalties investors who received a ballot for accepting
or rejecting the Fourth Amended Consolidated Plan of Liquidation
can contact K&T to explore their legal rights and options.  The
attorneys at K&T are dedicated to pursuing claims on behalf of
investors who have suffered investment losses.  K&T, an
experienced, qualified and nationally recognized securities
litigation law firm, practices exclusively in the field of
securities arbitration and litigation.  It continues its
representation of investors throughout the world in securities
arbitration and litigation matters against major Wall Street
brokerage firms.

If you sustained losses of $200,000 or more in Provident
Royalties, or would like to discuss your options relating to the
Plan of Liquidation, please contact Steven D. Toskes, Esquire or
Jahan K. Manasseh, Esquire of Klayman & Toskes, P.A., at 888-997-
9956 or visit us on the web at http://www.nasd-law.com/


RATHGIBSON INC: Wins Confirmation of Sale-Based Chapter 11 Plan
---------------------------------------------------------------
On May 21, 2010, the Bankruptcy Court confirmed the modified third
amended joint chapter 11 plan of RathGibson Inc., et al.

The Plan included the sale of substantially all of the assets of
RathGibson, Inc., and its domestic affiliates at an auction held
on May 19, 2010.  The sale also includes the assumption of certain
liabilities including the payment obligations for known unpaid
pre-bankruptcy filing trade claims.

"We have made significant progress and anticipate concluding the
Chapter 11 process in a manner that substantially delivers the
business through a sale to a well-capitalized group of investors.
The new RathGibson will be an even stronger business.  We
anticipate all of the known post-filing obligations will be paid
in full, including payment to suppliers and vendors for all goods
and services that were provided after the filing," said Mike
Schwartz, President and Chief Executive Officer.

"We want to thank our customers, suppliers and employees whose
support in recent months has enabled us to operate in a business
as usual mode with a strong focus on meeting the needs of our
customers," Mr. Schwartz added.

According to Bloomberg News, RathGibson presented the Plan for
confirmation at a hearing on May 21 where the agenda says the Plan
is unopposed.  All creditor groups voted in favor of the Plan.

Bloomberg relates that to buy the business, no one bid against the
$93 million cash offer from a group including some of the existing
secured lenders and holders of 70% of the $209.5 million in 11.25
percent unsecured notes.  The sale finances the plan incorporating
a settlement with creditor groups.  The original plan was
negotiated with holders of 73% of the senior unsecured notes
before the Chapter 11 filing in July.

                       About RathGibson Inc.

Headquartered in Lincolnshire, Illinois, RathGibson Inc. --
http://www.RathGibson.com/, http://www.GreenvilleTube.com/
and http://www.ControlLine.com/-- is a worldwide manufacturer of
highly engineered stainless steel, nickel, and titanium tubing for
diverse industries such as chemical, petrochemical, energy --
power generation, energy -- oil and gas, food, beverage,
pharmaceutical, biopharmaceutical, medical, biotechnology, and
general commercial.

Manufacturing locations include: Janesville, Wisconsin, North
Branch, New Jersey, Clarksville, Arkansas (Greenville Tube), and
Marrero, Louisiana (Mid-South Control Line).  In addition to the
sales offices in Janesville, North Branch, and Marrero, RathGibson
has also strategically placed sales offices in Houston, Texas,
USA; Shanghai, China; Manama, Bahrain; Melbourne, Australia;
Seoul, Republic of Korea; Mumbai, India; Singapore; Vienna,
Austria; and Buenos Aires, Argentina.

RathGibson, Inc., together with three affiliates, filed for
Chapter 11 on June 13, 2009 (Bankr. D. Del. Case No. 09-12452).
Attorneys at Young, Conaway, Stargatt & Taylor and Willkie Farr &
Gallagher LLP serve as co-counsel.  Jefferies & Company Inc. and
Mesirow Financial Consulting LLC have been hired as financial
advisors.  Kelley Drye & Warren LLP serves as special corporate
counsel.  Garden City Group is claims and notice agent.  The
petition says that Rathgibson has assets and debts of $100 million
to $500 million.

Scott Welkis, Esq., Kristopher M. Hansen, Esq., and Jayme T.
Goldstein, Esq., at Stroock & Stroock & Lavan represent Wilmington
Trust FSB, as administrative agent, and an ad hoc committee of
certain holders of Senior Notes.  Attorneys at Richards, Layton &
Finger P.A., also represent the ad hoc noteholders committee.


REAL ESTATE ASSOCIATES LTD VII: Posts $223,000 Net Loss in Q1 2010
------------------------------------------------------------------
Real Estate Associates Limited VII filed its quarterly report on
Form 10-Q, showing a net loss of $223,000 on zero revenue for the
three months ended March 31, 2010, compared with a net loss of
$217,000 on $1,000 of interest income for the same period of 2009.

The Company's balance sheet as of March 31, 2010, showed
$1,530,000 in assets and $21,207,000 of liabilities, for a
partners' deficit of $19,677,000

As reported in the Troubled Company Reporter on April 12, 2010,
Ernst & Young LLP, in Greenville, South Carolina, expressed
substantial doubt about the Partnership's ability to continue as a
going concern.  The independent auditors noted that the
Partnership continues to generate recurring operating losses.  In
addition, notes payable and related accrued interest totaling
roughly $16,195,000 are in default due to non-payment.

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

               http://researcharchives.com/t/s?62e5

Real Estate Associates Limited VII is a limited partnership which
was formed under the laws of the State of California on May 24,
1983.  On February 1, 1984, the Partnership offered 2,600 units
consisting of 5,200 limited partnership interests and warrants to
purchase a maximum of 10,400 additional limited partnership
interests through a public offering managed by E.F. Hutton Inc.
The Partnership received $39,000,000 in subscriptions for units of
limited partnership interests (at $5,000 per unit) during the
period from March 7, 1984 to June 11, 1985.

The Partnership will be dissolved only upon the expiration of 50
complete calendar years -- December 31, 2033 -- from the date of
the formation of the Partnership or the occurrence of various
other events as specified in the Partnership agreement.  The
principal business of the Partnership is to invest, directly or
indirectly, in other limited partnerships which own or lease and
operate Federal, state and local government-assisted housing
projects.

The general partners of the Partnership are National Partnership
Investments Corp., a California Corporation, and National
Partnership Investments Associates II.  The business of the
Partnership is conducted primarily by NAPICO, a subsidiary of
Apartment Investment and Management Company, a publicly traded
real estate investment trust.

The Partnership holds limited partnership interests in 11 local
limited partnerships as of both March 31, 2010, and December 31,
2009.  The Partnership also holds a general partner interest in
Real Estate Associates IV, which, in turn, holds limited
partnership interests in nine additional Local Limited
Partnerships; therefore, the Partnership holds interests, either
directly or indirectly through REA IV, in twenty (20) Local
Limited Partnerships.  The general partner of REA IV is NAPICO.
The Local Limited Partnerships own residential low income rental
projects consisting of 1,387 apartment units at both March 31,
2010, and December 31, 2009.  The mortgage loans of these projects
are payable to or insured by various governmental agencies.


RED DISPOSAL: Organizational Meeting to Form Panel on May 25
------------------------------------------------------------
Roberta A. DeAngelis, Acting United States Trustee for Region 3,
will hold an organizational meeting on May 25, 2010, at 1:00 p.m.
in the bankruptcy case of Red Disposal, LLC.  The meeting will be
held at J. Caleb Boggs Federal Building, 844 King Street, Room
5209 in Wilmington, Delaware 19801.

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.

Red Disposal, LLC, filed for Chapter 11 bankruptcy protection on
April 16, 2010 (Bankr. D. Del. Case No. 10-11281).


RENAL ADVANTAGE: S&P Assigns 'B' Corporate Credit Rating
--------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Brentwood, Tenn.-based Renal Advantage Holdings
Inc.

S&P said, "At the same time, we assigned our 'B' senior secured
debt rating to the company's proposed $60 million revolving credit
facility maturing in 2015 and $245 million term loan facility
maturing in 2016 with a recovery rating of '3', indicating the
prospects for meaningful (50%-70%) recovery in the event of
payment default.  The rating outlook is stable."

"The speculative-grade ratings reflect Renal Advantage Holdings
Inc.'s dependence on the treatment of a single disease; exposure
to potential adverse changes in payor mix and reimbursement;
relative size disadvantage compared to the largest companies in
the dialysis sector; and a shareholder friendly financial policy,"
said Standard & Poor's credit analyst Jack Harcourt.

S&P said, "Acquisitions have played a major role in Renal
Advantage's growth.  The company was originally created in October
2005 to acquire 70 facilities divested by DaVita Inc.  The company
followed up with another sizable acquisition, National Renal
Alliance, in December 2008, adding 45 clinics to the company's
network, which now, combined with several small acquisitions,
totals 149 clinics.  Renal Advantage's size and geographic
diversity represent advantages over some smaller companies in this
sector, i.e., U.S. Renal Care and American Renal Holdings, but
Renal Advantage remains considerably smaller than the two dominant
players in the sector, DaVita Inc., and the U.S. operations of
Fresenius.  Although competition takes place essentially on a
local basis, size and scale are relevant as companies in this
sector respond to a wide range of commercial and regulatory
challenges."


RENAL ADVANTAGE: Moody's Assigns 'B2' Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service assigned a B2 Corporate Family and
Probability of Default Rating to Renal Advantage Holdings, Inc.
Moody's also assigned a Ba3 (LGD2, 29%) rating to the company's
proposed senior secured credit facilities, consisting of a
$60 million revolving credit facility and a $245 million term
loan.  The rating outlook is stable.

Moody's understands that the proceeds of the facility will be used
to refinance the company's existing term loan, fund the near term
maturity of a portion of the PIK seller notes and pay a dividend
of up to $80 million to shareholders, including Welsh Carson
Anderson & Stowe and members of management.

Renal Advantage's B2 Corporate Family Rating reflects the
considerable financial leverage of the company, which is expected
to increase as a result of the proposed dividend and refinancing.
The rating also reflects risks associated with the company's focus
on the dialysis services marketplace and its high concentration of
revenues from government based programs, which are subject to a
change in reimbursement methodology beginning January 1, 2011.
However, Moody's also considered the company's improvement in
operations since its inception.  The ratings also reflect the
relatively stable business profile characterized by increasing
incidences of end stage renal disease (ESRD) and the medical
necessity of the service provided.

The summary of ratings assigned includes:

- $60 million senior secured revolving credit facility due 2015,
   Ba3 (LGD2, 29%)

- $245 million senior secured term loan due 2016, Ba3 (LGD2, 29%)

- Corporate Family Rating, B2

- Probability of Default Rating, B2

Moody's had not previously maintained public ratings on Renal
Advantage.

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

Headquartered in Brentwood, TN, Renal Advantage is a provider of
outpatient dialysis services to patients with chronic kidney
failure. As of the end of 2009, Renal Advantage is the third
largest for-profit outpatient dialysis provider with 149 centers
and one laboratory in 19 states. The company recognized
approximately $476 million in revenue for the twelve months ended
March 31, 2010.


RHI ENTERTAINMENT: Incurs $22.8 Million Net Loss in Q1 2010
-----------------------------------------------------------
RHI Entertainment, Inc., filed its quarterly report on Form 10-Q,
showing a net loss of $22.8 million on $8.4 million of revenue for
the three months ended March 31, 2010, compared with a net loss of
$12.7 million on $13.0 million of revenue for the same period of
2009.

The Company's balance sheet as of March 31, 2010, showed
$573.9 million in assets and $829.0 million of liabilities, for a
stockholders' deficit of $255.1 million.

As reported in the Troubled Company Reporter on April 1, 2010,
KPMG LLP, in New York, expressed substantial doubt about the
Company's ability to continue as a going concern in its report on
the Company's 2009 financial statements.  The independent auditors
noted that the Company has incurred losses from operations and net
operating cash outflows in each of the past four years, has an
accumulated deficit, is in default of covenants of its debt
agreements and is unable to pay some of its obligations as they
come due.

At March 31, 2010, the Company has an accumulated deficit of
$310.1 million.

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

               http://researcharchives.com/t/s?62df

Based in New York, RHI Entertainment, Inc. develops, produces and
distribute new made-for-television movies, mini-series and other
television programming worldwide.


RICHARD J HINDIN: Four Stars Approved to Sell Personal Property
---------------------------------------------------------------
The Hon. Stephen S. Mitchell of the U.S. Bankruptcy Court for the
Eastern District of Virginia authorized Richard J. Hindin to sell
his personal property out of the ordinary course of business.

The Court authorized Four Sales, Ltd. to market and sell the
personal property of the estate, and in the event of a successful
transaction, Four Sales will receive a commission of 30% of the
gross proceeds received from any sale.

The Debtor is also authorized to pay to Christine Hindin 30% of
any net amounts received from the sale of the property.

McLean, Virginia-based Richard J. Hindin filed for Chapter 11 on
November 27, 2009 (Bankr. E.D. Va. Case No. 09-19741.)  Stephen W.
Nichols, Esq. at Cooter, Mangold, Deckelbaum & Karas, LLP
represents the Debtor in his restructuring effort.  In his
petition, the Debtor listed assets and debts both ranging from
$10,000,001 to $50,000,000.


RICKEY JOHNSON: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Joint Debtors: Rickey Linn Johnson
               Amber Lea Johnson
                 dba Johnson Properties
                     Mighty Mini Storage
                       aka Mighty Mini Self Storage
                     Storage Solutions
                     Chestnut Hill Mobile Home Park
                     Brush Creek Mobile Home Park
                       aka Little Brush Creek Mobile Home Park
                     Hwy 58 Apartments
                     Hunter Hills Mobile Home Community
                     Noel Cove Trailer Park
                       aka Noel Trailer Park
                     Wendilea Apartments
                     Hillcrest Mobile Home Park
               P.O. Box 23285
               Chattanooga, TN 37422

Bankruptcy Case No.: 10-12941

Chapter 11 Petition Date: May 20, 2010

Court: United States Bankruptcy Court
       Eastern District of Tennessee (Chattanooga)

Judge: John C. Cook

Debtor's Counsel: Kyle R. Weems, Esq.
                  744 McCallie Avenue, Suite 520
                  Chattanooga, TN 37403
                  Tel: (423) 624-1000
                  E-mail: weemslaw@earthlink.net

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.

The petition was signed by the Joint Debtors.


RIVERHEAD PARK: Court Sets June 1 as Claims Bar Date
----------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of New York has
established June 1, 2010, as the last day for any individual or
entity to file proofs of claim against Riverhead Park Corp.

Proofs of claim must be filed at:

     U.S. Bankruptcy Court
     Alfonse M. D'Amato U.S. Courthouse
     290 Federal Plaza
     Central Islip, NY 11722

The Debtor is represented by:

     Harold M. Somer, Esq.
     Harold M. Somer, PC
     1025 Old Country Road, Suite 404
     Westbury, NY 11590
     Tel: (516) 248-8962

Riverhead, New York-based Riverhead Park Corp. operates a real
estate business.  The Company filed for Chapter 11 on Oct. 27,
2009 (Bankr. E.D.N.Y. Case No. 09-78152).  According to the
Debtor's schedules, it has assets of $10,020,000, and total
debts of $5,995,696.


RM HOTELS: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: RM Hotels, Inc.
        2100 Parklake Drive, N.E.
        Atlanta, GA 30345-2824

Bankruptcy Case No.: 10-74708

Chapter 11 Petition Date: May 18, 2010

Court: U.S. Bankruptcy Court
       Northern District of Georgia (Atlanta)

Judge: C. Ray Mullins

Debtor's Counsel: Frank B. Wilensky, Esq.
                  Macey, Wilensky, Kessler & Hennings, LLC
                  Suite 2700, 230 Peachtree Street, NW
                  Atlanta, GA 30303-1561
                  Tel: (404) 584-1200
                  Fax: (404) 681-4355
                  E-mail: smcconnell@maceywilensky.com

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

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

The petition was signed by R. C. Patel, chief executive officer.

Debtor's List of 20 Largest Unsecured Creditors:

        Entity                      Nature of Claim   Claim Amount
        ------                      ---------------   ------------
BB&T Swap Payment                   Interest Rate         $330,876
Funds Management Group              Swap Agreement
200 West 2nd Street
Winston Salem, NC 27101-4019

Fulton County Tax Commissioner      --                    $125,000
141 Pryor Street
Atlanta, GA 30303

City of College Park                --                     $87,898
P.O. Box 87137
Atlanta, GA 30337

Supreme Hospitality Supply          --                     $24,232

US Foodservice                      --                      $3,566

Georgia Natural Gas                 --                      $2,946

Microtel Systems                    --                      $2,888

Tacc, Inc.                          --                      $2,284

North American Security             --                      $1,574
GRT Systems, Inc.

Home Depot Supply                   --                      $1,165

Zep Manufacturing Co.               --                        $881

D & H Services                      --                        $803

Treadmill Doctor                    --                        $705

Hill Manufacturing Co.              --                        $675

Mobile Mini                         --                        $640

Partners Elevator Service, Inc      --                        $585

Royal Cup                           --                        $311

USA Today                           --                        $279

Muzak                               --                         $77

Waste Management                    --                         $71


ROSEVILLE PARTNERS: Case Summary & 3 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Roseville Partners Limited Partnership,
        A Nevada Limited Partnership
        7785 W. Sahara Avenue, Suite 100
        Las Vegas, NV 89117

Bankruptcy Case No.: 10-19237

Chapter 11 Petition Date: May 19, 2010

Court: U.S. Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Linda B. Riegle

Debtor's Counsel: Timothy P. Thomas, Esq.
                  Law Offices of Timothy P. Thomas, LLC
                  8670 W. Cheyenne Avenue #120
                  Las Vegas, NV 89129
                  Tel: (702) 227-0011
                  Fax: (702)227-0015
                  E-mail: tthomas@tthomaslaw.com

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

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

According to the schedules, the Company says that assets total
$1,250,000 while debts total $805,531.

A copy of the Company's list of 3 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/nvb10-19237.pdf

The petition was signed by Tom Lea, managing partner.


ROTHSTEIN ROSENFELDT: Warren Sapp Seeks to Recover Investment
-------------------------------------------------------------
Retired NFL superstar defensive tackle Warren Sapp, who won a
Super Bowl with the Tampa Bay Buccaneers in 2002, has strapped on
his litigation pads to try to reclaim more than $102,000 he
invested with now-disgraced Scott W. Rothstein, according to
Bankruptcy Law360.

Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler
PA, has been suspected of running a $1.2 billion Ponzi scheme.
U.S. authorities claimed in a civil forfeiture lawsuit filed
November 9, 2009, that Mr. Rothstein, the firm's former chief
executive officer, sold investments in non-existent legal
settlements.  Mr. Rothstein pleaded guilty to five counts of
conspiracy and wire fraud on January 27, 2010.

Creditors of Rothstein Rosenfeldt Adler signed a petition sending
the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No.
09-34791).  The petitioners include Bonnie Barnett, who says she
lost $500,000 in legal settlement investments; Aran Development,
Inc., which said it lost $345,000 in investments; and trade
creditor Universal Legal, identified as a recruitment firm, which
said it is owed $7,800.  The creditors alleged being owed money
invested in lawsuit settlements.

Herbert M. Stettin, the state-court appointed receiver for
Rothstein Rosenfeldt, was officially carried over as the
Chapter 11 trustee in the involuntary bankruptcy case.


SAKHAWAT JAFFERY: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Sakhawat Jaffery
        1375 Civic Center Dr. #15
        Santa Clara, CA 95050

Bankruptcy Case No.: 10-55196

Chapter 11 Petition Date: May 19, 2010

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

Judge: Arthur S. Weissbrodt

Debtor's Counsel: Sunita Kapoor, Esq.
                  Law Offices of Sunita Kapoor
                  4115 Blackhawk Plaza Circle #100
                  Danville, CA 94506
                  Tel: (925) 736-2324

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

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

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

The petition was signed by Sakhawat Jaffery.


SAWGRASS MEDICAL: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Sawgrass Medical Day Spa, LLC
        6000 B-1 Sawgrass Village Circle
        Ponte Vedra Beach, FL 32082

Bankruptcy Case No.: 10-04285

Chapter 11 Petition Date: May 19, 2010

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

Judge: Paul M. Glenn

Debtor's Counsel: Nina M. LaFleur, Esq.
                  P.O. Box 861128
                  St. Augustine, FL 32086-1128
                  Tel: (904) 797-7995
                  Fax: (904) 797-7996
                  E-mail: nina@lafleurlaw.com

Scheduled Assets: $1,320,100

Scheduled Debts: $1,376,925

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

The petition was signed by Daniel M. Calloway, M.C., managing
member.


SERVICEMASTER CO: Bank Debt Trades at 7% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which The ServiceMaster
Co. is a borrower traded in the secondary market at 93.39 cents-
on-the-dollar during the week ended Friday, May 21, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 1.17
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 196 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.


SHORELINE GRADING: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Shoreline Grading, Inc.
        123 Bartlett Avenue
        West Creek, NJ 08092

Bankruptcy Case No.: 10-25344

Chapter 11 Petition Date: May 19, 2010

Court: U.S. Bankruptcy Court
       District of New Jersey (Trenton)

Judge: Michael B. Kaplan

Debtor's Counsel: Morris S. Bauer, Esq.
                  Norris McLaughlin & Marcus, PA
                  P.O. Box 5933
                  Bridgewater, NJ 08807-5933
                  Tel: (908) 722-0700
                  Fax: (908) 722-0755
                  E-mail: msbauer@nmmlaw.com

Estimated Assets: $0 to $50,000

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

A copy of the Company's list of 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/njb10-25344.pdf

The petition was signed by Joseph Filoon Jr., president.


SIEGFRIED K. HOLZ: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Siegfried K. Holz, M.D., P.A.
        3830 S. Florida Avenue
        Lakeland, FL 33813

Bankruptcy Case No.: 10-11839

Chapter 11 Petition Date: May 18, 2010

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

Debtor's Counsel: Richard J. McIntyre, Esq.
                  McIntyre, Panzarella, Thanasides & Eleff
                  6943 East Fowler Avenue
                  Temple Terrace, FL 33617
                  Tel: (813) 899-6059
                  Fax: (813) 899-6069
                  E-mail: rich@mcintyrefirm.com

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

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

According to the schedules, the Company says that assets total
$1,584,598 while debts total $1,832,946.

A copy of the Company's list of 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/flmb10-11839.pdf

The petition was signed by Siegfried K. Holz, M.D., president.


SIMPLE SOLAR: Files For Chapter 11 Bankruptcy in Colorado
---------------------------------------------------------
Alicia Wallace at Camera Business reports that Simple Solar
Systems LLC filed for Chapter 11 in the U.S. Bankruptcy Court for
the District of Colorado, listing assets of between $500,000 and
$1 million, and $1 million and $10 million.

The filing will allow the Company to reorganize its debts and
emerge from bankruptcy.

Simple Solar Systems LLC sells and installs photovoltaic systems
for residential and commercial uses.


SIRIUS XM: Posts $41 Million Net Income for March 31 Quarter
------------------------------------------------------------
Sirius XM Radio Inc. filed its quarterly report on Form 10-Q,
showing net income of $41.5 million on $663.7 million of total
revenue for the three months ended March 31, 2010, compared with a
net loss of $52.6 million on $586.9 million of total revenue for
the same period a year earlier.

The Company's balance sheet at March 31, 2010, shows $7.7 billion
in total assets and $7.5 in billion total liabilities, for a
$152.0 million of total stockholders' equity.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?62ed

                       About Sirius XM Radio

Based in New York, Sirius XM Radio Inc. has two principal wholly
owned subsidiaries, XM Satellite Radio Holdings Inc. and Satellite
CD Radio Inc.  XM Satellite Radio Holdings Inc. owns XM Satellite
Radio Inc., the operating company for the XM satellite radio
service.  Satellite CD Radio Inc. owns the Federal Communications
Commission license associated with the SIRIUS satellite radio
service.  XM Satellite Radio Inc. owns XM Radio Inc., the holder
of the FCC license associated with the XM satellite radio service.

In July 2008, the Company's wholly owned subsidiary, Vernon Merger
Corporation, merged with and into XM Satellite Radio Holdings Inc.
and, as a result, XM Satellite Radio Holdings Inc. became Sirius'
wholly owned subsidiary.

As of December 31, 2009, the Company had total assets of
$7.263 billion against total liabilities of $7.226 billion.

                           *     *     *

Sirius carries (i) a 'B' corporate credit rating from Standard &
Poor's and (ii) 'Caa1' corporate family rating and 'B3'
probability of default rating from Moody's.


SMURFIT-STONE: Compromises Realty Southwest & RSW Dallas Claims
---------------------------------------------------------------
Smurfit-Stone Container Corp. and its units sought and obtained
the Bankruptcy Court's authority to compromise certain claims
filed by Realty Southwest Limited Partnership and RSW Dallas
Limited Partnership.

As of the Petition Date, Debtor Smurfit-Stone Container
Enterprises, Inc., was a party to certain leases of non-
residential real property with RSW and, pursuant to the Court's
order authorizing the Debtors to reject executory contracts and
unexpired leases, the Debtors rejected three leases of non-
residential real property with RSW LP and one lease of non-
residential property with RSW Dallas.  Subsequently, the Debtors
also rejected an additional lease of non-residential real
property with RSW LP.

As a result of the rejections, RSW filed these general unsecured
claims against Smurfit-Stone Container Corporation and SSCE:

  -- Claims Nos. 9954 and 9955 for $1,761,239;
  -- Claims Nos. 9956 and 9957 for $726,666; and
  -- Claims Nos. 13081 and 13082 for $1,135,774.

The Parties mutually agreed that the Claims will be resolved
according to these terms:

  * Claim No. 9955 will be reduced to $1,532,319 and will be an
    allowed general unsecured claim;

  * Claim No. 9957 will be reduced to $693,946 and will be an
    allowed general unsecured claim;

  * Claim No. 13081 will be reduced to $1,073,735 and will be an
    allowed general unsecured claim; and

  * Claims Nos. 9954, 9956, and 13082 will be disallowed and
    expunged.

All allowed claims will be treated in accordance with the
Debtors' Chapter 11 Plan of Reorganization.

The Parties' Agreement was approved by the Court after Robert S.
Brady, Esq., at Young Conaway Stargatt & Taylor LLP, in
Wilmington, Delaware, certified that there were no objections
filed as of March 26, 2010.

                      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.  PricewaterhouseCoopers
LLC, serves as the Debtors' financial and investment consultants.
Lazard Freres & Co. LLC acts as the Debtors' investment bankers.
Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and
claims agent.

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


SMURFIT-STONE: Creditors Seek Estimation of Liquidated Claims
-------------------------------------------------------------
W.W. Grainger, Inc., and Acklands-Grainger, Inc., ask the
Bankruptcy Court for an estimation of their liquidated claims.

Grainger filed claims against Smurfit-Stone Container Enterprises
and Cameo Container Corporation.  Each Grainger Claim aggregates
not less than $921,225 and was comprised of (i) a reclamation
demand aggregating $372,250 for the value of goods shipped within
45 days of the Petition Date, (ii) a liquidated claim pursuant to
Section 503(b)(9) of the Bankruptcy Code aggregating $131,303 for
goods shipped by Grainger to the Debtors within 20 days of the
Petition Date and (iii) a liquidated general unsecured claim
aggregating $548,975 for other goods shipped by Grainger to the
Debtors prior to the Petition Date.

Acklands filed claims against Cameo Container Corporation and
their Canadian affiliates.  Each Acklands Claim aggregates not
less than $48,394 and was comprised of (i) a liquidated claim
pursuant to Section 503(b)(9) of the Bankruptcy Code aggregating
$21,296 for goods shipped by Grainger to the Debtors within 20
days of the Petition Date and (ii) a liquidated general unsecured
claim aggregating $27,098 for other goods shipped by Grainger to
the Debtors prior to the Petition Date.

Pursuant to Section 8.16.5 of the Plan, any claim that is filed
or scheduled as an unliquidated or contingent claim will be
disallowed as of the Confirmation Date unless the holder files a
motion seeking the allowance or estimation of the claim at least
20 days prior to the Confirmation Hearing.

David M. Powlen, Esq., at Barnes & Thornburg LLP, in Wilmington,
Delaware -- david.powlen@btlaw.com -- contends that despite the
Claims' liquidated status, the Claims Agent has designated the
Claims as "claimed partially liquidated" due to the "not less
than" language appearing on the cover sheet of each of the
Claims.

In a separate filing, the People of the State of California also
ask the Court to have their claims estimated at $1,000,000 each.

California previously filed Claim No. 4857 against Smurfit-Stone
Container Corporation, and Claim No. 4856 against Smurfit-Stone
Container Enterprises, Inc.

The Debtors subsequently filed a non-substantive objection to
have Claim No. 4857 reassigned as a wrong debtor claim to case
number 09-10236.

The claims filed by California are based on the Debtors' business
conduct in Monterey County, California prior to the Petition
Date.  It is claimed that the Debtors violated numerous statutes
and regulations related to the handling and reporting of work-
related injuries and claims of its employees.

In separate filings, two other creditors make the same requests
as Grainger, Acklands, and California.

Teamsters District Council No. 2, a labor organization seeks to
have its claim allowed.  Teamsters' claims are divided into two
portions:  $2,197,078 for non-pension obligations and $49,955,440
for pension obligations.  The Obligations arise under certain
collective bargaining agreements or federal labor laws prior to
the Petition Date.

American Premier Underwriters, Inc., seeks to have its claim
estimated and allowed for $4,000,000.

     Debtors Ask Court to Approve Settlement With California

The Debtors ask the Court to approve a settlement they entered
into with California, which grants California relief from the
automatic stay to file a complaint against SSCC and SSCE in the
Superior Court of the State of California for the County of
Monterey and authorizes the Debtors to compromise the claims of
California and make immediate payment.

Upon entry of a final judgment, the Debtors will pay these
amounts:

  -- $100,000 to the Monterey County District Attorney's Office
     as civil penalties;

  -- $4,293 to the Monterey D.A.'s office as share of
     restitution payable to alleged victims; and

  -- $710 to the Monterey County Superior Court as first
     appearance fees.

                      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.  PricewaterhouseCoopers
LLC, serves as the Debtors' financial and investment consultants.
Lazard Freres & Co. LLC acts as the Debtors' investment bankers.
Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and
claims agent.

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


SMURFIT-STONE: CCAA Stay Order Extended Until July 15
-----------------------------------------------------
Smurfit-Stone Canada Inc. and its affiliates sought and obtained
an order from the Honorable Justice J. Pepall at the Superior
Court of Justice (Commercial List) for the Province of Ontario,
in Canada, further extending the stay of proceedings through
July 15, 2010.

Sean F. Dunphy, Esq., at Stikeman Elliot LLP, in Ontario, Canada,
relates that since the granting of the initial order extending
the stay, the CCAA Entities have worked diligently to stabilize
their operations and with the assistance of the DIP Credit
Agreement, they have been able to reassure customers and
suppliers, and maintain operations.

Mr. Dunphy tells the Superior Court that the CCAA Entities have
acted and continue to act in good faith and with due diligence.
He explains that an extension of the stay of proceedings to
July 15, 2010, is necessary in order to implement the Joint
Chapter 11 Plan of Reorganization for Smurfit-Stone Container
Corporation and its debtor subsidiaries and Plan of Compromise
and Arrangement for Smurfit-Stone Container Canada, Inc., and
affiliated Canadian Debtors.

                      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.  PricewaterhouseCoopers
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)


SONGBIRD ENTERPRISES: Case Summary & 3 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Songbird Enterprises, Inc.
        350 Transport Drive
        Algood, TN 38506

Bankruptcy Case No.: 10-05375

Chapter 11 Petition Date: May 20, 2010

Court: U.S. Bankruptcy Court
       Middle District of Tennessee (Cookeville)

Judge: Keith M. Lundin

Debtor's Counsel: Paul E. Jennings
                  Paul E. Jennings Law Offices, P.C.
                  805 South Church Street, Suite 3
                  Murfreesboro, TN 37130
                  Tel: (615) 895-7200
                  Fax: (615) 895-7294
                  E-mail: paulejennings@bellsouth.net

Estimated Assets: $0 to $50,000

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

A copy of the Company's list of 3 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/tnmb10-05375.pdf

The petition was signed by Billy Michael Martin, president.


SONICBLUE INC: Judge Orders Admiral to Return D&O Policy Premiums
-----------------------------------------------------------------
A federal judge has ordered Admiral Insurance Co. to return
premiums that SonicBlue Inc. paid under a primary directors and
officers liability policy and relieved Old Republic Insurance Co.
of this obligation for the excess D&O policy it issued SonicBlue,
according to Bankruptcy Law360.

Judge Jeremy Fogel of the U.S. District Court for the Northern
District of California decided motions filed by the three parties
on Wednesday, denying Admiral's bid to dismiss the case, Law360
says.

SONICblue Inc. is a consumer electronics company.  Prior to
January 2001, SONICblue's primary business was to supply graphics
and multimedia accelerator subsystems for personal computers.
SONICblue completed the acquisition of ReplayTV, Inc., a developer
of personal television technology, on August 1, 2001.  SONICblue
completed the acquisition of Sensory Science, a developer of
consumer electronics products, including dual deck videocassette
player/recorders and DVD players, on June 27, 2001.  Debtor
Diamond Multimedia Systems Inc. was an established PC original
equipment manufacturer and retail provider of communications and
home networking solutions, PC graphics and audio add-in boards and
digital audio players.

SONICblue Inc. and its debtor-affiliates filed for chapter 11
bankruptcy on March 21, 2003, before the U.S. Bankruptcy Court for
the Northern District of California (Lead Case No. 03-51775).  The
Debtors employed Pillsbury Winthrop Shaw Pittman LLP formerly
Pillsbury Winthrop LLP as their bankruptcy counsel.  Houlihan
Lokey Howard & Zukin Capital served as their financial advisors.

Early into the case, the U.S. Trustee appointed an official
Creditors' committee in the case. On Oct. 4, 2007, the Bankruptcy
Court directed the U.S. Trustee to reconstitute the
Initial Creditors' Committee.

The Initial Creditors' Committee retained Levene, Neale, Bender,
Rankin & Brill LLP as bankruptcy counsel; and Alliant Partners, as
financial advisors.

On March 26, 2007, the Bankruptcy Court disqualified Pillsbury as
the Debtors' bankruptcy counsel and ordered the appointment of a
chapter 11 trustee for the Debtors.  On April 17, 2007, the Court
granted the U.S. Trustee's request to appoint Dennis J. Connolly,
Esq., as the Chapter 11 Trustee.

The U.S. Trustee appointed on October 23, 2007, a reconstituted
Creditors' Committee -- comprised of Korea Export Insurance
Corporation, Riverside Contracting LLC & Riverside Claims LLC,
Synnex K.K., TLI Holdings, Inc., Michelle Miller, and York Capital
Opportunity Fund.  York Capital Opportunity Fund was later
appointed Chair of the Reconstituted Creditors' Committee and
Synnex K.K. subsequently resigned as a member.

Grant T. Stein, Esq., at Alston & Bird LLP in Atlanta, Georgia;
and Cecily A. Dumas, Esq., at Friedman Dumas & Springwater LLP in
San Francisco, California, represent the Chapter 11 Trustee.
Grobstein Horwath serves as accountants to the Chapter 11 Trustee.
Aron M. Oliner, Esq., Mikel R. Bistrow, Esq., and Geoffrey A.
Heaton, Esq., at Duane Morris LLP, in San Francisco, represent the
Reconstituted Creditors' Committee.

The Troubled Company Reporter on October 27, 2008, reported the
Bankruptcy Court entered an order confirming SonicBlue's
liquidating plan.


SOUTH BAY: Wants to Have Until Oct. 16 to Decide on Leases
----------------------------------------------------------
Section 365(d)(4) of the Bankruptcy Code provides that a debtor's
unexpired lease of nonresidential real property will be deemed
rejected if the trustee does not assume or reject the unexpired
lease by the earlier of (i) the date that is 120 days after the
order for the relief, or (ii) the date of entry of an order
confirming a plan.  Section 365(d)(4) provides, however, that the
court may extend the period prior to the expiration of the 120-day
period for 90 days on the debtor's motion for cause.

South Bay Expressway and affiliate, California Transportation
Ventures Inc., ask the Bankruptcy Court, pursuant to Section
365(d)(4), to extend the time within which they may assume or
reject unexpired leases of nonresidential real property through
October 16, 2010, without prejudice to the rights of the Debtors
to seek further extensions with the consent of the affected
lessors.

Alexander Pilmer, Esq., at Kirkland & Ellis LLP, in Los Angeles,
California -- alexander.pilmer@kirkland.com -- relates that the
Debtors have not yet had an opportunity to conclusively determine
whether to assume or reject their Unexpired Leases and do not
anticipate that they will be able to make a determination by their
current lease decision deadline.

Since the Petition Date, the Debtors and their advisors have been
focused on activities that are critically important to the
Debtors' reorganization, including stabilizing and maintaining
day-to-day operations, preparing the schedules of assets and
liabilities and statements of financial affairs, responding to
objections to various motions, and negotiating with key
stakeholders regarding the Debtors' use of cash collateral, Mr.
Pilmer asserts.  Consequently, he says, although the process of
analyzing the Unexpired Leases has begun in earnest, the Debtors
and their advisors require additional time to analyze the
Unexpired Leases and make the appropriate determinations
concerning assumption or rejection.

Given that the Unexpired Leases remain an integral part of their
business operations and the Debtors' cases are complex, Mr. Pilmer
argues that the Debtors should not be compelled to make any
assumption or rejection decisions until they have had sufficient
time to fully evaluate their businesses and the Unexpired Leases
in connection with the Chapter 11 cases and their reorganization
efforts.

If the Debtors were compelled at this time to decide whether to
assume or reject any Unexpired Leases, they would be forced to
prematurely assume any Unexpired Leases, which could lead to
unnecessary administrative claims against their estates if they
were ultimately terminated and may result in the Debtors being
required to cure significant prepetition claims in connection with
a lease they may not ultimately need or want, Mr. Pilmer further
contends.  Conversely, he adds, if the Debtors precipitously
reject the Unexpired Leases, they may forego the significant value
to the estates of the Unexpired Leases.

The Court will convene a hearing on June 10, 2010, to consider the
request.

                    About South Bay Expressway

South Bay Expressway, L.P., dba San Diego Expressway, L.P., filed
for Chapter 11 on March 22, 2010 (Bankr. S.D. Calif. Case No. 10-
04516).  Its affiliate, California Transportation Ventures Inc.,
also filed for bankruptcy.

The Debtors developed and operate a four lane, nine mile express
toll road in Southern California commonly referred to as the South
Bay Expressway or State Road 125.  Both estimated assets and debts
of $500 million to $1 billion in their bankruptcy petitions.

Robert Pilmer, Esq., at Kirkland & Ellis LLP, represents the
Debtors in their restructuring efforts.  PricewaterhouseCoopers
LLP is auditor and tax advisor.  Imperial Capital LLC is financial
advisor. Epiq Bankruptcy Solutions LLC serves as claims and notice
agent.

The Debtors say that as of the bankruptcy filing, they have
roughly $640 million in book value of total assets and roughly
$570 million in book value of total liabilities.

Bankruptcy Creditors' Service, Inc., publishes South Bay
Expressway Bankruptcy News.  The newsletter tracks the Chapter 11
proceeding undertaken by South Bay Expressway LP and California
Transportation Ventures Inc.  (http://bankrupt.com/newsstand/or
215/945-7000).


SOUTH BAY: Asks for Oct. 18 Extension of Time to Remove Actions
---------------------------------------------------------------
South Bay Expressway and affiliate, California Transportation
Ventures Inc., ask the Bankruptcy Court to extend to October 18,
2010, their deadline for filing notices of removal of civil
actions pending as of the Petition Date, without prejudice to the
Debtors' right to seek further extensions.

Section 1452(a) of the Judiciary Code provides that a party may
remove any claim or cause of action in a civil action to the
district court for the district where that civil action is
pending.  In accordance with Rule 9027 of the Federal Rules of
Bankruptcy Procedure, a notice of removal may be filed in the
bankruptcy court within (i) 90 days after the Petition Date, (ii)
30 days after the entry of a stay termination ruling, or (iii) 30
days after a trustee qualifies in a Chapter 11 case but not later
than 180 days after the Petition Date.  With cause, however, the
Court may extend a debtor's removal period.

The Debtors developed and operate a four-lane, nine-mile express
toll road in Southern California.  In connection with the
construction and operation of the Expressway, the Debtors are
involved in civil actions in California, Virginia and New York,
Alexander Pilmer, Esq., at Kirkland & Ellis LLP, in Los Angeles,
California, tells the Court.  The Civil Actions involve a variety
of types of disputes, including construction litigation, contract
disputes and insurance cases.

Mr. Pilmer contends that the Debtors' decision regarding whether
to seek removal of any particular Civil Action will depend on a
number of factors, including:

  (a) the importance of the Civil Action to the expeditious
      resolution of the Chapter 11 cases;

  (b) the time required to complete the Civil Action in its
      current venue;

  (c) the presence of federal questions in the proceeding that
      increase the likelihood that one or more aspects thereof
      may be heard by a federal court;

  (d) the relationship between the Civil Action and matters to
      be considered in connection with the Debtors' Chapter 11
      plan of reorganization and the assumption or rejection of
      executory contracts and unexpired leases; and

  (e) the progress made to date in the Civil Action.

"To make the appropriate determination, the Debtors must analyze
each Civil Action in light of such factors," Mr. Pilmer says.  The
time within which the Debtors must seek to remove the Civil
Actions currently is set to expire on June 18, 2010.

At this stage of the cases, Mr. Pilmer argues, the Debtors have
not yet had an opportunity to determine conclusively, which Civil
Actions they will seek to remove.  Since the Petition Date, he
asserts, the Debtors and their advisors have been focused on
activities that are critically important to the Debtors'
reorganization, including stabilizing and maintaining day-to-day
operations, preparing the Debtors' schedules of assets and
liabilities and statements of financial affairs, responding to
objections to various first day motions, and negotiating regarding
the Debtors' use of cash collateral.

The Debtors have focused significant efforts on resolving the
mechanics lien dispute with the contractors, Mr. Pilmer contends.
He asserts that the outcome of the disputes may negate the need to
remove Civil Actions relating to the contractor to the extent the
Court determines that the contractors have no liens on the
Debtors' property or liens are subordinate to the secured lenders'
liens.  He adds that the rights of parties to the Civil Actions
will not be unduly prejudiced by the requested extension because
if the Debtors ultimately seek to remove Civil Actions pursuant to
Rule 9027 of the Federal Rules of Bankruptcy Procedure, parties to
the Civil Actions would retain their rights to have the Civil
Actions remanded pursuant to Section 1452(b) of the Judicial and
Judiciary Procedures Code.

A hearing will be held on June 10, 2010, to consider the request.

                    About South Bay Expressway

South Bay Expressway, L.P., dba San Diego Expressway, L.P., filed
for Chapter 11 on March 22, 2010 (Bankr. S.D. Calif. Case No. 10-
04516).  Its affiliate, California Transportation Ventures Inc.,
also filed for bankruptcy.

The Debtors developed and operate a four lane, nine mile express
toll road in Southern California commonly referred to as the South
Bay Expressway or State Road 125.  Both estimated assets and debts
of $500 million to $1 billion in their bankruptcy petitions.

Robert Pilmer, Esq., at Kirkland & Ellis LLP, represents the
Debtors in their restructuring effort.  PricewaterhouseCoopers LLP
is auditor and tax advisor.  Imperial Capital LLC is financial
advisor. Epiq Bankruptcy Solutions LLC serves as claims and notice
agent.

The Debtors say that as of the bankruptcy filing, they have
roughly $640 million in book value of total assets and roughly
$570 million in book value of total liabilities.

Bankruptcy Creditors' Service, Inc., publishes South Bay
Expressway Bankruptcy News.  The newsletter tracks the Chapter 11
proceeding undertaken by South Bay Expressway LP and California
Transportation Ventures Inc.  (http://bankrupt.com/newsstand/or
215/945-7000).


SOUTH BAY: Receives Final Approval to Pay Employee Obligations
--------------------------------------------------------------
South Bay Expressway, L.P., and California Transportation
Ventures, Inc., obtained final approval from the Bankruptcy Court
to pay prepetition claims, honor obligations, and to continue
programs, in the ordinary course of business and consistent with
past practice relating to (i) unpaid compensation, deductions,
withheld amounts and payroll taxes, (ii) reimbursable expenses,
and (iii) employee benefits.

The Debtors estimate that as of the Petition Date, a total of
$238,000 has accrued and remains unpaid on account of prepetition
employee obligations.  The Debtors have 53 employees as of the
Petition Date.

The Debtors' last regularly-scheduled payday was March 19, 2010,
which paid Employees' wage, salary and other obligations through
March 12, 2010.  Accordingly, in accordance with their ordinary
payroll schedule prior to the Petition Date, as of March 22, 2010,
10 days' worth of prepetition Employee wage, salary and other
obligations have accrued and remain unpaid.

In addition, certain Employees may be entitled to unpaid
compensation because discrepancies may exist between the amounts
paid and the amounts that should have been paid, and some payroll
or invoice checks issued to Employees prior to the Petition Date
may not have been presented for payment and have not been honored
and paid as of the Petition Date.

The Debtors' Employee Obligations consist of:

  (a) wages, salaries and compensation:

      * wage obligations;
      * independent contractor compensation;
      * temporary employees obligation; and
      * gross pay deductions, governmental withholdings and
        payroll taxes;

  (b) reimbursable expenses; and

  (c) employee benefits:

      * medical, prescription drug, dental and vision plans;
      * flexible benefit plan;
      * paid time off;
      * workers compensation;
      * 401(k) plan;
      * employee assistance program; and
      * life, accident and disability benefits, including life
        and accidental death and dismemberment insurance, and
        disability benefits.

Granting the relief sought affects only the timing of payments to
Employees, and does not negatively affect recoveries for general
unsecured creditors, R. Alexander Pilmer, Esq., at Kirkland &
Ellis LLP, in Los Angeles, California, contends.  He asserts that
the relief requested will benefit the Debtors' bankruptcy estates
and creditors by allowing the Debtors' business operations to
continue without interruption.

Mr. Pilmer says in the absence of the sought payments, the
Debtors' Employees may seek alternative employment opportunities,
which would deplete the Debtors' workforce and likely diminish
creditors' confidence in the Debtors.  The Debtors also believe
that the loss of valuable Employees would be a costly distraction
at a time when they should be focusing on stabilizing their
operations.

                    About South Bay Expressway

South Bay Expressway, L.P., dba San Diego Expressway, L.P., filed
for Chapter 11 on March 22, 2010 (Bankr. S.D. Calif. Case No. 10-
04516).  Its affiliate, California Transportation Ventures Inc.,
also filed for bankruptcy.

The Debtors developed and operate a four lane, nine mile express
toll road in Southern California commonly referred to as the South
Bay Expressway or State Road 125.  Both estimated assets and debts
of $500 million to $1 billion in their bankruptcy petitions.

Robert Pilmer, Esq., at Kirkland & Ellis LLP, represents the
Debtors in their restructuring effort.  PricewaterhouseCoopers LLP
is auditor and tax advisor.  Imperial Capital LLC is financial
advisor. Epiq Bankruptcy Solutions LLC serves as claims and notice
agent.

The Debtors say that as of the bankruptcy filing, they have
roughly $640 million in book value of total assets and roughly
$570 million in book value of total liabilities.

Bankruptcy Creditors' Service, Inc., publishes South Bay
Expressway Bankruptcy News.  The newsletter tracks the Chapter 11
proceeding undertaken by South Bay Expressway LP and California
Transportation Ventures Inc.  (http://bankrupt.com/newsstand/or
215/945-7000).


SPECTRUM BRANDS: Moody's Upgrades Corporate Family to 'B2'
----------------------------------------------------------
Moody's Investors Service upgraded Spectrum Brands corporate
family rating to B2 and upgraded its subordinated notes to Caa1 in
connection with its pending acquisition of Russell Hobbs, Inc.  At
the same time, Moody's assigned a B2 rating to both the proposed
$500 million secured notes and the proposed $1 billion senior
secured term loan.  The SGL 2 speculative grade liquidity rating
was affirmed.  These actions conclude a review for upgrade
initiated on February 10, 2010.  The rating outlook is positive.

Proceeds from the secured notes and term loan together with an
estimated $52 million from the unrated $300 million ABL revolving
credit facility will be used to acquire Russell Hobbs and
refinance the majority of debt at Spectrum Brands (Spectrum
Brands' $231 million senior subordinated notes will remain
outstanding).  The ratings on Spectrum Brands' existing credit
facility will be withdrawn when the transaction closes.

"The upgrade in the CFR reflects Moody's view that the Russell
Hobbs acquisition enhances the credit profile of Spectrum Brands
because its increases the combined entities size, product and
geographic diversification and profitability without incurring
significantly more debt," said Kevin Cassidy, Senior credit
officer at Moody's Investors Service.

The B2 corporate family rating reflects Spectrum's size with
proforma revenue around $3 billion and good product
diversification with products ranging from batteries, personal
care items, to pet supplies and small appliances.  The B2 rating
also reflects the general stability in performance during the
recession at both companies and Moody's expectation that credit
metrics will continue improving in the near to mid-term.
Spectrum's good liquidity profile is also reflected in the rating
as is its increasing international penetration and the recent sale
of the highly weather dependent fertilizer and seed business.  The
highly competitive industry with Spectrum competing against bigger
and better capitalized competitors is a restraint to the rating.
Spectrum's history of being financially aggressive, culminating
with the February 2009 bankruptcy, and the potential for future
shareholder friendly financial policies by its single largest
equity owner, Harbinger Capital, also constrains the rating.

The positive outlook incorporates our expectation of continued
operating performance improvement at Spectrum Brands resulting in
ongoing improvement in credit metrics more reflective of a B1
consumer non-durable company even if Spectrum Brands were to make
a modest acquisition.  Moody's view that the company will maintain
its strong liquidity profile and will not engage in any material
shareholder friendly moves in the near to mid-term is also
reflected in the positive outlook.

The B2 rating of the senior secured credit facility and secured
notes reflect a B2 PDR and a 49% LGD point estimate, while the
Caa1 rating of the senior subordinated notes also reflects a B2
PDR , but with a 92% LGD point estimate.  The subordinated notes
rating reflect its junior position in the capital structure.
Spectrum's domestic subsidiaries guarantee the term loan, secured
notes, revolver and subordinated notes.

These ratings were assigned:

- $500 million senior secured notes at B2 (LGD3, 49%);

- $1 billion term loan at B2 (LGD3, 49%);

This rating will be withdrawn:

- $1.3 billion senior secured term loan at B3 (LGD 3, 49%);

These ratings were upgraded:

- Corporate family rating to B2 from B3;

- Probability of default rating to B2 from B3;

- $231 senior subordinated notes due 2013 to Caa1 (LGD 6, 92%)
   from Caa2 (LGD 6, 92%);

This rating was affirmed:

- Speculative grade liquidity rating at SGL 2

The last rating action was on February 10, 2010, when Moody's put
the rating on review for upgrade.

Headquartered in Madison, Wisconsin, Spectrum Brands, Inc. is a
global consumer products company with a diverse product portfolio
including consumer batteries, lawn and garden, electric shaving
and grooming, and household insect control. Sales for the twelve
months ended April 4, 2010, approximated $2.3 billion.

Russell Hobbs, Inc. (fka Salton Inc.) located in Miramar, Florida,
markets and distributes a wide range of small kitchen and home
appliances through mass merchandisers, specialty retailers and
appliance distributors. Salton's brand portfolio includes Black &
Decker(R), George Foreman(R), Russell Hobbs(R), Toastmaster(R),
LitterMaid(R), and Farberware(R).  The company distributes
internationally with 50% of its sales outside the U.S.  Net sales
for the twelve months ended March 31, 2010, were approximately
$800 million.


SPIRIT FINANCE: Bank Debt Trades at 17% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Spirit Finance
Corp. is a borrower traded in the secondary market at 83.23 cents-
on-the-dollar during the week ended Friday, May 21, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 1.27
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 M ay 23, 2013, and carries
Moody's Ca rating and Standard & Poor's CC rating.  The debt is
one of the biggest gainers and losers among 196 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

The Troubled Company Reporter stated on March 5, 2010, that
Standard & Poor's lowered its corporate credit rating on Spirit
Finance Corp. to 'CC' from 'CCC'.  At the same time, S&P lowered
its rating on the company's $850 million secured term loan to 'CC'
from 'CCC-'.  S&P's recovery rating on the term loan remains
unchanged at '5'.  The outlook remains negative.  "The downgrades
reflect the company's bid to repurchase a portion of its term loan
at a discount," said credit analyst Elizabeth Campbell.  "If the
company is successful, S&P will view this action as tantamount to
default."

Spirit Finance Corp., headquartered in Phoenix, Arizona, is a REIT
that acquires single-tenant, operationally essential real estate
throughout United States to be leased on a long-term, triple-net
basis to retail, distribution and service-oriented companies.


SPRUCE HILL: Case Summary & 6 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Spruce Hill, LLC
        P.O. Box 27
        Rippon, WV 25441

Bankruptcy Case No.: 10-01103

Chapter 11 Petition Date: May 18, 2010

Court: United States Bankruptcy Court
       Northern District of West Virginia (Martinsburg)

Judge: BK Patrick M. Flatley

Debtor's Counsel: James Paul Campbell, Esq.
                  Campbell Flannery, P.C.
                  19 East Market Street
                  Leesburg, VA 20176
                  Tel: (703) 771-8344
                  Fax: (703) 777-1485
                  E-mail: khertz@cmzlaw.com

Scheduled Assets: $2,400,000

Scheduled Debts: $3,489,724

A list of the Company's 6 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/wvnb10-01103.pdf

The petition was signed by Louis B. Athey, member/manager.


STATION CASINOS: Seeks Approval of 2nd Deal With FCP PropCo
-----------------------------------------------------------
Station Casinos, Inc., and FCP PropCo LLC ask the Bankruptcy Court
to:

  (a) approve the Second Amended And Restated Master Lease
      Compromise Agreement between SCI and Propco; and

  (b) authorize SCI and Propco to carry out and abide by the
      terms of the Second Compromise Amendment and take all
      actions reasonably necessary to perform their respective
      obligations thereunder.

According to Paul S. Aronzon, Esq., at Milbank, Tweed, Hadley &
McCloy LLP, Los Angeles, California, the Master Lease has been a
lightning rod for controversy throughout the Chapter 11 cases,
perhaps most notably in late 2009.  At that time the Opco Lenders
threatened to refuse to permit SCI to use cash collateral to pay
any more rent under the Master Lease, and the Propco Lenders, in
turn, threatened to seize the Propco Properties if the Master
Lease was rejected and Propco lost the ability to service the
Propco Lenders' debt due to a loss of the rent payments.

At the time of court approval of the First Compromise Agreement in
December of 2009, SCI and Propco viewed the "transition services"
as "downside" protection for Propco, because the Debtors did not
believe that a separation of SCI and Propco was the preferred path
for the Debtors' restructuring efforts.  Rather, the Debtors
believed that the First Compromise Agreement would provide them
with a window of time in which to try to negotiate a consensual
plan that both held the enterprise together and maximized value
for all of the estates.

Stated in the simplest of terms, the Propco Lenders demonstrated
their desire to own the Propco Assets, while the Opco Lenders
demonstrated their desire to have the Opco Assets sold, Mr.
Aronzon relates.  As a result, the Debtors have formulated and
filed a Joint Chapter 11 Plan of Reorganization that achieve both
of these objectives, with the Propco Lenders obtaining ownership
of the Propco Properties through what is, in essence, a "friendly"
foreclosure, and the OpCo Lenders receiving the net proceeds from
the sale of the Opco Assets upon culmination of an auction process
designed to produce the highest and best offer for those assets.

Thus, the separation of SCI and Propco that existed as a
contingency plan under the First Compromise Agreement has now
become a reality, as evidenced by the Joint Plan, Mr. Aronzon
says.  That evolution from contingency plan to Joint Plan has
caused the parties to think in more detailed terms about how the
separation will occur and what sort of transitions SCI and Propco
will undergo to successfully emerge from bankruptcy after that
separation.

Mr. Aronzon relates that the Second Compromise Amendment is the
result of clarifications, modifications and refinements to the
First Compromise Agreement, as amended, that SCI and Propco have
concluded are needed to facilitate the more comprehensive
separation and transition plan that will be needed as SCI and
Propco proceed to extricate themselves from one another.

Mr. Aronzon says that unlike the First Compromise Agreement, which
was strongly opposed by the Propco Lenders, the Second Compromise
Amendment has the full support of the Propco Lenders including the
further reduction in rent to a "break-even" level for SCI and its
estate.

The salient terms of the Second Compromise Amendment include,
among others, these mutual accommodations:

  (a) Propco, with the consent of the Propco Lenders, has agreed
      to further reduce rent to a "break-even" level for SCI and
      its estate.  The rent payable in cash to Propco will be
      reduced for May 2010 and each month thereafter until the
      effective date of a Consensual Plan from approximately
      $21,449,000 per month under the Master Lease to an amount
      equal to EBITDAR for the Leased Hotels in the prior
      calendar month minus (i) actual capital expenditures not
      paid from the "FF&E Reserve Accounts," (ii) certain out of
      pocket operating expenses of the Leased Hotels to the
      extent not already deducted in the computation of EBITDAR,
      and (iii) rent due under the Boulder Station ground lease.
      The 120% of adequate protection floor included in the
      Prior MLCA has been removed.  Under the new calculation,
      Reduced Rent cannot exceed EBITDAR for the Leased Hotels.
      The Debtors estimate that Reduced Rent under the Second
      Compromise Amendment will be approximately $ 1,533,000
      less per month than if rent were being calculated under
      the First Compromise Agreement, and approximately
      $7,780,000 less per month than if rent were being
      calculated under the Master Lease itself.

  (b) The difference between Reduced Rent and contract rent
      under the Master Lease will be either (a) paid in cash on
      an administrative basis if the Master Lease is ultimately
      assumed by SCI, or (b) added to the prepetition rejection
      damages claim if the Master Lease is ultimately rejected
      by SCI.

  (c) Prior to initiation of transition, SCI will continue to
      perform all of its other obligations under the Master
      Lease, with SCI's obligation to pay the Reduced Rent under
      the Compromise Agreement constituting an administrative
      claim against SCI, payable in accordance with the terms of
      the Second Compromise Amendment.

  (d) Upon rejection of the Master Lease, Propco will hold an
      allowed, partially secured prepetition claim against SCI
      for rejection damages equal to the amount of Deferred Rent
      plus the amount of Propco's statutory lease rejection
      claim, subject to determination.

  (e) Because the statutory lease rejection claim cap is lower
      than the nominal claim for rent under the Master Lease
      both before and after credit for the value of foreclosed
      collateral, the amount of the lease rejection damage claim
      will not be reduced by the surrender of any of the
      collateral securing the lease obligations, but the claim
      will be rendered fully unsecured upon the transfer of the
      collateral to Propco.

  (f) SCI and the Operating Subsidiaries have agreed to provide
      these transition services after the occurrence of a
      Transition Event:

      * SCI and the Operating Subsidiaries will assist the
        Mortgage Lenders with licensing by applicable gaming
        authorities by providing information requested by gaming
        authorities, among other things.

      * SCI and the Operating Subsidiaries will continue to
        operate the Leased Hotels under their own gaming
        licenses on an expense reimbursement and fee-for-service
        basis for a period of up to 270 days post-rejection.
        During this period, the Leased Hotels will be operated
        as if no rejection of the Master Lease or License
        Agreement had occurred, provided that SCI and the
        Operating Subsidiaries will not have any financial
        obligations to Propco under the Master Lease.

      * SCI and the Operating Subsidiaries will permit Propco,
        the Mortgage Lenders and any designated replacement
        manager to use the database of Primary Customers, other
        intellectual property and reservations services,
        including access to all Transactional Data in an
        electronically accessible and usable format.

      * SCI and the Operating Subsidiaries will permit Propco,
        the Mortgage Lenders and any designated replacement
        manager to make offers of employment to certain
        employees of SCI and the Operating Subsidiaries that are
        exclusively or primarily engaged in the operation of the
        Leased Hotels.

      * SCI and the Operating Subsidiaries will deliver to
        Propco, the Mortgage Lenders and any designated
        replacement manager financial, accounting and other
        information that pertains exclusively to the Leased
        Hotels or is otherwise necessary for the day to day
        operation of the Leased Hotels for both licensing and
        transition purposes including preparation of balance
        sheets for the Leased Hotels, and will permit onsite
        access to records, onsite observation of operations and
        access to senior managers, provided that access to
        confidential or competitive information will be subject
        to prior execution of a confidentiality agreement.

      * SCI and the Operating Subsidiaries agree that, following
        rejection of the Master Lease, SCI and the Operating
        Subsidiaries will be deemed to be operating the Leased
        Hotels for the benefit of Propco, and all cash flow from
        operations of the Leased Hotels, after payment of all
        amounts to be paid to SCI and the Operating Subsidiaries
        under the Second Compromise Amendment, will be property
        of and will be delivered to Propco.  During the first
        60 days of transition services, SCI and the Operating
        Subsidiaries will receive expense reimbursement only.
        Thereafter, Propco will pay SCI and the Operating
        Subsidiaries a management fee of two percent of gross
        revenue plus five percent of EBITDA of the Leased
        Hotels, in addition to expense reimbursement.

      * SCI and the Operating Subsidiaries will provide a
        reasonable period of time after they cease providing
        transition services for Propco to rebrand the Leased
        Hotels to eliminate all mentions of the name "Station."

      * SCI and the Operating Subsidiaries agree that, pending
        transfer to Propco of all collateral granted by SCI and
        the Operating Subsidiaries to secure the Master Lease
        and all other personality to be sold to Propco under the
        Second Compromise Amendment, all personal property will
        remain at the Leased Hotels and be available for use in
        their operation, and, subject to its obligations
        regarding re-branding, Propco will have a license to use
        all collateral in the operation of the Leased Hotels
        after rejection and until transfer of title is
        completed, including after the termination of other
        transition services.

      * SCI and the Operating Subsidiaries will cooperate in a
        consensual foreclosure of Propco's liens on the
        collateral and will sell outright certain tangible and
        intangible personal property, including the names Red
        Rock, Palace, Boulder and Sunset, that is not subject to
        a lien to Propco but is used primarily with respect to
        the Leased Hotels or is essential to the operation of
        the Leased Hotels, with the sales being subject to Court
        approval.

      * Propco will receive the full benefit of the License
        Agreement during the transition period, including
        delivery of the list of SCI customers that predominantly
        play at a Leased Hotel, and Propco agrees that, subject
        to performance, any monetary claim for rejection damages
        under the License Agreement will be a general unsecured
        claim.  Propco will, however, reserve any Section 365(n)
        of the Bankruptcy Code rights it may have as licensee
        under the License Agreement.

  (g) SCI and Propco agree that any asset transfer, sale,
      assignment, or licensing by SCI or an Operating Subsidiary
      contemplated in the Second Compromise Amendment will be
      (i) made free and clear of all liens-subject to the
      approval of the Bankruptcy Court upon reasonable notice
      and a hearing and without prejudice to the rights of any
      secured creditor holding a perfected lien on the assets to
      be transferred sold, assigned or licensed and (ii) made
      subject to the approval of the Bankruptcy Court upon
      reasonable notice and a hearing.

Mr. Aronzon says the accommodations and adjustments to the terms
of the First Compromise Agreement embodied in the Second
Compromise Amendment are essential steps in laying the groundwork
for the smooth and effective separation of the businesses of
Propco and SCI and its affiliated debtor and non-debtor wholly-
owned subsidiaries -- a course of action that already has
significant support from the Debtors' major creditor
constituencies and upon which the Joint Plan is based.

Richard J. Haskins, executive vice president, general counsel, and
secretary of Station Casinos, Inc., in his declaration, also
relates that under the Master Lease, the May rental payment is due
May 10, 2010.  Accordingly, if the Second Compromise Amendment is
not in effect on May 10, 2010, SCI will risk being in default
under the Master Lease.  Moreover, the current deadline for SCI to
assume or reject the Master Lease is May 12.

In a declaration filed with the Court, Robert Kors, an independent
director of FCP PropCo LLC, says that under the Second Compromise
Amendment, PropCo is agreeing to additional cash rent concessions
which benefits SCI, however, PropCo will still be receiving the
full benefit of the revenue generated by the Leased Hotels and
PropCo has determined that, in sum, the provisions of the Second
Compromise Amendment significantly benefit PropCo -- especially
now with the increased likelihood that the assets of PropCo and
SCI will separated.

After the Second Compromise Amendment is approved, to the extent
that any issues or disputes arise regarding the process or manner
in which the Second Compromise Amendment is implemented by SCI and
Propco, whether the issues and disputes are between SCI and Propco
or implicate any other parties in interest, the Debtors will seek
judicial resolution of the issues or disputes by separate motion,
filed on notice to all parties in interest.

A full-text copy of the Second Compromise Amendment is available
for free at:

  http://bankrupt.com/misc/SCI_2ndCompromiseAmendment.pdf

               Debtors Seek Protective Order

The Debtors ask the Court to limit the attendees at all
depositions in connection with the request of Debtors Station
Casinos, Inc., and FCP PropCo, LLC, for approval of the second
amendment to the Amended and Restated Master Lease Compromise
Agreement to:

  (a) the Debtors,
  (b) the Official Unsecured Creditors Committee,
  (c) FCP PropCo LLC and its secured mortgage lenders,
  (d) holders of approximately 10% of the "OpCo" debt, and
  (e) the agent for OpCo lenders.

The Debtors also ask the Court to exclude from attendance at all
depositions counsel for and all representatives of (a) Boyd Gaming
Corp. and (b) Fertitta Gaming LLC.

Linda Dakin-Grimm, Esq., a partner at Milbank, Tweed, Hadley &
McCloy LLP, in a declaration, relates that she conducted counsel
for Boyd concerning Boyd's position with respect to the document
demand and the Boyd counsel said Boyd would not produce documents
responsive to the majority of the Debtors' requests.  Ms. Dakin-
Gimm adds that Boyd would not produce any documents relating to
Boyd's internal planning or discussions with other parties
relating to a potential acquisition of OpCo/PropCo because Boyd
concluded that those documents are not relevant to any issues
before the Court in the three motions to be heard on May 4th.

                     About Station Casinos

Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.

The Company owns and operates Red Rock Casino Resort Spa, Palace
Station Hotel & Casino, Boulder Station Hotel & Casino, Santa Fe
Station Hotel & Casino, Wildfire Rancho and Wild Wild West
Gambling Hall & Hotel in Las Vegas, Nevada, Texas Station Gambling
Hall & Hotel and Fiesta Rancho Casino Hotel in North Las Vegas,
Nevada, and Sunset Station Hotel & Casino, Fiesta Henderson Casino
Hotel, Wildfire Boulder, Gold Rush Casino and Lake Mead Casino in
Henderson, Nevada.  Station also owns a 50% interest in Green
Valley Ranch Station Casino, Aliante Station Casino and Hotel,
Barley's Casino & Brewing Company, The Greens and Wildfire Lanes
in Henderson, Nevada and a 6.7% interest in the joint venture that
owns the Palms Casino Resort in Las Vegas, Nevada.  In addition,
the Company manages Thunder Valley Casino near Sacramento,
California on behalf of the United Auburn Indian Community.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477).
Station Casinos has hired Milbank, Tweed, Hadley & McCloy LLP as
legal counsel in the Chapter 11 case; Brownstein Hyatt Farber
Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP as
local counsel.  The Debtor is also hiring Lazard Freres & Co. LLC
as investment banker and financial advisor.  Kurtzman Carson
Consultants LLC is the claims and noticing agent.

In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009.  About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.

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


STATION CASINOS: Frank Fertitta Has 41.7% Equity Stake
------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission on March 29, 2010, FCP Voteco, LLC; Thomas J. Barrack,
Jr.; Frank J. Fertitta III; and Lorenzo J. Fertitta disclosed that
they may be deemed to beneficially own 41.7% of the shares of
common stock of Station Casinos, Inc.

In connection with the filing of the Chapter 11 Joint Plan of
Reorganization of Station Casinos Inc. and its debtor affiliates,
Fertitta Gaming LLC, a Nevada limited liability company; Frank
Fertitta; Lorenzo Fertitta; German American Capital Corporation;
JP Morgan Chase Bank, N.A.; and Deutsche Bank AG entered into a
Plan Support Agreement on March 24, 2010, pursuant to which the
parties agreed to support the Plan.  Pursuant to the Plan and the
Plan Support Agreement, Frank Fertitta and Lorenzo Fertitta,
through a controlled affiliate, will purchase 50% of the equity
and certain other interests of reorganized FCP PropCo, LLC, from
the Mortgage Lenders.

In connection with the Plan and the Plan Support Agreement,
Fertitta Gaming; Frank Fertitta; Lorenzo Fertitta; FJF Investco,
LLC; LJF Investco, LLC; FCP Class B HoldCo LLC; FC Investor LLC;
Mr. Barrack; and Colony Capital, LLC; entered into a Memorandum of
Understanding dated March 23, 2010, pursuant to which the parties
agreed to support the approval of the Plan and for Fertitta
Investor to transfer 4.375% of the equity interests in New PropCo
to an affiliate of Colony.

                     About Station Casinos

Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.

The Company owns and operates Red Rock Casino Resort Spa, Palace
Station Hotel & Casino, Boulder Station Hotel & Casino, Santa Fe
Station Hotel & Casino, Wildfire Rancho and Wild Wild West
Gambling Hall & Hotel in Las Vegas, Nevada, Texas Station Gambling
Hall & Hotel and Fiesta Rancho Casino Hotel in North Las Vegas,
Nevada, and Sunset Station Hotel & Casino, Fiesta Henderson Casino
Hotel, Wildfire Boulder, Gold Rush Casino and Lake Mead Casino in
Henderson, Nevada.  Station also owns a 50% interest in Green
Valley Ranch Station Casino, Aliante Station Casino and Hotel,
Barley's Casino & Brewing Company, The Greens and Wildfire Lanes
in Henderson, Nevada and a 6.7% interest in the joint venture that
owns the Palms Casino Resort in Las Vegas, Nevada.  In addition,
the Company manages Thunder Valley Casino near Sacramento,
California on behalf of the United Auburn Indian Community.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477).
Station Casinos has hired Milbank, Tweed, Hadley & McCloy LLP as
legal counsel in the Chapter 11 case; Brownstein Hyatt Farber
Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP as
local counsel.  The Debtor is also hiring Lazard Freres & Co. LLC
as investment banker and financial advisor.  Kurtzman Carson
Consultants LLC is the claims and noticing agent.

In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009.  About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.

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



STATION CASINOS: Reports $53 Million Net Loss in First Quarter
--------------------------------------------------------------
Station Casinos, Inc., on May 17 disclosed the results of its
operations for the first quarter ended March 31, 2010.

Results of Operations

The Company's net revenues for the first quarter ending March 31,
2010, were approximately $249.4 million, a decrease of 11.8%
compared to the prior year's first quarter.  The Company reported
Adjusted EBITDA for the quarter of $79.4 million, a decrease of
18.9% compared to the prior year's first quarter.  For the first
quarter, the Company reported a net loss of $53.5 million as
compared to a net loss of $33.7 million in the prior year's first
quarter. In connection with the Chapter 11 case to reorganize, the
company recorded net reorganization items of $19.3 million in the
first quarter.  These reorganization items represent professional
fees and other costs incurred as a direct result of the Chapter 11
cases of $20.2 million, partially offset by an adjustment of swap
carrying values of $0.9 million.

In addition, during the first quarter, the Company incurred $6.7
million in write-downs and other charges, of which $6.1 million
related to a legal settlement, $0.1 million related to net
losses on asset disposals, and $0.5 million related to severance
expense.  The Company also incurred $1.9 million in development
and preopening expenses including preopening expenses of
its joint ventures, $2.6 million of expense related to equity-
based awards and a gain of $0.5 million related to its deferred
compensation plan.

The Company's first quarter earnings from its Green Valley Ranch
joint venture were $3.6 million representing 50% of Green Valley
Ranch's operating income.  For the first quarter, Green Valley
Ranch generated Adjusted EBITDA before management fees of $12.9
million, a decrease of 25.8% compared to the same period in the
prior year.  Green Valley Ranch reported a net loss of $53.2
million for the first quarter as compared to net income of $1.3
million in the same period in the prior year.

Las Vegas Market Results

For the first quarter, net revenues from the Major Las Vegas
Operations, excluding Green Valley Ranch and Aliante Station, were
$227.6 million, a 12.1% decrease compared to the prior year's
first quarter, while Adjusted EBITDA from those operations
decreased 17.7% to $71.7 million from $87.1 million in the same
period in the prior year.  The Major Las Vegas Operations reported
a net loss of $13 million for the first quarter as compared to a
net loss of $5.7 million in the same period in the prior year.
Adjusted EBITDA is not a generally accepted accounting principle
("GAAP") measurement and is presented solely as a supplemental
disclosure because the Company believes that it is a widely used
measure of operating performance in the gaming industry and is a
principal basis for the valuation of gaming companies. EBITDA and

Balance Sheet and Capital Expenditures

Long-term debt was $5.9 billion as of March 31, 2010, of which
$5.7 billion was classified as liabilities subject to compromise.
Total capital expenditures were $9.5 million for the first quarter
which consisted primarily of maintenance capital purchases and
other projects.

Equity contributions to joint ventures during the first quarter
were $1.1 million.

                  Fourth Quarter 2009 Results

Station Casinos, Inc., announced in March the results of its
operations for the fourth quarter ended December 31, 2009.

The Company's net revenues for the fourth quarter ending
December 31, 2009, were approximately $256.5 million, a decrease
of 11.5% compared to the prior year's fourth quarter.  The Company
reported Adjusted EBITDA for the quarter of $71.0 million, a
decrease of 27.3% compared to the prior year's fourth quarter.
For the fourth quarter, the Company reported a net loss of $1.13
billion as compared to a net loss of $3.19 billion in the prior
year's fourth quarter.

Station Casinos' balance sheet at Dec. 31, 2009, showed total
assets of $4,982,664,000 against total debts of $7,318,052,000, as
of Dec. 31, 2009.

It reported a net loss of $1,549,566,000 on $117,881,000 of
revenues during three months ended Dec. 31, 2009.

                     Full Year 2009 Results

Station Casinos, Inc., on March 31, 2010, filed with the U.S.
Securities and Exchange Commission its annual financial report for
year ended December 31, 2009, in Form 10-K.

As a result of the continuing macroeconomic conditions, including
the credit crisis and a decrease in consumer confidence levels,
SCI and its subsidiaries have experienced a significant reduction
in net revenues.

Consolidated net revenues for the year ended December 31, 2009
decreased 18.2% to $1.06 billion as compared to $1.30 billion in
2008.  The decrease in net revenues was due primarily to a
continuing overall decrease in gaming revenues across all
properties as a result of weakening Las Vegas and U.S. economies.

The consolidated operating loss of $1.21 billion for the year
ended December 31, 2009 decreased significantly as compared to a
consolidated operating loss of $3.22 billion for the year ended
December 31, 2008.  The decrease is primarily the result of a
decrease in operating costs and expenses in 2009 compared to 2008,
most notably a $2.11 billion decrease in impairment charges and
other write-downs, partially offset by the 2009 decline in net
revenues discussed above;

Mr. Fertitta says SCI's primary cash requirements for 2010 are
expected to include (i) approximately $65 million to $85 million
for maintenance and other capital expenditures, (ii) payments
related to our existing and potential Native American projects and
(iii) expenses related to the Chapter 11 Case. Our liquidity and
capital resources for 2010 are expected to be significantly
affected by the Chapter 11 Case and completion of a restructuring
of our indebtedness.

Station Casinos reported a net loss of $1,679,514,000 on net
revenues of $1,062,149,000 for full year 2009.

A full-text copy of SCI's 2009 Annual Report on Form 10-K is
available for free at http://ResearchArchives.com/t/s?5f05

                     About Station Casinos

Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.

The Company owns and operates Red Rock Casino Resort Spa, Palace
Station Hotel & Casino, Boulder Station Hotel & Casino, Santa Fe
Station Hotel & Casino, Wildfire Rancho and Wild Wild West
Gambling Hall & Hotel in Las Vegas, Nevada, Texas Station Gambling
Hall & Hotel and Fiesta Rancho Casino Hotel in North Las Vegas,
Nevada, and Sunset Station Hotel & Casino, Fiesta Henderson Casino
Hotel, Wildfire Boulder, Gold Rush Casino and Lake Mead Casino in
Henderson, Nevada.  Station also owns a 50% interest in Green
Valley Ranch Station Casino, Aliante Station Casino and Hotel,
Barley's Casino & Brewing Company, The Greens and Wildfire Lanes
in Henderson, Nevada and a 6.7% interest in the joint venture that
owns the Palms Casino Resort in Las Vegas, Nevada.  In addition,
the Company manages Thunder Valley Casino near Sacramento,
California on behalf of the United Auburn Indian Community.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477).
Station Casinos has hired Milbank, Tweed, Hadley & McCloy LLP as
legal counsel in the Chapter 11 case; Brownstein Hyatt Farber
Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP as
local counsel.  The Debtor is also hiring Lazard Freres & Co. LLC
as investment banker and financial advisor.  Kurtzman Carson
Consultants LLC is the claims and noticing agent.

In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009.  About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.

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


STEVEN HETRICK: Case Summary & 5 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Steven Irvin Hetrick
        8612 Old Dominion Drive
        Mc Lean, VA 22102

Bankruptcy Case No.: 10-14102

Chapter 11 Petition Date: May 19, 2010

Court: U.S. Bankruptcy Court
       Eastern District of Virginia (Alexandria)

Judge: Stephen S. Mitchell

Debtor's Counsel: Leslie D. Silverman, Esq.
                  Law Offices of Leslie D. Silverman, PC.
                  3470 Olney Laytonsville Road, Suite 333
                  Olney, MD 20832
                  Tel: (301)441-9000
                  E-mail: lsilver33@aol.com

Estimated Assets: $0 to $50,000

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

According to the schedules, the Debtor says that assets total
$22,535 while debts total $ 1,608,945.

A copy of the Debtor's list of 5 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/vaeb10-14102.pdf

The petition was signed by the Debtor.


STONEFIRE PIZZA: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: StoneFire Pizza Company
        5320 South Moorland Road
        New Berlin, WI 53151-7926
        Tel: (262) 754-5441

Bankruptcy Case No.: 10-28302

Chapter 11 Petition Date: May 18, 2010

Court: United States Bankruptcy Court
       Eastern District of Wisconsin (Milwaukee)

Judge: James E. Shapiro

Debtor's Counsel: Jonathan V. Goodman, Esq.
                  135 West Wells Street, Suite 340
                  Milwaukee, WI 53203
                  Tel: (414) 276-6760
                  E-mail: jgoodman@ameritech.net

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

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

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

The petition was signed by David J. Church, president, sole
director and shareholder.


TALON INTERNATIONAL: Posts $847,643 Net Loss in Q1 2010
-------------------------------------------------------
Talon International, Inc. filed its quarterly report on Form 10-Q,
showing a net loss of $847,643 on $8.2 million of revenue for the
three months ended March 31, 2010, compared with a net loss of
$1.2 million on $6.5 million of revenue for the same period of
2009.

The Company's balance sheet as of March 31, 2010, showed
$13.4 million in assets and $25.4 million of liabilities, for a
stockholders' deficit of $12.0 million.

As reported in the Troubled Company Reporter on April 1, 2010,
SingerLewak LLP, in Los Angeles, 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
$2.7 million for 2009, had an accumulated deficit of
$66.3 million and a working capital deficit of $17.1 million at
December 31, 2009.

The Company has an accumulated deficit of $67.2 million as of
March 31, 2010, and a working capital deficit of $17.7 million as
of March 31, 2010.

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

               http://researcharchives.com/t/s?62d1

Woodland Hills, Calif.-based Talon International, Inc. (OTC BB:
TALN) -- http://www.talonzippers.com/-- supplies apparel
fasteners, trim and interlining products to manufacturers of
fashion apparel, specialty retailers, mass merchandisers, brand
licensees and major retailers.  Talon manufactures and distributes
zippers and other fasteners under its Talon(R) brand.

The Company has offices and facilities in the United States, Hong
Kong, China, and Bangladesh.


TAYLOR-WHARTON: Court OKs June 3 Auction of TWI Cylinders LLC
-------------------------------------------------------------
The Hon. Brendan Shannon of the U.S. Bankruptcy Court for the
District of Delaware authorized Taylor-Wharton International LLC
to sell the cylinders business known as TWI Cylinders LLC in an
auction led by Norris Cylinder Co.

As reported in the Troubled Company Reporter on May 19, 2010,
Bill Rochelle at Bloomberg News reported Norris offered
$11 million for the cylinders business.

The auction will be held on June 3, 2010, at 10:00 a.m.
(prevailing Eastern Time) at the offices of Reed Smith LL, 1201
Market Street, Suite 1500, Wilmington, Delaware.  Objections, if
any, are due three days before the auction date.  Competing bids
are due on June 1.

In the event of any competing bids for the assets, resulting in
Norris Cylinder not being the successful Buyer, it will receive a
breakup fee to be paid at the time of the closing of the sale with
the third party buyer.

The Court is yet to schedule the hearing to approve and authorize
the sale of acquired assets to purchaser or other successful
bidder.

                     About Taylor-Wharton

Taylor-Wharton International, LLC, is the world's leading
technology, service and manufacturing network for gas applications
involving pressure vessels and precision valves.  Taylor-Wharton
International operates three complementary businesses from 16
manufacturing, sales, warehouse and service facilities in six
countries on four continents, and markets its products in over 80
countries worldwide.

The Company filed for Chapter 11 bankruptcy protection on
November 18, 2009 (Bankr. D. Del. Case No. 09-14089).  The Company
listed $10,000,001 to $50,000,000 in assets and $100,000,001 to
$500,000,000 in liabilities.

These affiliates of the Company also filed separate Chapter 11
petitions: Alpha One, Inc.; American Welding & Tank, LLC; Beta
Two, Inc.; Delta Four, Inc.; Epsilon Five, Inc.; Gamma Three,
Inc.; Sherwood Valve, LLC; Taylor-Wharton Intermediate Holdings
LLC; Taylor-Wharton International LLC; TW Cryogenics LLC; TW
Cylinders LLC; TW Express LLC; and TWI-Holding LLC.


TENET HEALTHCARE: Shareholders Approve Amended 2008 Stock Plan
--------------------------------------------------------------
Shareholders of Tenet Healthcare Corporation approved the Second
Amended and Restated Tenet Healthcare 2008 Stock Incentive Plan.

Under the plan, Tenet may grant stock options, stock appreciation
rights, restricted stock, restricted stock units, performance
awards and other share-based awards, as well as any other right,
interest or option relating to shares of Tenet or cash granted
pursuant to the plan.

The Plan Amendment added 21,300,000 shares to the number of shares
currently available for grant and adjusted the ratio used for
counting awards issued under the plan, other than stock options
and stock appreciation rights, from 1.5-to-1 to 1.2-to-1.

                     About Tenet Healthcare

Based in Dallas, Texas, Tenet Healthcare Corporation --
http://www.tenethealth.com/-- is an investor-owned health care
services company whose subsidiaries and affiliates principally
operate general hospitals and related health care facilities.  All
of Tenet's operations are conducted through its subsidiaries.

The Company's balance sheet for March 31, 2010, showed
$7.8 billion in total assets and $7.0 billion in total
liabilities, for a $791.0 million total stockholder's equity.

                          *     *     *

Troubled Company Reporter said on March 17, 2010, Fitch Ratings
has affirmed Tenet Healthcare Corp.'s ratings: Issuer Default
Rating at 'B-'; Secured bank facility at 'BB-/RR1'; Senior secured
notes at 'BB-/RR1'.

Fitch has also upgraded Tenet's senior unsecured notes to 'B/RR3'
from 'B-/RR4'.  The upgrade is due to improved recovery prospects
for note holders on the basis of a stronger post-restructuring
EBITDA estimate.

As reported by the Troubled Company Reporter on October 1, 2009,
Standard & Poor's Ratings Services assigned its 'CCC' issue-level
rating to hospital operator Tenet Healthcare's $345 million
mandatory convertible preferreds.  Net proceeds were used to
repurchase $300 million worth of outstanding 9.25% senior notes
due 2015.  The mandatory convertible preferred stock will
automatically convert to Tenet common stock on Oct. 1 2012.
Standard & Poor's views the mandatory convertible preferred
issuance as 100% debt for ratings purposes.

S&P's corporate credit rating on Tenet is 'B', reflecting the
company's struggles over the past several years with weak
operating performance and operating cash outflow and highly
leveraged financial position.  Despite the successes to date of a
multiyear turnaround effort, these factors remain key elements of
the company's highly-leveraged financial risk profile and
vulnerable business risk profile.  Tenet's extensive efforts to
effectuate a turnaround over several years has included large-
scale management and governance changes, cost control initiatives,
revamped physician recruitment and relationship strategies, and
managed care contract renegotiations to improve pricing.  Tenet's
improving financial results and better patient admissions over the
past two years indicate some measure of success of its efforts.
Still, a consistent track record of positive free cash flow
generation is not likely in the near term.

The TCR said September 29, 2009, that Moody's Investors Service
changed the rating outlook of Tenet Healthcare to positive from
stable.  Concurrently, Moody's affirmed Tenet's B3 Corporate
Family and Probability of Default ratings.


THEADORE LYONS: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Joint Debtors: Theadore Lyons, II
               Merica Yvette Lyons
               3924 Glenroy Drive
               Memphis, TN 38125

Bankruptcy Case No.: 10-25447

Chapter 11 Petition Date: May 19, 2010

Court: U.S. Bankruptcy Court
       Western District of Tennessee (Memphis)

Judge: George W. Emerson Jr.

Debtor's Counsel: John E. Dunlap, Esq.
                  1684Poplar Avenue
                  Memphis, TN 38104
                  Tel: (901) 726-6770
                  Fax: (901) 726-6771
                  E-mail: jdunlap00@gmail.com

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

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

A copy of the Joint Debtors' list of 20 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/tnwb10-25447.pdf

The petition was signed by the Joint Debtors.


THOMAS DODGE: Case Summary & 8 Largest Unsecured Creditors
----------------------------------------------------------
Joint Debtors: Thomas O. Dodge
               Cathleen Dodge
               8 Bayside Drive
               Manhasset, NY 11030

Bankruptcy Case No.: 10-73860

Chapter 11 Petition Date: May 20, 2010

Court: U.S. Bankruptcy Court
       Eastern District of New York (Central Islip)

Judge: Robert E. Grossman

Debtor's Counsel: Heidi J. Sorvino, Esq.
                  Lewis Brisbois Bisgaard & Smith, LLP
                  199 Water Street, Floor 25
                  New York, NY 10038
                  Tel: (212) 232-1300
                  Fax: (212) 232-1399
                  E-mail: hsorvino@lbbslaw.com

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

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

A copy of the Joint Debtors' list of 8 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/nyeb10-73860.pdf

The petition was signed by the Joint Debtors.


THUNDERBIRD LAND: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Thunderbird Land LLC
        5110 S. Perry Park Road
        Sedalia, Co. 80135
        Tel: (480) 609-0011

Bankruptcy Case No.: 10-15825

Chapter 11 Petition Date: May 20, 2010

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

Judge: Randolph J. Haines

Debtor's Counsel: Randy Nussbaum, Esq.
                  14500 N. Northsight Blvd. - #116
                  Scottsdale, AZ 85260
                  Tel: (480) 609-0011
                  Fax: (480) 609-0016
                  E-mail: rnussbaum@nussbaumgillis.com

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

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

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

The petition was signed by R. Michael Price, member.


THUNDERBIRD TRUCK: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Thunderbird Truck Wash-Kingman LLC
        5110 S. Perry Park Road
        Sedalia, CO 80135
        Tel: (480) 609-011

Bankruptcy Case No.: 10-15833

Chapter 11 Petition Date: May 20, 2010

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

Judge: Randolph J. Haines

Debtor's Counsel: Randy Nussbaum, Esq.
                  14500 N. Northsight Blvd. - #116
                  Scottsdale, AZ 85260
                  Tel: (480) 609-0011
                  Fax: (480) 609-0016
                  E-mail: rnussbaum@nussbaumgillis.com

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

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

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

The petition was signed by R. Michael Price, member.


TRIBUNE CO: Amends Chapter 11 Plan and Disclosure Statement
-----------------------------------------------------------
Tribune Company and its debtor-affiliates delivered to the U.S.
Bankruptcy Court for the District of Delaware their Proposed
Amended Joint Plan of Reorganization and Disclosure Statement on
May 19, 2010.

                          Class 1D

The Amended Plan separately classifies Bridge Loan Claims as Class
1D.  Bridge Loan Claims are claims that arose under a Senior
Unsecured Interim Loan Agreement, dated as of December 20, 2007,
among Tribune, the Bridge Lenders, the Bridge Loan Agent, JPMorgan
Chase Bank, N.A., as syndication agent, and Citicorp North
America, Inc., and Bank of America, N.A., as co-documentation
agents.

Each holder of a Bridge Loan Claim will:

  (a) as of the Effective Date, have its claim allowed in an
      amount equal to the principal amount of that claim plus
      accrued interest as of the Petition Date; and

  (b) receive that holder's pro rata share, calculated together
      with the holders of allowed claims in Class 1C, of the
      Loan Claims Loan Allocation, the Loan Claims Cash
      Allocation and the Loan Claims Stock Allocation.

If Class 1D votes to reject the Plan, each holder of a Bridge Loan
Claim will:

  (1) have its claim treated as a Disputed Claim until allowed
      by final order; and

  (2) receive, if ultimately allowed, that distribution and
      treatment as may be proposed by the Debtors that would
      satisfy the requirements of Section 1129(b) of the
      Bankruptcy Code not to exceed an amount determined by
      application of the mid-point estimate of total
      "Distributable Value" as defined and set forth in the
      Disclosure Statement and the allocation of that
      "Distributable Value" underlying the recoveries of holders
      of claims against Tribune under the Plan if those Bridge
      Loan Claims becomes allowed.

Claims in Class 1D are impaired and are entitled to vote to accept
or reject the Plan.

                       Class 50D to 111D

Class 50D to 111D, under the Plan, consist of all Bridge Loan
Guaranty Claims against the relevant Guarantor Debtors.

If Class 1D votes to accept the Plan, the Bridge Loan Guaranty
Claims will be deemed allowed in an aggregate amount equal to all
amounts payable under the Bridge Loan Guaranty Agreement,
including the full amount of principal, interest, and all other
amounts due and owing under the Bridge Loan Guaranty Agreement as
of the Petition Date, and will not be subject to reduction,
disallowance, subordination setoff or counterclaim.

All distributions of (i) the New Senior Secured Term Loan, (ii)
the Distributable Cash and (iii) the New Common Stock that would
otherwise be made on account of allowed Bridge Loan Guaranty
Claims will instead be distributed to the Senior Loan Agent for
distribution on account of Allowed Senior Loan Guaranty Claims.
On the Effective Date, all Bridge Loan Guaranty Claims against the
Guarantor Debtors will be extinguished and holders of those claims
will not receive or retain any property under the Plan on account
of those Bridge Loan Guaranty Claims.

Claims in Class 50D to 111D are impaired and are conclusively
deemed to have rejected the Plan and are not entitled to vote to
accept or reject the Plan.

                       Pending Litigation

The Debtors disclosed that as of May 19, 2010, the face value of
all litigation-related proofs of claim that have not been
disallowed by Bankruptcy Court order, including all unliquidated
amounts, is approximately $67,000,000.  According to the Debtors,
that amount assumes that all pending litigation-related proofs of
claim are not frivolous and will be successfully prosecuted for
the full amount demanded.

The Debtors relate that on December 17, 2007, Newsday and Hoy, New
York, reached a non-prosecution agreement with the United States
Attorneys' Office for the Eastern District of New York, which
agreement ended a federal inquiry into the circulation practices
of Newsday, Inc. and Hoy Publications LLC, as successor-in-
interest to Hoy, LLC.  The agreement recognized (i) Newsday's and
Hoy, New York's full cooperation with the investigation, (ii) the
implementation of new practices and procedures to prevent
fraudulent circulation practices, (iii) the payment as of December
2007 of approximately $83 million in restitution to advertisers,
and (iv) a civil forfeiture payment of $15 million.

                Analysis of Preferential Payments

The Debtors disclose in the Amended Plan that they, together with
their advisors, reviewed certain prepetition payments and
transfers for potential avoidance as preferential payments under
Chapter 5 of the Bankruptcy Code.  The Preference Review excluded
disbursements made on behalf of the Filed Subsidiary Debtors in
accordance with the Debtors' consolidated cash management system,
but otherwise included:

  (i) all wire transfers to third parties over $1 million during
      the 90 days prior to the Petition Date; and

(ii) other payments issued during the 90 days prior to the
      Petition Date via check or ACH transfer that exceeded $1
      million in the aggregate to any recipient.

The Debtors maintain that there were approximately $463 million in
disbursements covered by the Preference Review.

The Debtors believe that pursuing discovery of the payments would
provide no material benefit to their estates because the vast
majority of the payments are:

  (a) subject to one or more of the defenses set forth in
      Chapter 5 of the Bankruptcy Code;

  (b) likely related obligated to obligations of the Filed
      Subsidiary Debtors;

  (c) payments received by one or more professionals who have
      since reached settlement with the United States Trustee
      regarding avoidance of potential preference payments as
      part of their retention; or

  (d) payments that were issued to the Debtors' lenders and that
      are subject to resolution in connection with the Global
      Settlement.

The Debtors also reviewed payments to potential insiders during
the year prior to the Petition Date.  According to the Debtors,
there were $87 million in payments, of which approximately $70.3
million relate to former officers, directors and approximately
$16.7 million relate to current officers and directors.

                  Morgan Stanley SWAP Agreement

On December 19, 1994, Morgan Stanley Capital Services, Inc. and
Times Mirror entered into an interest rate swap in respect of a
$100 million notional amount, which was memorialized in an ISDA
Master Agreement, dated as of August 5, 1994, and a confirmation
to that agreement, dated as of December 19, 1994.  The Debtors
relate that between 2006 and 2008, Morgan Stanley & Co. Inc.
purchased approximately $38.365 million in face amount of the
Tribune 7.5% debentures, due July 1, 2023.  During 2008 and 2009,
MS&Co. transferred all of its interest in the 7.5% Indentures to
MSCS.

                        *     *     *

The Debtors, in the Amended Plan, also provide additional
disclosures regarding the appointment of Kenneth N. Klee as
examiner.

A redlined copy of the Amended Plan is available for free
at http://bankrupt.com/misc/Tribune_RedAmendedPlan.pdf

A redlined copy of the Amended Disclosure Statement is available
for free at http://bankrupt.com/misc/Tribune_BlackAmendedDS.pdf

A full-text copy of the Amended Disclosure Statement, together
with its exhibits, is available for free at:

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

                       About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection on Dec. 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141).  The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.

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


TRIBUNE CO: Plan Confirmation Trial Set for August 16
-----------------------------------------------------
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District
of Delaware has scheduled the confirmation hearing of Tribune
Company and its debtor-affiliates' proposed Plan of Reorganization
to August 16, 2010.

Judge Carey has established this schedule for the purposes of
discovery and other matters with respect to the proposed Plan:

  (1) All parties-in-interest may serve their initial written
      discovery on or after May 11, 2010.  The submission of the
      initial requests will be without prejudice to any
      parties-in-interest's right to serve timely supplemental
      requests as deemed necessary or advisable in good faith,
      based upon responses to the initial requests.

  (2) All parties-in-interest and other persons who are served
      with written discovery requests will make their good
      faith, best efforts to respond to those requests and to
      complete production of all responsive documents and
      information within two weeks of receipt of those written
      discovery requests.  If a responding party cannot
      complete its production within two weeks, that responding
      party will produce so much of the responsive documents and
      information as it can within two weeks, and will make its
      good faith, best efforts to complete that production as
      soon as is practicable.  Documents produced in response to
      discovery requests will be made available to all
      interested parties in connection with Plan confirmation,
      subject to applicable confidentiality agreements.

  (3) Fact depositions of any witnesses may commence on or after
      June 2, 2010.  Any deposition notices will be provided to
      all parties-in-interest, and all interested parties in
      connection with Plan confirmation will have the
      opportunity to participate in depositions.

  (4) All parties-in-interest who intend to call expert
      witnesses in their case in chief at the hearing on
      confirmation of the Plan will, on or before July 1, 2010,
      serve a written disclosure of the identity of each expert
      and a summary of the topics which each expert is expected
      to address at trial.  Any modification to the written
      disclosures served on or before July 1, 2010, will be
      served on or before July 15, 2010.  These written
      disclosures are for notification purposes only and need
      not comply with Rule 7026 of the Federal Rules of
      Bankruptcy Procedure and Rule 26 (a)(2)(B) of the Federal
      Rule of Civil Procedure.

  (5) On or before July 21, 2010, all parties-in-interest will
      further comply with the requirements of Rule 7026 and
      Federal Rule of Civil Procedure 26 (a)(2)(B) in respect to
      experts.

  (6) Expert depositions may commence on or after July 28, 2010.

  (7) The Joint Pretrial Memorandum, along with any other
      documents required by Chambers Procedures for Honorable
      Kevin J. Carey, will be filed with the Court by 4:00 p.m.
      on August 11, 2010.

The discovery and scheduling order was formulated by Wilmington
Trust Company and presented to the Court in a hearing held
May 10, according to its counsel, Raymond H. Lemisch, Esq., at
Benesch, Friedlander, Coplan & Aronoff LLP, in Wilmington,
Delaware.  Wilmington Trust is the successor Indenture Trustee for
the Exchangeable Subordinated Debentures due 2029, in the
aggregate principal amount of approximately $1.2 billion.  The
discovery and scheduling order was further revised reflecting a
compromise reached between Wilmington Trust and the Debtors and
solicited additional comments.

Wilmington Trust has received consent to the proposed form of
Order from the Debtors; the United States Trustee; JPMorgan Chase
Bank, N.A.; the Official Committee of Unsecured Creditors; Wells
Fargo Bank, N.A.; the Credit Agreement Lenders; Angelo, Gordon &
Co.; Merrill Lynch Capital Corporation; Law Debenture Trust
Company of New York; Centerbridge Credit Advisors, LLC; Citicorp
North America, Inc.; Citigroup Global Markets Inc.; Banc of
America Securities LLC; Morgan Stanley & Co. Incorporated; Bank of
America National Association; and Barclays Bank PLC.  Value
Research Corporation, which received a copy of the proposed form
of Order, did not respond or otherwise comment, Mr. Lemisch said.

                       About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection on Dec. 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141).  The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.

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


TRIBUNE CO: Plan Outline Draws Objections From Various Parties
--------------------------------------------------------------
Tribune Company and its debtor-affiliates are asking Judge Kevin
J. Carey of the U.S. Bankruptcy Court for the District of Delaware
to approve their Disclosure Statement explaining their Joint
Chapter 11 Plan of Reorganization as containing "adequate
information" as defined in Section 1125(a)(1) of the Bankruptcy
Code.

The Debtors also ask the Court to (i) establish procedures for the
solicitation and tabulation of votes to accept or reject their
Joint Plan of Reorganization, (ii) establish a deadline for the
return of the Media Ownership Certifications, (iii) schedule the
hearing to consider confirmation of the Plan; and (iv) establish
notice and objection procedures in respect of confirmation of the
Plan.

The Debtors propose that the Court establish May 17, 2010, as the
record date for purposes of determining which Holders of Claims
are entitled to vote to accept or reject the Plan.  The Debtors
request that the Court establish July 30, 2010, as the
deadline by which all ballots must be returned.

The Debtors request that any Holder of Claims that (i) is
anticipated to receive New Common Stock under the Plan, (ii)
believes that the amount of its Claims may entitle it to receive
5% or more of the New Class A Common Stock under the Plan, and
(iii) wishes to remain eligible to receive 5% or more of the New
Class A Common Stock, be required to contact the Debtors and
execute and submit to the Debtors a Media Ownership Certification
on or prior to July 1, 2010.

The Debtors request that the Court schedule August 16, 2010 as the
date to consider confirmation of the Plan.  The Debtors request
that the Court establish July 30, 2010, as the last date for
filing objections to the confirmation of the Plan.

               Objections to Disclosure Statement

Various parties have filed objections to the Disclosure Statement.

Roberta A. DeAngelis, Acting U.S. Trustee for Region 3, informally
raised a number of issues relating to the adequacy of the
information contained in the Disclosure Statement explaining the
Debtors' Plan of Reorganization.  According to Ms. DeAngelis, the
Debtors, in turn, committed to, inter alia, provide proposed
supplemental text for insertion in the Disclosure Statement to
address a number of those issues.

Ms. DeAngelis contends that the discharge, exculpation,
injunction, release and indemnity provisions proposed in the Plan,
taken together, are extraordinary and objectionable.

The Credit Agreement Lenders do not support the so-called
"settlement" on which the Debtors' proposed plan of reorganization
is based.  The Credit Agreement Lenders assert that at a minimum,
the Disclosure Statement must adequately explain the proposed
settlement and the Plan for which the Debtors intend to solicit
votes.  They maintain that creditors must understand what it is
they are being asked to support and the consequences of their
vote.  The Credit Agreement Lenders are holders of approximately
$4.6 billion principal amount of indebtedness arising under the
Tribune Company Senior Secured Credit Agreement.

Wilmington Trust Company, successor indenture trustee for the
Exchangeable Subordinated Debentures due 2029 in the aggregate
amount of $1.2 billion, complains that there are important areas
where the Disclosure Statement lacks critical information
including:

  (i) the value of to-be-filed affiliated companies;

(ii) the value of often referenced, never explained, Chapter 5
      avoidance claims against Morgan Stanley; and

(iii) the value of other avoidance claims at the Tribune level
      that are to be released under the Plan, including inter-
      company avoidance claims.

The Secretary of the United States Department of Labor asserts
that the Debtors failed to adequately disclose how creditors will
be affected by the Plan of Reorganization's impermissible third
party releases.  According to the Secretary, the Debtors failed to
provide any description of the releases and related injunctions.
It is the position of the Secretary that a release of third party
claims under chapter 11 plan is barred by Section 524(e) of the
Bankruptcy Code.

Deutsche Bank Trust Company of Americas, indenture trustee under
the 1992 indenture, the 1995 indenture and the 1997 indenture,
complains that the Disclosure Statement is silent regarding the
circumstances surrounding the appointment of the examiner, the
scope of his investigation and other relevant information.
Deutsche Bank suggests that the Debtors provide more background
information concerning the Senior Notes and the circumstances
under which Tribune entered into these agreements.

                    Debtors Address Objections

The Debtors relate that they have made significant progress in
addressing the objections to the Disclosure Statement and continue
to work with the Objectors to resolve outstanding issues, most of
which the Debtors anticipate will be resolved through additional
disclosure.  The Debtors relate that they have invited various
Objectors to provide their own submissions, which the Debtors have
indicated they will try to accommodate in the Disclosure
Statement.

To assist the Court and all parties-in-interest with the task of
ensuring that each of the objections is addressed, the Debtors
have provided a comprehensive summary of the Objections in a
chart, a full-text copy of which is available for free at:

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

With respect to those Objections concerning the adequacy of
disclosure, the Debtors maintain that the Disclosure Statement is
a full and fair disclosure document which should be approved under
Section 1125 of the Bankruptcy Code as containing "adequate
information."

With respect to certain Objections directly applicable to the
terms of the Plan, the Debtors contend that because those
Objections do not individually or collectively raise issues that
render the Plan patently unconfirmable as a matter of law, the
arguments raised therein are more properly considered in the
context of the confirmation hearing.

With respect to Objections relating to the solicitation
procedures, the Debtors maintain that the proposed solicitation
procedures and the forms of ballot are well-precedented in all
respects and collectively provide for an appropriate, efficient
and permissible process for voting on the Plan.

With respect to the request for an adjournment, the Debtors aver
that there is no basis for delay in considering the Disclosure
Statement.  According to the Debtors, the current Disclosure
Statement provides their constituents with information that is
adequate to enable those parties to make an informed decision on
the Plan.

To fully address the Disclosure Statement objections, the Debtors
filed the Amended Plan on May 19.

          Settlement Supporters Respond to DS Objections

JPMorgan Chase Bank N.A., agent for the Debtors' prepetition
senior lenders and a holder of senior loan claims; Angelo Gordon &
Co LP, on behalf of certain funds and managed accounts holding
senior loan claims; Golden Tree Asset Management, L.P., on behalf
of certain funds and managed accounts holding senior loan claims;
Law Debenture Trust Company of New York, solely in its capacity as
successor indenture trustee for certain series of the Debtors'
prepetition senior notes; and Centerbridge Credit Advisors LLC, on
behalf of certain funds and managed accounts holding senior notes
claims, submitted to the Court a reply to the Disclosure Statement
objections of (a) the ad hoc committee of certain senior lenders
calling  themselves the "Credit Agreement Lenders;" (b) Wells
Fargo Bank, N.A.; and (c) Wilmington Trust Company.

The Settlement Supporters believe that it should be more than
sufficient to fairly and efficiently resolve the conflicting
disclosure objections and to fairly present the competing views of
the LBO-Related Causes of Action and the Plan, to allow each of
Wilmington Trust, Wells Fargo, the Credit Agreement Lenders, the
Official Committee of Unsecured Creditors and the Settlement
Supporters to include a two-page statement of their views in the
Disclosure Statement.

Thus, the Settlement Supporters ask the Court to:

  (i) reject Wilmington Trust's and Wells Fargo's requests to
      delay the commencement of the Plan solicitation; and

(ii) resolve the conflicting disclosure objections of the so-
      called Credit Agreement Lenders, Wilmington Trust and
      Wells Fargo by permitting those parties, the Committee and
      the Settlement Supporters, to submit two-page statements
      of their positions for inclusion in the Disclosure
      Statement.

    Creditors' Committee Asks Court to Overrule Objections

The Creditors' Committee asks the Court to overrule the Disclosure
Statement objections asserting that the Disclosure Statement fails
to provide adequate information with respect to the LBO-Related
Matters as:

  (a) the Disclosure Statement provides adequate information,
      especially with respect to the LBO-Related Matters; and

  (b) the Objectors seek inclusion of arguments that should
      properly be made at confirmation.

The Committee contends that objections relating to a plan of
reorganization should not be considered when determining whether
to approve a disclosure statement.

                       About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection on Dec. 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141).  The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.

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


TRIBUNE CO: Exclusive Solicitation Period Extended Until August 8
-----------------------------------------------------------------
Bankruptcy Judge Kevin Carey extended Tribune Co.'s exclusive
period to solicit acceptances for its proposed Chapter 11 plan of
reorganization through August 8, 2010, notwithstanding an
objection filed by its lenders.

The Credit Agreement Lenders object to the Debtors' requests for
extension of plan exclusivity indicating that they are prepared to
file a plan of reorganization providing for a fairer and more
equitable reorganization alternative than the Debtors' proposed
"settlement" plan now up for consideration.  The Credit Agreement
Lenders contend that the extension of exclusivity will serve no
purpose other than to prolong and increase the administrative
expenses of the Debtors' cases.

                       About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection on Dec. 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141).  The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.

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


TRIBUNE CO: Proposes July 26 CNLBC Claims Bar Date
--------------------------------------------------
Tribune Co. and its units ask the Bankruptcy Court to set July 26,
2010, at 4:00 p.m., as the final date and time for filing proofs
of claim against Debtor CNLBC, LLC.  The Debtors further ask the
Court to approve the manner of notice of the Tribune CNLCB Bar
Date.

The Debtors expect that few, if any, proofs of claim will be filed
against Tribune CNLBC.  Nonetheless, in order to ensure the proper
administration of Tribune CNLBC's estate, the Debtors seek to
establish the Tribune CNLBC Bar Date.

Tribune CNLBC filed its amended Schedules of Assets and
Liabilities on May 13, 2010, to reflect, among other things, the
assumption of the overwhelming majority of its prepetition
liabilities by Chicago Baseball Holdings, LLC, or "New Cubs."

Following those amendments, the Debtors have now determined that
establishing the Tribune CNLBC Bar Date is warranted and,
accordingly, intend to provide a joint notice of the amendments to
the Tribune CNLBC Schedules and of the Tribune CNLBC Bar Date as
part of the Tribune CNLBC Bar Date notice.

Each person or entity asserting a claim against Tribune CNLBC is
required to file a proof of claim in Tribune CNLBC's bankruptcy
case.  Each proof of claim must substantially comply with the
Official Bankruptcy Form 10 and must be actually received on or
before the Bar Date by Epiq Bankruptcy Solutions, LLC, the Court-
approved claims and noticing agent.

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

    Tribune CNLBC Claims Processing Center
    c/o Epiq Bankruptcy Solutions, LLC
    FDR Station, P.O. Box 5069
    New York, NY 10150-5069

Proofs of Claims sent to Epiq via messenger or overnight courier
must be delivered to:

    Tribune CNLBC Claims Processing Center
    c/o Epiq Bankruptcy Solutions, LLC
    757 Third Avenue, Third Floor
    New York, NY 10017

Tribune CNLBC proposes that these persons or entities will not be
required to file Proofs of Claim:

  (a) any person or entity that has already properly filed a
      Proof of Claim against Tribune CNLBC in its Chapter 11
      case with either Epiq or the Clerk of the Court for the
      United States Bankruptcy Court for the District of
      Delaware;

  (b) any person or entity (i) whose claim is listed in the
      Tribune CNLBC Schedules or any amendments, and (ii) whose
      claim is not described as "disputed," "contingent," or
      "unliquidated," and (iii) who does not dispute the amount
      or characterization of its claim as set forth in the
      Tribune CNLBC Schedules;

  (c) professionals retained by Tribune CNLBC or the Official
      Committee of Unsecured Creditors pursuant to orders of the
      Court who assert administrative claims for fees and
      expenses pursuant to Sections 330, 331 and 503(b) of the
      Bankruptcy Code;

  (d) any person or entity that asserts an administrative
      expense claim against Tribune CNLBC pursuant to Section
      503(b) of the Bankruptcy Code;

  (e) current officers and directors of Tribune CNLBC who assert
      claims for indemnification or contribution arising as a
      result of those officers' or directors' prepetition or
      postpetition services to Tribune CNLBC;

  (f) any Debtor or wholly-owned non-Debtor subsidiary of a
      Debtor asserting a claim against Tribune CNLBC; and

  (g) any person or entity whose claim against Tribune CNLBC has
      been allowed by an order of the Court entered on or before
      the Tribune CNLBC Bar Date.

The Debtors propose that any person or entity that is required to
file a timely Proof of Claim and who fails to do so on or before
the Tribune CNLBC Bar Date (i) will be forever barred, estopped,
and enjoined from asserting that claim against Tribune CNLBC, (ii)
will not be treated as a creditor of Tribune CNLBC, and (iii) will
not receive or be entitled to receive any payment or distribution
of property from Tribune CNLBC or their successors or assigns with
respect to that claim.

Within 10 days following entry of the Tribune CNLBC Bar Date
Order, Tribune CNLBC intends to provide a notice of Bar Date to
all known persons and entities holding potential prepetition
claims against Tribune CNLBC.  Furthermore, Tribune CNLBC intends
to provide notice of the Tribune Bar Date to unknown creditors by
causing a copy of the notice to be published at least once no
later than 20 days prior to the Tribune CNLBC Bar Date in the
Chicago Tribune.

                       About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection on Dec. 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141).  The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.

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


TRIBUNE CO: Bank Debt Trades at 41% Off in Secondary Market
-----------------------------------------------------------
Participations in a syndicated loan under which Tribune Co. is a
borrower traded in the secondary market at 58.80 cents-on-the-
dollar during the week ended Friday, May 21, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents a drop of 4.91 percentage points
from the previous week, The Journal relates.  The Company pays 300
basis points above LIBOR to borrow under the facility, which
matures on May 17, 2014.  Moody's has withdrawn its rating while
Standard & Poor's does not rate the bank debt.  The debt is one of
the biggest gainers and losers among 196 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection on Dec. 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141).  The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.

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


TRIBUNE CO: AM NY Peddlers Ask Court to Certify OT Class
--------------------------------------------------------
Bankruptcy Law360 reports that promoters of the free daily
newspaper AM New York who claim they were paid less than the
minimum wage have asked a bankruptcy court to certify a class to
pursue claims against Tribune Co.

The promoters, whose job entailed handing out the paper to
passersby, filed a motion for class certification Thursday in the
U.S. Bankruptcy Court for the District of Delaware, according to
Law360.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection on Dec. 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141).  The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.

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


TRIBUNE CO: Marty Wilke to Assume Oversight Duties for CLTV
-----------------------------------------------------------
Tribune Broadcasting said that Marty Wilke, vice president and
general manager of Chicago's WGN-TV will expand her duties and
assume oversight responsibility for CLTV, Chicago's cable news
station.  Steve Farber, who has served as CLTV's general manager
since 2006, has been named vice president/operations for both
stations.  Both appointments are effective immediately.

"Marty and Steve make a great team-they're talented, dedicated and
extremely innovative," said Jerry Kersting, Tribune Broadcasting's
chief operating officer.  "In addition, they've gotten some
valuable experience working together following CLTV's move to
WGN's facilities last fall."

Ms. Wilke was named WGN-TV's vice president and general manager in
September 2008, and has overseen the expansion of the station's
news programming, including the launch of a weekday hour-long 5
p.m. local newscast, and the addition of a mid-day newscast at 11
a.m. Ms. Wilke joined WGN in 1996 as a local sales account
representative.

"The WGN/CLTV partnership has already strengthened our position as
Chicago's local news leader across all platforms," said Ms. Wilke.
"There is a lot more opportunity ahead as we work together to
build these great brands."

In his new role, Mr. Farber will manage key operational
initiatives for WGN-TV and CLTV, as well as taking on special
projects for Tribune Broadcasting and its station group.  "Our
viewers and advertisers depend on our programming," said Mr.
Farber. "We look forward to creating new ways for audiences to
connect with local content."

                        About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection on Dec. 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141).  The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors had $7,604,195,000 in total assets
and $12,972,541,148 in total debts.

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


TRONOX INC: $25M Deal with Government Over Toxic Cleanup Approved
-----------------------------------------------------------------
A bankruptcy judge signed off on a deal Thursday between Tronox
Inc. and the federal government that will see the U.S. fork over
$25 million for the cleanup of radioactive waste at several sites
controlled by Tronox in the city of West Chicago, Ill., according
to Bankruptcy Law360.

Law360 says Judge Allan L. Gropper of the U.S. Bankruptcy Court
for the Southern District of New York approved the settlement,
which hammers out a cleanup plan for the West Chicago sites.

Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates
filed for Chapter 11 protection on January 13, 2009 (Bankr.
S.D.N.Y. Case No. 09-10156).  The case is before Hon. Allan L.
Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and
Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York,
represent the Debtors.  The Debtors also tapped Togut, Segal &
Segal LLP as conflicts counsel; Rothschild Inc. as investment
bankers; Alvarez & Marsal North America LLC, as restructuring
consultants; and Kurtzman Carson Consultants serves as notice and
claims agent.

An official committee of unsecured creditors and an official
committee of equity security holders have been appointed in the
cases.  The Creditors Committee has retained Paul, Weiss, Rifkind,
Wharton & Garrison LLP as counsel.

Until September 30, 2008, Tronox Inc. was publicly traded on the
New York Stock Exchange under the symbols TRX and TRX.B.  Since
then, Tronox Inc. has traded on the Over the Counter Bulletin
Board under the symbols TROX.A.PK and TROX.B.PK.  As of
December 31, 2008, Tronox Inc. had 19,107,367 outstanding shares
of class A common stock and 22,889,431 outstanding shares of class
B common stock.

Bankruptcy Creditors' Service, Inc., publishes Tronox Bankruptcy
News.  The newsletter tracks the Chapter 11 proceeding undertaken
by Tronox Inc. and its 14 affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


ULTIMATE ESCAPES: Incurs $6.5 Million Net Loss in Q1 2010
---------------------------------------------------------
Ultimate Escapes, Inc., filed its quarterly report on Form 10-Q,
showing a net loss of $6.5 million on $7.3 millon of revenue for
the three months ended March 31, 2010, compared with a net loss of
$1.2 million on $8.6 million of revenue for the same period of
2009.

The Company's balance sheet as of March 31, 2010, showed
$198.7 million in assets and $227.8 million of liabilities, for a
stockholders' deficit of $29.1 million.

Kingery & Crouse, in Tampa, Fla., expressed substantial doubt
about the Company's ability to continue as a going concern in its
report on the Company's 2009 financial statements.  The
independent auditors noted that the Company has suffered recurring
losses from operations and has ongoing requirements for additional
capital investment.

"As of March 31, 2010, the Company's current liabilities exceed
its current assets by $34.4 million.  In addition, although we
have completed the refinancing of our CapitalSource revolving loan
facility, we may not be able to meet certain covenants under the
revolving loan agreement in the future.  We have also experienced
a decrease in new membership sales and existing member upgrades
over the last six months of 2008 and throughout 2009 and
continuing in 2010."

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

               http://researcharchives.com/t/s?62dd

Kissimmee, Fla.-based Ultimate Escapes, Inc. (OTC BB: ULEI and
ULEI-W) -- http://www.ultimateescapes.com/-- is a luxury
destination club that sells club memberships offering members
reservation rights to use its vacation properties, subject to the
rules of the club member's Club Membership Agreement.  The
Company's properties are located in various resort locations
throughout the world.


UNITED AIR LINES: Bank Debt Trades at 10% Off in Secondary Market
-----------------------------------------------------------------
Participations in a syndicated loan under which United Air Lines,
Inc., is a borrower traded in the secondary market at 89.81 cents-
on-the-dollar during the week ended Friday, May 21, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 1.48
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 196 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 Air
Lines, 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)


VENETIAN MACAU: Bank Debt Trades at 3% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Venetian Macau US
Finance Co., LLC, is a borrower traded in the secondary market at
96.60 cents-on-the-dollar during the week ended Friday, May 21,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents a drop of
1.22 percentage points from the previous week, The Journal
relates.  The Company pays 550 basis points above LIBOR to borrow
under the facility.  The bank loan matures on May 25, 2011, and
carries Moody's B3 rating and Standard & Poor's B- rating.

Meanwhile, participations in a syndicated loan under which Las
Vegas Sands Corp. is a borrower traded in the secondary market at
89.67 cents-on-the-dollar during the week ended Friday, May 21,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents a drop of
1.36 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 syndicated loans are two of the biggest gainers and losers
among 196 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

Venetian Macau US Finance Co., LLC (also known as VML US Finance
LLC), and Venetian Macau Limited are wholly owned subsidiaries of
Las Vegas Sands.  Venetian Macau Limited owns the Sands Macau in
the People's Republic of China Special Administrative Region of
Macau and is also developing additional casino hotel resort
properties in Macau.

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.


VERTIS HOLDINGS: Extends Expiration Dates of Exchange Offers
------------------------------------------------------------
Vertis Holdings, Inc. disclosed the extension of the expiration
dates in connection with its principal operating subsidiary
Vertis, Inc.'s previously commenced (i) private exchange offer,
tender offer and consent solicitation relating to its 13-1/2
percent Senior Pay-in-Kind Notes due 2014 (the "Senior Notes"),
and (ii) private exchange offer and consent solicitation relating
to its 18-1/2 percent Senior Secured Second Lien Notes due 2012
from midnight, New York City time, on May 20, 2010, to midnight,
New York City time, on June 11, 2010.  The extension is intended
to provide Vertis with additional time to consummate its
refinancing.

Holdings also announced that Vertis will pay the same
consideration to holders of the Notes who validly tender their
Notes in the applicable Offers at or prior to the New Expiration
Time that was offered to holders of Notes who validly tendered,
and did not validly withdraw, their Notes in the applicable Offers
at or prior to midnight, New York City time, on May 20, 2010, in
order to provide prospective participants in the Offers additional
time to consider tendering their Notes and receive such
consideration.

As of 5:00 p.m., New York City time, on May 19, 2010,
approximately $204.8 million aggregate principal amount of the
Senior Notes were validly tendered in the Senior Notes Offer and
the related consents thereby delivered, and not validly withdrawn.
Of the total Senior Notes validly tendered in the Senior Notes
Offer, approximately $177.0 million aggregate principal amount
were tendered for Holdings' common stock (the "Common Stock") and
approximately $27.8 million aggregate principal amount were
tendered for cash, representing approximately 73 percent and 12
percent, respectively, of the outstanding principal amount of the
Senior Notes.  In addition, as of 5:00 p.m., New York City time,
on May 19, 2010, approximately $357.0 million aggregate principal
amount were validly tendered in the Second Lien Notes Exchange
Offer (as defined below) and the related consents thereby
delivered, and not validly withdrawn.

Pursuant to the terms of the Offers, Notes already tendered, and
not validly withdrawn may no longer be withdrawn and the related
consents may no longer be revoked.

As previously announced, the Offers represent elements of a
comprehensive $1.1 billion refinancing indebtedness.  Upon
completion of the planned transactions, Vertis will have
significantly reduced its outstanding indebtedness and related
interest expense and extended its debt maturity profile.

                    The Senior Notes Offer

Upon consummation of the private exchange offer for the Senior
Notes (the "Senior Notes Exchange Offer"), Holdings will issue
784.377 shares of its common stock and Vertis will pay a consent
fee of $5.00 for each $1,000 principal amount of Senior Notes
validly tendered, and not validly withdrawn, by Eligible Senior
Noteholders at or prior to the New Expiration Time.  The Senior
Notes Exchange Offer is open only (i) in the United States to
holders who are "qualified institutional buyers" or "accredited
investors" as such terms are defined under the Securities Act of
1933, and (ii) outside the United States to holders who are
persons other than U.S. persons in reliance upon Regulation S
under the Securities Act.

Upon consummation of the tender offer for the Senior Notes, Vertis
will pay to Eligible Senior Noteholders and all remaining holders
of Senior Notes that are not eligible to participate in the Senior
Notes Exchange Offer, $400.00 for each $1,000 principal amount of
Senior Notes validly tendered at or prior to the New Expiration
Time.  The cash consideration payable by Vertis pursuant to the
Tender Offer will be funded by the sale of shares of Common Stock
to Avenue Capital in a private placement.

                 The Second Lien Notes Exchange Offer

Upon consummation of Vertis' private offer to exchange its
outstanding Existing Second Lien Notes for new 13 percent Senior
Secured Notes due 2016, Vertis will issue $393.73 principal amount
of New Secured Notes and pay $591.27 of cash for each $1,000
principal amount of Existing Second Lien Notes validly tendered,
and not validly withdrawn, by Eligible Second Lien Holders (as
defined below) at or prior to the New Expiration Time.  The Second
Lien Notes Exchange Offer is open only (i) in the United States to
holders who are "qualified institutional buyers" or institutional
"accredited investors" as such terms are defined under the
Securities Act of 1933, and (ii) outside the United States to
holders who are persons other than U.S. persons in reliance upon
Regulation S under the Securities Act.

Eligible Second Lien Noteholders validly tendering Existing Second
Lien Notes at or prior to the New Expiration Time will also
receive additional New Secured Notes in an amount equal to 98.5
percent of the accrued and unpaid interest due to such holders
from April 1, 2010 until, but not including, the settlement date
for the Second Lien Notes Exchange Offer.

Vertis may elect to further extend one or both of the Offers.  The
Offers are subject to the terms and conditions set forth in the
applicable confidential offering memorandum and consent
solicitation statement and the related letters of transmittal,
each dated April 15, 2010.

Consummation of the Refinancing Transactions, including the
Offers, is subject to the satisfaction or waiver by Vertis of
numerous conditions set forth in the applicable Offering
Memorandum and Letter of Transmittal, and we cannot assure you
that they will be consummated on the terms described herein, on
the timetable described herein or at all.


                    About Vertis Holdings Inc.

About Vertis Holdings Inc.  Headquartered in Baltimore, Maryland,
Vertis Holdings, Inc. -- http://www.vertisinc.com/-- is a
provider of targeted print advertising and direct marketing
solutions to America's retail and consumer services companies.

The company and its six affiliates previously filed for Chapter 11
protection on July 15, 2008 (Bankr. D. Del. Case No. 08-11460).

In August 2008, it emerged from bankruptcy, after completing a
merger with ACG Holdings.


VINE LAVY: Case Summary & 4 Largest Unsecured Creditors
-------------------------------------------------------
Joint Debtors: Vine Lavy
               Mathew Behrooz Chavol
               dba Auto Manager Center
               18340 Ventura Blvd #204
               Tarzana, CA 91356

Bankruptcy Case No.: 10-15945

Chapter 11 Petition Date: May 19, 2010

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

Judge: Geraldine Mund

Debtor's Counsel: Michael D. Kwasigroch, Esq.
                  1445 E Los Angeles Ave
                  Ste 301P
                  Simi Valley, CA 93065
                  Tel: (805) 522-1800
                  Fax: (805) 293-8665
                  E-mail: attorneyforlife@aol.com

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

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

A list of the Company's 4 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb10-15945.pdf

The petition was signed by Vine Lavy and Mathew Behrooz Chavol.


VISTEON CORPORATION: Johnson Controls' Bid is "Unclear", "Late"
---------------------------------------------------------------
Visteon Corporation confirmed it received an unsolicited proposal
from Johnson Controls, Inc. to purchase certain assets associated
with Visteon's interiors and electronics business, and issued the
following statement:

Despite Visteon's request for additional clarification in a May 17
letter to Johnson Controls, the proposal continues to lack
important information and remains highly conditional and vaguely
defined.  It is unclear at this point whether this proposal holds
out any real prospect of enhancing value to Visteon's
constituents.

This proposal has surfaced very late and at a critical point in
our Chapter 11 process.  Johnson Controls is a direct competitor
that stands to benefit by introducing delay and complexity into
the Visteon reorganization process.  Visteon has had extensive and
difficult experiences with Johnson Controls in prior transactions.
We are mindful that exploring a transaction of this size and scope
at this time could distract the company from its primary objective
of completing the ongoing reorganization process in a manner that
enhances value for all of our constituents.

Visteon's customers and global joint venture partners have been
extremely supportive throughout the reorganization process and
support the company's goal of a near-term emergence.

Although Visteon anticipates further dialogue with Johnson
Controls, the company will continue on its path toward emerging
from Chapter 11.  Visteon's disclosure statement hearing is
scheduled for Monday, May 24, in U.S. Bankruptcy Court in
Wilmington, Del.

                         About Visteon Corp.

Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services
to aftermarket customers.  The Company has corporate offices in
Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen,
Germany.  It has facilities in 27 countries and employs roughly
35,500 people.  The Company has assets of 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: Trustee Requests for Status Conference
---------------------------------------------------
The U.S. Trustee assigned to the Visteon case filed with the U.S.
Bankruptcy Court a letter requesting for a status conference to
clarify the order granting the Debtors' motion for reconsideration
of the Court's January 26, 2010 order appointing pension plan
participants to an official committee, BankruptcyData.com reports.

Among other things, the letter assets, "The U.S. Trustee retains
her discretion to add or remove members from an official
committee. See In re Columbia Gas Sys., Inc., 133 B.R. 174, 175
(Bankr. D. Del 1991). The U.S. Trustee seeks clarity with respect
to the Reconsideration Order due to the Debtors' request to
reconstitute the Committee. The U.S. Trustee seeks a status
conference to clarify the Court's ruling since the Reconsideration
Order did not address the issue of whether the pension plan
participants were properly placed on the Committee."

                         About Visteon Corp.

Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services
to aftermarket customers.  The Company has corporate offices in
Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen,
Germany.  It has facilities in 27 countries and employs roughly
35,500 people.  The Company has assets of 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)


VITESSE SEMICONDUCTOR: Posts $34 Million Net Loss for March 31 Qtr
------------------------------------------------------------------
Vitesse Semiconductor Corporation filed its quarterly report on
Form 10-Q, showing a net loss of $34.0 million on $43.9 million
revenues for the three months ended March 31, 2010, compared with
a net loss of $7.0 million on $34.5 million revenues for the same
period a year ago.

The Company's balance sheet at March 31, 2010, showed
$93.1 million in total assets and $169.2 million in total
liabilities, for a $76.1 million total stockholders' deficit.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?62e9

                          About Vitesse

Based in Camarillo, California, Vitesse Semiconductor Corporation
(Pink Sheets: VTSS.PK) -- http://www.vitesse.com/-- designs,
develops and markets a diverse portfolio of semiconductor
solutions for Carrier and Enterprise networks worldwide.

Vitesse had total assets of $87,633,000 against total debts of
$130,120,000 and Series B preferred stock of $1,113,000, resulting
in shareholders' deficit of $43,600,000 as of December 31, 2009.

Vitesse entered into debt restructuring agreements in October 2009
with its major creditors, which allow the Company to satisfy its
creditors by converting most of its debt into new common stock,
preferred stock and new convertible debentures.  Vitesse is
seeking stockholder approval to increase the number of authorized
shares of the Company's common stock from 500,000,000 to
5,000,000,000 in conjunction with the debt restructuring
agreements.  The Company has warned if stockholders do not approve
the proposal to authorize the Company to issue more shares by
February 15, 2010, it will face a 1.0% per month interest charge
on the New Debentures (at a cost of about $500,000 per month)
beginning on February 16, 2010 and continuing until the increase
in the authorized shares is approved.  In addition, the holders of
the New Debentures will have the right to demand repayment of the
principal amount of the debt, plus potentially certain make-whole
interest payments representing interest that would have been
earned if the bonds had not been converted early.  The Company
could potentially be forced to file for protection from creditors
under Chapter 11 of the U.S. Bankruptcy Code.


VITESSE SEMICONDUCTOR: Stockholders Approve 2010 Incentive Plan
---------------------------------------------------------------
Stockholders of Vitesse Semiconductor Corporation approved the
Vitesse Semiconductor Corporation 2010 Incentive Plan at the
Annual Meeting of Stockholders.  The Incentive Plan will replace
the Company's 2001 Stock Incentive Plan, and no new awards will be
granted under the Prior Plan.

The Incentive Plan authorizes the issuance of 50,000,000 shares of
the Company's common stock.  In addition, up to 40,457,825 shares
subject to awards outstanding under the Prior Plan may become
available for issuance under the Incentive Plan to the extent that
those shares on or after May 11, 2010 cease to be subject to
awards.  Unless sooner terminated by the Board or the Committee,
the Incentive Plan will terminate on March 29, 2020.

The Committee will administer the Incentive Plan.  Under the terms
of the Incentive Plan, the Committee has the authority to, among
other things, select eligible individuals to whom awards are
granted, determine the types of awards to be granted and the
number of shares of the Company's common stock subject to each
award, determine the terms, conditions and provisions of such
awards, interpret and administer the Incentive Plan and any
instrument evidencing an award, notice or agreement executed or
entered into under the Incentive Plan, and make any other
determination and take any other action that the Committee deems
necessary or desirable for administration of the Incentive Plan.

Awards may be granted under the Incentive Plan to employees,
officers and directors of the Company and its related companies as
selected by the Committee.  Under the Incentive Plan, the
Committee may grant incentive and nonqualified stock options,
stock appreciation rights, stock awards, restricted stock, stock
units, performance shares, performance units and other stock or
cash-based awards.

                          About Vitesse

Based in Camarillo, California, Vitesse Semiconductor Corporation
(Pink Sheets: VTSS.PK) -- http://www.vitesse.com/-- designs,
develops and markets a diverse portfolio of semiconductor
solutions for Carrier and Enterprise networks worldwide.

Vitesse had total assets of $87,633,000 against total debts of
$130,120,000 and Series B preferred stock of $1,113,000, resulting
in shareholders' deficit of $43,600,000 as of December 31, 2009.

Vitesse entered into debt restructuring agreements in October 2009
with its major creditors, which allow the Company to satisfy its
creditors by converting most of its debt into new common stock,
preferred stock and new convertible debentures.  Vitesse is
seeking stockholder approval to increase the number of authorized
shares of the Company's common stock from 500,000,000 to
5,000,000,000 in conjunction with the debt restructuring
agreements.  The Company has warned if stockholders do not approve
the proposal to authorize the Company to issue more shares by
February 15, 2010, it will face a 1.0% per month interest charge
on the New Debentures (at a cost of about $500,000 per month)
beginning on February 16, 2010 and continuing until the increase
in the authorized shares is approved.  In addition, the holders of
the New Debentures will have the right to demand repayment of the
principal amount of the debt, plus potentially certain make-whole
interest payments representing interest that would have been
earned if the bonds had not been converted early.  The Company
could potentially be forced to file for protection from creditors
under Chapter 11 of the U.S. Bankruptcy Code.


VLADIMIR ELKIN: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Vladimir Elkin
        Irina Elkin
        19240 Califa Street
        Tarzana, CA 91356

Bankruptcy Case No.: 10-15996

Chapter 11 Petition Date: May 19, 2010

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

Judge: Geraldine Mund

Debtor's Counsel: Maria V. Primushko, Esq.
                  5301 Laurel Canyon Blvd Ste 214
                  Valley Village, CA 91607
                  Tel: (818) 760-8292
                  Fax: (818) 760-8161
                  E-mail: prim_mar@yahoo.com

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

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

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

The petition was signed by Vladimir Elkin and Irina Elkin.


WASHINGTON MUTUAL: Files Revised Plan as FDIC, JPM Deal Reached
---------------------------------------------------------------
Washington Mutual, Inc. has filed with the United States
Bankruptcy Court for the District of Delaware an Amended Plan of
Reorganization and Disclosure Statement.  The Plan implements and
incorporates the terms of a revised global settlement agreement
reached among WMI, the Federal Deposit Insurance Corporation and
JPMorgan Chase Bank, N.A.

The terms of Settlement were first announced on March 12, 2010.
The terms of Settlement were subsequently modified as reflected in
filings with the Bankruptcy Court on each of March 26, 2010 and
May 16, 2010, and additional modifications are reflected in the
Plan and Disclosure Statement filed today with the Bankruptcy
Court. WMI noted that the Plan, Disclosure Statement, and the
Settlement were filed with the full support of the FDIC, JPMC and
the Official Committee of Unsecured Creditors, which was appointed
by the Bankruptcy Court.

WMI commented:

"WMI is pleased to have reached an agreement with the FDIC and
JPMC, and we appreciate the strong support of the Creditors'
Committee.  WMI has worked diligently over the last 20 months to
maximize the value of the bankruptcy estate and is confident that
the Amended Plan will accomplish the objective of providing
substantial recoveries for WMI's creditors."

As previously announced, the Plan under which the Settlement will
be implemented contemplates, among other things:

-- WMI will establish a liquidating trust to make distributions to
   creditors on account of their allowed claims. In accordance
   with the terms of the Plan, the trust will distribute funds in
   excess of approximately $7 billion, including approximately $4
   billion of previously disputed funds on deposit with JPMC.

-- It is anticipated that the reorganized WMI will undertake a
   rights offering pursuant to which certain creditors will
   receive a right to purchase newly issued shares of reorganized
   WMI common stock.  The reorganized WMI will retain equity
   interests in WMI Investment Corp. and WM Mortgage Reinsurance
   Company.

-- JPMC will assume certain liabilities related to benefit plans
   (including the pension plan sponsored by WMI).

-- The various litigations involving WMI, JPMC and FDIC will be
   stayed or dismissed.  In addition, JPMC and the FDIC (in its
   capacity as receiver of Washington Mutual Bank and in its
   corporate capacity) will withdraw claims against WMI's
   bankruptcy estate and the parties will exchange mutual
   releases.

-- Preferred and common equity securities previously issued by WMI
   will be cancelled.

The Bankruptcy Court will hold a hearing on June 3, 2010 to
consider approval of the Disclosure Statement.  Following approval
of the Disclosure Statement, WMI will ask the Bankruptcy Court to
confirm the Plan by July 20, 2010.

WMI's Plan and Disclosure Statement, as well as the Settlement
annexed to the Plan, are available at http://www.kccllc.net/wamu.
The Plan is subject to confirmation by the Court. This press
release is not intended as a solicitation for a vote on the Plan.

The Disclosure Statement filed contains historical information
regarding WMI and certain of its affiliates, a description of
proposed distributions to creditors, an analysis of the Plan's
feasibility, as well as many of the technical matters required for
the solicitation process, such as descriptions of who will be
eligible to vote on the Plan and the voting process itself.

                     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).


WASHINGTON MUTUAL: Dewey & Leboeuf Representing Equity Holders
--------------------------------------------------------------
Dewey & LeBoeuf LLP filed with the Bankruptcy Court an entry of
its appearance as proposed counsel for the Official Committee of
Equity Security Holders of Washington Mutual, Inc., effective
March 30, 2010.  In this regard, Venable LLP withdrew its
appearance as counsel for the Equity Committee.

Accordingly, copies of all notices and pleadings given or filed
in the Debtors' cases for transmittal to the Equity Committee
must be served on:

     Martin J. Bienenstock, Esq.
      E-mail: mbienenstock@dl.com
     Judy G.Z. Liu, Esq.
      E-mail: jliu@dl.com
     Irena M. Goldstein, Esq.
      E-mail: igoldstein@dl.com
     Dewey & Leboeuf LLP
     130 I Avenue of the Americas
     New York, New York 10019-6092
     Telephone: (212) 259-8000
     Facsimile: (212) 259-6333

                     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).


WASHINGTON MUTUAL: Equity Holders to Appeal Rejection of Examiner
-----------------------------------------------------------------
Bankruptcy Law360 reports that shareholders in Washington Mutual
Inc. are appealing a judge's recent rejection of their request to
appoint an independent examiner to look into the bank's proposed
settlement with new owner JPMorgan Chase & Co. and the Federal
Deposit Insurance Corp.

According to Law360, WaMu's official committee of equity security
holders notified the U.S. Bankruptcy Court for the District of
Delaware on Wednesday that it would appeal the order denying the
appointment of an independent examiner.

                      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).


WASHINGTON MUTUAL: FDIC's Board Approves Global Settlement
----------------------------------------------------------
The Board of Directors of the Federal Deposit Insurance
Corporation on May 21 approved a global settlement of the
bankruptcy case involving Washington Mutual Inc., the holding
company of Washington Mutual Bank, an institution for which FDIC
was appointed receiver on September 25, 2008.

The FDIC is a participant in the global settlement because of
claims and counterclaims involving the company resulting from its
role as receiver.  The agreement also settles claims between WMI
and JPMorgan Chase, the acquirer of the failed Washington Mutual
Bank.

FDIC's General Counsel, Michael Bradfield, stated that "this
agreement will result in substantial recoveries to the receiver
and resolve potential claims that could have taken years and
millions of dollars to litigate."

The global settlement is subject to the approval of the United
States Bankruptcy Court for the District of Delaware, where
relevant documents were filed May 21.

                      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).


WELTON PLACE: Case Summary & 8 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Welton Place, LLC
        dba Welton
        dba Welton Place
        dba 2300 Welton
        2330 Broadway, Suite 106
        Denver, CO 80205

Bankruptcy Case No.: 10-22239

Chapter 11 Petition Date: May 19, 2010

Court: United States Bankruptcy Court
       District of Colorado (Denver)

Judge: A. Bruce Campbell

Debtor's Counsel: Jeffrey Weinman, Esq.
                  730 17th St.
                  Ste. 240
                  Denver, CO 80202
                  Tel: (303) 572-1010
                  E-mail: jweinman@epitrustee.com

Scheduled Assets: $3,857,629

Scheduled Debts: $6,066,308

A list of the Company's 8 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cob10-22239.pdf

The petition was signed by Brent C. Snyder, manager.


WEST CORP: 2013 Bank Debt Trades at 5% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which West Corporation
is a borrower traded in the secondary market at 95.44 cents-on-
the-dollar during the week ended Friday, May 21, 2010, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents a drop of 0.99 percentage points
from the previous week, The Journal relates.  The Company pays
237.5 basis points above LIBOR to borrow under the facility.  The
bank loan matures on May 11, 2013, and carries Moody's B1 rating
and Standard & Poor's BB- rating.  The debt is one of the biggest
gainers and losers among 196 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.

Founded in 1986 and headquartered in Omaha, Nebraska, West
Corporation -- http://www.west.com/-- provides outsourced
communication solutions to many of the world's largest companies,
organizations and government agencies.  West has a team of 41,000
employees based in North America, Europe and Asia.


WEST CORP: 2016 Bank Debt Trades at 3% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which West Corporation
is a borrower traded in the secondary market at 97.34 cents-on-
the-dollar during the week ended Friday, May 21, 2010, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents a drop of 1.28 percentage points
from the previous week, The Journal relates.  The Company pays 387
basis points above LIBOR to borrow under the facility.  The bank
loan matures on July 1, 2016, and carries Moody's B1 rating.
Standard & Poor's does not rate the bank debt.  The debt is one of
the biggest gainers and losers among 196 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.

Founded in 1986 and headquartered in Omaha, Nebraska, West
Corporation -- http://www.west.com/-- provides outsourced
communication solutions to many of the world's largest companies,
organizations and government agencies.  West has a team of 41,000
employees based in North America, Europe and Asia.
Loan Pricing Friday, May 21, 2010.


WESTCLIFF MEDICAL: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Westcliff Medical Laboratories, Inc.
        1821 E. Dyer Road, #100
        Santa Ana, CA 92705

Bankruptcy Case No.: 10-16743

Chapter 11 Petition Date: May 19, 2010

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

Judge: Robert N. Kwan

Debtor's Counsel: Ron Bender, Esq.
                  10250 Constellation Blvd Ste 1700
                  Los Angeles, CA 90067
                  Tel: (310) 229-1234
                  E-mail: rb@lnbrb.com

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

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

The petition was signed by Matthew Pakkala, designated officer,
CRO.

Debtor's List of 20 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Specialty Laboratories, Inc.                     $1,338,599
27027 Tourney Road
Valencia, CA 91355

Siemens Healthcare Diagnostics                   $767,915
Dept. 1102
P.O. Box 121102
Dallas, TX 75312-1102

Roche Diagnostics Corporation                    $709,272
Dept AT 952243
Atlanta, GA 31192-2243

VWR International                                $668,725
P.O. BOX 31001-1257
Pasadena, CA 91110-1257

CYTYC Hologic Ltd. Partnership                   $341,736
24506 Network Place
Chicago, IL 60673-1245

Diasorin Inc.                                    $334,868
NW 8678
P.O. Box 1450
Minneapolis, MN 55485-8678

Irvine Corporate Center, LLC                     $297,828
c/o Broe Companies
P.O. Box 97456
Dallas, TX 75397-4568

Qiagen Inc.                                      $250,334
P.O. Box 5132
Carol Stream, IL 60197-5132

Grifols USA, LLC                                 $194,112

Genzyme Genetics                                 $188,140

Phadia                                           $181,76

Tripath Imaging, Inc.                            $174,633

Kirkland & Ellis LLP                             $125,279

Fisher Healthcare                                $122,264

Biomerieux Vitek, Inc.                           $112,314

Becton Dickinson                                 $104,159

Alpha Scientific Medical, Inc.                   $98,921

AT & T                                           $94,071

McKesson Info Solutions                          $93,144

Beckman Coulter, Inc.                            $71,439

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
BioLabs, Inc.                          10-16746    05/19/2010


WILLBROS GROUP: S&P Puts 'B+' Rating on $250MM Sr. Secured Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' issue-level
rating and '5' recovery rating to Willbros Group Inc.'s proposed
$250 million, senior secured second-lien notes due 2016.  The
issue rating is one notch lower than the corporate credit rating),
and the '5' recovery rating indicates our expectation that lenders
would receive modest (10% to 30%) recovery in the event of a
payment default.

S&P said, "In addition, we raised the issue-level rating on the
company's proposed $225 million senior secured credit facilities
to 'BB+' (two notches higher than the corporate credit rating)
from 'BB-' and revised the recovery rating on these facilities to
'1' from '3'.  The '1' recovery rating reflects our expectation
that lenders would receive very high (90% to 100%) recovery in the
event of a payment default.  A key assumption in the recovery
rating revision is the reduction in proposed first-lien debt.

"Willbros will fund its proposed acquisition of InfrastruX Group
Inc. with a proposed $50 million term loan due April 2014; $250
million proposed senior secured, second-lien notes due 2016;
approximately $81 million in cash; and $120 million in new
Willbros equity.  The company will use proceeds to acquire
InfrastruX for $480 million (about a 7.5x multiple of InfrastruX's
2010 estimated EBITDA) and to pay fees and expenses.  The purchase
price may include up to an additional $125 million in contingent
consideration if the company achieves specific EBITDA targets for
2010 and 2011.  The company will also enter into a $175 million
revolving credit facility, which it expects to be unfunded at
closing.  The company expects the transaction to close during the
second quarter of 2010.

"With  revenues of about $900 million, Houston-based Willbros
provides engineering, construction, maintenance, and life-cycle
extension services in three markets: hydrocarbon infrastructure,
including natural gas pipelines; refining and processing plants;
and, with the proposed acquisition of InfrastruX, the North
American electric power transmission and distribution (T&D)
market.  This acquisition is consistent with the company's
strategy to diversify its end markets to compliment its upstream
oil and gas business.

Related Criteria and Research

2008 Corporate Criteria: Analytical Methodology, April 15, 2008

Rating List
Willbros Group Inc.
Corporate Credit Rating                BB-/Stable/--

New Rating

Willbros Group Inc.
Senior Secured
  US$250 mil. secured 2nd-lien notes    B+
  bank ln due 2016
   Recovery Rating                      5

Upgraded
                                        To                 From
Willbros United States Holdings Inc.
Senior Secured                         BB+                BB-
   Recovery Rating                      1                  3


WISH I: U.S. Trustee Wants Ch. 11 Case Converted or Dismissed
-------------------------------------------------------------
The U.S. Trustee for Region 11 asks the U.S. Bankruptcy Court for
the Northern District of Illinois to convert the Chapter 11 case
of WISH I LLC to one under Chapter 7 of the bankruptcy Code, or in
the alternative, dismiss the case.

The U.S. Trustee explains that:

   -- the stay was lifted on the Debtor's primary real estate and
      the Debtor therefore cannot effectuate a successful
      reorganization; and

   -- the Debtor has not file operating reports.

The U.S. Trustee proposes a hearing on the Debtor's case dismmisal
or conversion on June 3, 2010, at 10:30 a.m. before the Hon. Jack
B. Schmetterer in Courtroom 682, Dirksen Federal Courthouse, 219
South Dearborn Street, Chicago, Illinois.

Chicago, Illinois-based WISH I LLC filed for Chapter 11 bankruptcy
protection on March 25, 2010 (Bankr. N.D. Ill. Case No. 10-13076).
Bryan Minier, Esq., at Smith Amundsen LLC, assists the Company in
its restructuring effort.  The Company estimated its assets and
debts at $10,000,001 to $50,000,000.


WISH I: Creditors Have Until June 30 to File Proofs of Claim
------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
has established June 30, 2010, as the last day for any individual
or entity to file proofs of claims against WISH I LLC.

All claims must be filed at:

     Clerk of the U.S. Bankruptcy Court
     219 S. Dearborn St., Room 713
     Chicago, IL 60604

Objections, if any, to the filed claims are due on July 30, 2010.

Chicago, Illinois-based WISH I LLC filed for Chapter 11 bankruptcy
protection on March 25, 2010 (Bankr. N.D. Ill. Case No. 10-13076).
Bryan Minier, Esq., at Smith Amundsen LLC, assists the Company in
its restructuring effort.  The Company estimated its assets and
debts at $10,000,001 to $50,000,000.


WORLDSPACE INC: Seeks to Sell Assets to Yazmi USA for $5.5 Million
------------------------------------------------------------------
Bankruptcy Law360 reports that Worldspace Inc. is taking another
shot at selling off its assets after two other failed attempts,
this time inking a deal with Yazmi USA LLC to the tune of $5.5
million in cash.  In a motion filed in the U.S. Bankruptcy Court
for the District of Delaware on Wednesday, Law360 relates,
Worldspace asked the court to approve the sale of substantially
its entire business.

                       About WorldSpace Inc.

WorldSpace, Inc. (WRSPQ.PK) -- http://www.1worldspace.com/--
provides satellite-based radio and data broadcasting services to
paying subscribers in 10 countries throughout Europe, India, the
Middle East, and Africa.  1worldspace(TM) satellites cover two-
thirds of the earth and enable the Company to offer a wide range
of services for enterprises and governments globally, including
distance learning, alert delivery, data delivery, and disaster
readiness and response systems.  1worldspace(TM) is a pioneer of
satellite-based digital radio services.

The Debtors and their affiliates operate two geostationary
satellites, AfriStar and Asia Star, which are in orbit over Africa
and Asia.  The Debtor and two of its affiliates filed for Chapter
11 bankruptcy protection on October 17, 2008 (Bankr. D. Del., Case
No. 08-12412 - 08-12414).  James E. O'Neill, Esq., Laura Davis
Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl
& Jones, LLP, represent the Debtors as counsel.  Kurtzman Carson
Consultants serves as claims and notice agent.  Neil Raymond
Lapinski, Esq., and Rafael Xavier Zahralddin-Aravena, Esq., at
Elliot Greenleaf, represent the Official Committee of Unsecured
Creditors.  When the Debtors filed for bankruptcy, they listed
total assets of $307,382,000 and total debts of $2,122,904,000.


WORLDSPACE SATELLITE: Case Summary & Creditors List
---------------------------------------------------
Debtor: WorldSpace Satellite Company Ltd.
        Craigmuir Chambers
        P.O. Box 71
        Road Town, Tortola
        British Virgin Islands, VG1110

Bankruptcy Case No.: 10-11625

Chapter 11 Petition Date: May 18, 2010

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

Debtor's Counsel:  Laura Davis Jones, Esq.
                   Pachulski Stang Ziehl & Jones LLP
                   919 N. Market Street, 17th Floor
                   Wilmington, DE 19899-8705
                   Tel: (302) 652-4100
                   Fax: (302) 652-4400
                   E-mail: ljones@pszjlaw.com

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

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

The petition was signed by Donald J. Frickel, assistant secretary.

Debtor-affiliates filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
WorldSpace, Inc.                      08-12412                  --
AfriSpace, Inc.                       08-12413                  --
WorldSpace Systems Corporation        08-12414                  --

Debtor's List of 30 Largest Unsecured Creditors:

        Entity                      Nature of Claim   Claim Amount
        ------                      ---------------   ------------
Yenura Pte. Ltd.                    Unsecured Loan     $60,776,890
7 Temaskek Boulevard
#21-02 Suntec Tower One
Singapore 038987

Micronas GmbH                       Trade Debt         $18,241,736
Hans-Bunte Strasse 19
Freiburg 79108 Germany

Fraunhofer Institute for            Trade Debt          $5,586,601
Integrated Circuits
AM Wo1fsmantel 33
Erlangen D-91058 Germany

Flextronics Flextronics             Trade Debt          $2,175,837
2 Robbins Road
Westford, MA 01886

Thales Alenia Space France          Trade Debt          $2,110,860
26 A venue J.F. Champollion
Toulouse 31100 France

Delphi Delco Electronics            Trade Debt          $1,759,695
Europe GmbH
Tec Center
Bad Salzdetfurth D31162, Germany

IFPI (South East Asia) Ltd         Trade Debt          $1,218,809
16/F, Guardian House
32 Oi Kwan Road
Wanchai, Hong Kong

Phonographic Performance limited    Trade Debt          $1,043,435
7th Floor, Crescent Towers, B68
Veera Estate off New Link Road
Mumbai, India

Astrium SAS acting through          Trade Debt          $1,034,365
Astrium Satellites Toulouse,
31 Rue de Cosmonaute, Cedex 4
Toulouse, France 31402

Baker & McKenzie                    Trade Debt            $998,829
1114 Avenue of the Americas
New York, NY 10036

SAP America Inc.                    Trade Debt            $776,418
P.O. Box 7780-824024
Philadelphia PA 19182-4024

SAMRO Ltd.                          Trade Debt            $662,444
P.O. Box 31609
Braamfontein 2017
Johannesburg, South Africa

Fiat Group Automobiles              Trade Debt            $648,605
Corso Agnelli 200
Torino 1 0135 Italy

SanYlrMgt Sanyo-Mgt                 Trade Debt            $612,250
Hiyoshi-cho 2-chomc 5-15
Moriguchi City, Osaka Japan 449-843

Delphi Electronic and Safety        --                    $600,000
One Corporate Center
P.O. Box 9005, M/S 9A222
Kokomo, IN 46904-9005

STMicroelectronics S.r.l.           Trade Debt            $600,000
Via Olivetti 2
20041 Agrate Brianza
Italy

Antrix Corporation Limited          Trade Debt            $557,538
Antariksh Complex
Bangalore India 560094

SED Systems, Inc.                   Trade Debt            $527,560
P.O. Box 1464
Saskatoon, Saskatchewan
Canada 57K 3P7

Accenture LLP                       Trade Debt            $523,931
One Freedon Square
11951 Freedom Drive
Reston, VA 20190

BPL Techno Vision Pvt Ltd           Trade Debt            $506,046
17 KM Old Madras Road
Avanahall Bangalore India

Performing Rights Society Limited   Trade Debt            $441,542
29-33 Berners Street
London WIT 3AB UK

ESPN Star Sports                    Trade Debt            $400,000
151 Lorong Chuan #03-01
New Tech Park Singapore 556741

Microsoft Licensing, GP             Trade Debt            $380,745
1401 Elm Street, 5th Floor
Dept 842467
Dallas, TX 75202

Libert Syndicates                   Trade Debt            $362,950
Plantation Place South
60 Great Tower Street
London EC3R 5AZ

American Express Travel             Trade Debt            $336,944
P.O. Box 360001
Fort Lauderdale, FL. 33336

Thompson Licensing S.A.             Trade Debt            $298,000
46 Quai Alphonse Le Gallo
Boulogne-Billancoiirt
92100 France

Gabon Telecom S.A. BP               Trade Debt            $290,963
40 000 Libreville
Gabon

Universidad de Chile                Trade Debt            $286,740
Centro de Estudios Espaciales
Ai1uro Prat 117
Santiago, Chile

Wistron NeWeb Corp.                 Trade Debt            $269,463
No. 10-1 Li-Hsin Road 1
Science-based Industrial Park
I-Hsinchu 300, Taiwan, ROC

International Space Brokers Inc.    Trade Debt            $257,623
1300 Wilson Boulevard
Arlington, VA 22209


XERIUM TECH: S&P Assigns 'BB-' Rating on Proposed Secured Debt
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB-' preliminary
issue rating with a preliminary recovery rating of '1' to Raleigh,
N.C.-based Xerium Technologies Inc.'s proposed first-lien secured
debt.  S&P also assigned its 'B+' preliminary issue rating and
preliminary '2' recovery rating to the company's proposed
second-lien secured debt.

S&P said," In addition, we expect to assign the reorganized
company our 'B' corporate credit rating with a stable outlook upon
its emergence from bankruptcy protection.  The company has
indicated that it expects to emerge from bankruptcy by the end of
May 2010."

"The rating action reflects the company's announcement that the
U.S. Bankruptcy Court for the District of Delaware confirmed the
company's prepackaged reorganization plan under Chapter 11 of the
U.S. Bankruptcy Code.  Under the terms of the plan, Xerium would
reduce its total debt to $470 million from approximately $630
million.

"The preliminary issue ratings and our expected 'B' corporate
credit rating are subject to Xerium's timely emergence from
bankruptcy and consummation of its plan of reorganization in line
with our expectations, including its proposed exit financing,
which the bankruptcy court confirmed by its order on May 12,
2010," said Standard & Poor's credit analyst Sarah Wyeth. "The
preliminary and expected ratings are subject to the first- and
second-lien secured credit facilities' being finalized on
substantially the same terms as represented to us," she continued.

"Any meaningful changes to the capital structure may result in
Standard & Poor's assigning different ratings.  If the company
cannot obtain exit financing as proposed and it emerges from
bankruptcy with a significantly different capital structure, we
could withdraw the preliminary ratings and assign a lower issuer
credit rating.  The preliminary and expected ratings are also
subject to final documentation and our review of legal matters
that we believe are relevant to our analysis, as outlined in our
criteria," S&P said.

S&P related, "In our view, partially offsetting the company's weak
business profile are Xerium's relatively variable cost structure
and sound margin profile, as well as the company's fair geographic
diversification, which should enable it to benefit from more
positive industry fundamentals in emerging markets."

"Xerium reported revenues of about $500 million in 2009. It
operates in two business segments: clothing, in the form of
synthetic textile belts that transport paper through papermaking
machines; and roll covers, which provide covering surface for
large steel cylinders, between which paper travels in those
machines. Clothing represents roughly 65% of revenue, and roll
covers the remainder.  These consumables play key roles in
converting raw material into paper, and customers historically
have preferred local, long-standing suppliers that they believe
are reliable."

"After a significant contraction in global paper production and
papermakers' reduction in inventory and capital expenditures in
2009, we expect demand for Xerium's products to recover slowly in
2010.  The company has indicated that it derives about two-thirds
of its sales from products used in the production of high-growth
paper grades such as tissue, containerboard, and specialty paper,
whereas low-growth to declining newsprint and printing paper
grades represent about one-third.  However, we expect the long-
term shift in global production to Asia to continue, and in our
view, this could cause production volumes in North America and
Europe to remain subdued beyond near-term inventory replenishment
effects.  As a result, we believe pricing, although not the key
buying decision (given the product's critical nature and its low
cost compared with the total cost of papermaking), would remain
highly competitive in these markets.  In 2009, Xerium derived
about 20% of its sales from Asia-Pacific and South America, and it
should benefit from higher growth rates in these regions.
However, the company does not currently have paper machine
clothing production facilities in China, and this could constrain
its ability to capitalize on growth trends in this large market."

"As Xerium emerges from bankruptcy, liquidity appears to be
adequate for near-term needs at our expected rating level.  We
expect Xerium to maintain sufficient cash to cover operating needs
and to collateralize letters of credit. We also expect financial
covenants under the proposed facilities to allow reasonable
headroom, and we assume Xerium will adequately address the
risk of foreign exchange volatility as it relates to financial
covenant calculations.

"Subject to final documentation and our review of legal matters
that we believe are relevant to our analysis, as outlined in our
criteria, we expect to issue final ratings upon the company's
emergence from bankruptcy that are consistent with our preliminary
and expected ratings.  We also expect to assign a stable outlook
to the expected 'B' corporate credit rating.

"We could lower the rating if Xerium's operating performance does
not improve consistent with our expectations and the company does
not use free cash flow to reduce debt.  For example, if EBITDA
remains flat, at about $100 million and the company does not
reduce debt, resulting in limited EBITDA headroom over its
leverage covenant, we could consider lowering the rating.  Factors
that could contribute to such a scenario would be continued global
economic weakness, increased pricing pressures, and adverse
foreign exchange movements.

"We could consider raising the rating if the company improves
leverage to about 4.5x, which could be achieved with, for example,
revenue growth, stable operating margins, and by applying free
cash flow to debt reduction. We would also expect the company to
adopt a less aggressive financial policy to support
a higher rating.

"Standard & Poor's has provided the foregoing independent credit
opinions based on the information that has been provided.  In
offering such opinions, Standard & Poor's is independent from the
engaging company and any parties to the bankruptcy proceeding.  We
do not advise, advocate, or support any particular plan of
reorganization, and a rating opinion does not indicate whether the
plan is fair, reasonable, or appropriate, or likely to be
confirmed as the basis for the company's emergence from
bankruptcy.  The issuer, issue, and recovery ratings and the
rating outlook provided by Standard & Poor's to companies prior to
exiting bankruptcy are preliminary, are our current opinion
of the final ratings and rating outlook that we expect to assign
at a future date, and subsequent developments or changes to the
plan or information considered by us in our analysis could result
in final conclusions that differ from the preliminary ratings and
outlook.  Rating opinions provided by Standard & Poor's to a
company in bankruptcy are assumed to be used in accordance with
all applicable laws," said S&P.


ZAYAT STABLES: Fifth Third Wants Zayat's Personal Bank Records
--------------------------------------------------------------
Janet Patton at Kentucky.com reports that Fifth Third Bank wants
the personal bank records of Ahmed Zayat, owner of Zayat Stables,
to see whether repayments of loans or proceeds of bets ended up in
his personal accounts.  The bank said Mr. Zayat has exploited
corporate assets, including its cash collateral, for personal and
other non-business-related uses.  Mr. Zayat opposed the release of
his personal records, citing that the request is harassment.

                        About Zayat Stables

Headquartered in Hackensack, New Jersey, 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.



* Bank Failures This Year Now 73 As Minnesota Bank Shut May 21
--------------------------------------------------------------
Regulators on Friday shut down Pinehurst Bank, St. Paul,
Minnesota.  The Minnesota Department of Commerce appointed the
Federal Deposit Insurance Corporation as receiver.

To protect the depositors, the FDIC entered into a purchase and
assumption agreement with Coulee Bank, La Crosse, Wisconsin, to
assume all of the deposits of Pinehurst Bank.

As of March 31, 2010, Pinehurst Bank had approximately
$61.2 million in total assets and $58.3 million in total deposits.
Coulee Bank will pay the FDIC a premium of 1.33% to assume all of
the deposits of Pinehurst Bank.  In addition to assuming all of
the deposits of the failed bank, Coulee Bank agreed to purchase
essentially all of the assets.

The FDIC estimates that the cost to the Deposit Insurance Fund
(DIF) will be $6.0 million.

Pinehurst Bank is the 6th FDIC-insured institution in Minnesota to
fail this year.

In accordance with Federal law, allowed claims against failed
financial institutions will be paid, after administrative
expenses, in this order of priority:

     1. Depositors
     2. General Unsecured Creditors
     3. Subordinated Debt
     4. Stockholders

                    2010 Failed Banks List

The FDIC was appointed as receiver for the closed banks.  To
protect the depositors, the FDIC entered into a purchase and
assumption agreement with various banks that agreed to assume the
deposits of most of the closed banks.  The FDIC also entered into
loss-share transactions on assets bought by the banks.

For this year, the failed banks are:

                                  Loss-Share
                                  Transaction Party  FDIC Cost
                   Assets of      Bank That Assumed  to Insurance
                   Closed Bank    Deposits & Bought  Fund
Closed Bank       (millions)     Certain Assets     (millions)
-----------       -----------    --------------     ------------
Pinehurst Bank           $61.2    Coulee Bank               $6.0
Southwest Community      $96.6    Simmons First Nat'l      $29.0
New Liberty Bank        $109.1    Bank of Ann Arbor        $25.0
Satilla Community Bank  $135.7    Ameris Bank              $31.3
Midwest Bank & Trust  $3,170.0    Firstmerit Bank         $216.4
1st Pacific Bank        $335.8    City National Bank       $87.7
Access Bank              $32.0    PrinsBank, Prinsburg      $5.5
Towne Bank of Ariz      $120.2    Commerce Bank            $41.8
The Bank of Bonifay     $242.9    First Federal Bank       $78.7
Frontier Bank         $3,500.0    Union Bank, NA        $1,370.0
BC National Banks        $67.2    Community First          $11.4
Champion Bank           $187.3    BankLiberty              $52.7
CF Bancorp            $1,650.0    First Michigan Bank     $615.3
Westernbank PR       $11,940.0    Banco Popular de PR   $3,310.0
R-G Premier Bank      $5,920.0    Scotiabank de PR      $1,230.0
Eurobank, SJ, PR      $2,560.0    Oriental Bank & Trust   $743.9
Lincoln Park Savings    $199.9    Northbrook Bank          $48.4
Peotone Bank            $130.2    First Midwest            $31.7
Wheatland Bank          $437.2    Wheaton Bank            $133.0
New Century Bank        $485.6    MB Financial            $125.3
Citizens Bank&Trust      $77.3    Republic Bank            $20.9
Broadway Bank         $1,200.0    MB Financial            $394.3
Amcore Bank           $3,800.0    Harris                  $220.3
Lakeside Community       $53.0    People's United          $11.2
Innovative Bank         $268.9    Center Bank              $37.8
City Bank             $1,130.0    Whidbey Island          $323.4
Butler Bank             $233.2    People's United          $22.9
AmericanFirst Bank       $90.5    TD Bank, N.A.            $10.5
First Federal           $393.3    TD Bank, N.A.             $6.0
Riverside National    $3,420.0    TD Bank, N.A.           $491.8
Tamalpais Bank          $628.9    Union Bank, N.A.         $81.1
Beach First National    $585.1    Bank of NC              $130.3
McIntosh Commercial     $362.9    CharterBank, West Point $123.3
Desert Hills Bank       $496.6    New York Community Bank $106.7
Unity National Bank     $292.2    Bank of the Ozarks       $67.2
Key West Bank            $88.0    Centennial Bank          $23.1
State Bank of Aurora     $28.2    Northern State Bank       $4.2
First Lowndes Bank      $137.2    First Citizens Bank      $38.3
Bank of Hiawassee       $377.8    Citizens South Bank     $137.7
Appalachian Community $1,010.0    Community & Southern    $419.3
Advanta Bank Corp.    $1,600.0    - None -                $635.6
Century Security         $96.5    Bank of Upson            $29.9
American National        $70.3    National Bank and Trust  $17.1
The Park Avenue Bank    $520.1    Valley National Bank     $50.7
Statewide Bank          $243.2    Home Bank, Lafayette     $38.1
Old Southern Bank       $315.6    Centennial Bank          $94.6
LibertyPointe Bank      $209.7    Valley National          $24.8
Sun American Bank       $535.7    First-Citizens Bank     $103.8
Waterfield Bank         $155.6    {FDIC Created}           $51.0
Centennial Bank         $215.2    Zions Bank               $96.3
Bank of Illinois        $211.7    Heartland Bank           $53.7
Rainier Pacific Bank    $446.2    Umpqua Bank, Roseburg    $95.2
Carson River Community   $51.1    Heritage Bank of Nevada   $7.9
George Washington       $412.8    FirstMerit Bank         $141.4
La Jolla Bank         $3,600.0    OneWest Bank, FSB       $882.3
The La Coste Nat'l       $53.9    Community National        $3.7
Marco Community Bank    $119.6    Omaha Bank               $38.1
1st American State       $18.2    Community Development     $3.1
First National Bank     $832.6    Community & Southern    $260.4
Florida Community       $875.5    Premier American Bank   $352.6
American Marine Bank    $373.2    Columbia State Bank      $58.9
Marshall Bank, N.A.      $59.9    United Valley Bank        $4.1
First Regional Bank   $2,180.0    First-Citizens Bank     $825.5
Comm. Bank & Trust    $1,210.0    SCBT, N.A.              $354.5
Charter Bank          $1,200.0    Charter, Albuquerque    $201.9
Evergreen Bank          $488.5    Umpqua Bank, Roseburg    $64.2
Columbia River Bank   $1,100.0    Columbia State Bank     $172.5
Bank of Leeton           $20.1    Sunflower Bank            $8.1
Premier American Bank   $350.9    Bond Street subsidiary   $85.0
Town Community           $69.6    Bank First American      $17.8
St. Stephen State        $24.7    First State Bank          $7.2
Barnes Banking          $827.8    {DINB Created}          $271.3
Horizon Bank          $1,400.0    Washington Federal      $539.1

In 2009, there were 140 failed banks, compared with just 25 for
2008.

A complete list of banks that failed since 2000 is available at:

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


* 775 Banks Now in FDIC's Problem List
--------------------------------------
The number of institutions on the Federal Deposit Insurance
Corp.'s "Problem List" rose to 775, up from 702 at the end of
2009. In addition, the total assets of "problem" institutions
increased during the quarter from $403 billion to $431 billion.
These levels are the highest since June 30, 1993, when the number
and assets of "problem" institutions totaled 793 and $467 billion,
respectively, but the increase in the number of problem banks was
the smallest in four quarters.

"Problem" institutions are those institutions with financial,
operational, or managerial weaknesses that threaten their
continued financial viability.  They are rated by the FDIC or
Office of the Thrift Supervision as either a "4" or "5", based on
a scale of 1 to 5 in ascending order of supervisory concern.
The Problem List is not divulged to the public.  No advance notice
is given to the public when a financial institution is closed.

The FDIC says that 41 institutions failed during the first
quarter.  Chairman Bair noted that the vast majority of "problem"
institutions do not fail.

According to the FDIC, its Deposit Insurance Fund (DIF) balance
improved for the first time in two years.  The DIF balance -- the
net worth of the fund -- increased slightly to negative $20.7
billion, from negative $20.9 billion (unaudited) on December 31,
2009.  The fund balance reflects a $40.7 billion contingent loss
reserve that has been set aside to cover estimated losses.  Just
as banks reserve for loan losses, the FDIC has to set aside
reserves for anticipated closings.  Combining the fund balance
with this contingent loss reserve shows total DIF reserves of
$20 billion.  Total insured deposits increased by 1.3%
($70.0 billion) during the first quarter.

The FDIC's liquid resources - cash and marketable securities -
remained strong.  Liquid resources stood at $63 billion at the end
of the first quarter, a decline from $66 billion at year-end 2009.
To provide the funds needed to resolve failed institutions in 2010
and beyond without immediately reducing the industry's earnings
and capital, the FDIC Board approved a measure on November 12,
2009, that required most insured institutions to prepay
approximately three years' worth of deposit insurance premiums -
about $46 billion - at the end of 2009.

Chairman Bair concluded by stating, "There will be more failures,
to be sure. The banking system still has many problems to work
through, and we cannot ignore the possibility of more financial
market volatility. But the positive signs I've outlined today
suggest that the trends continue to move in the right direction."

                Problem Institutions      Failed Institutions
                --------------------      -------------------
Year           Number  Assets (Mil)      Number  Assets (Mil)
----           ------  ------------      ------  ------------
2009              702      $402,800         140       $169,700
2008              252      $159,405          25       $371,945
2007               76       $22,189           3         $2,615
2006               50        $8,265           0             $0
2005               52        $6,607           0             $0
2004               80       $28,250           4           $170

A copy of the FDIC's Quarterly Banking Profile for the quarter
ended March 31, 2010, is available for free at:

      http://bankrupt.com/misc/FDIC_QBP_Q1_10.pdf


* FDIC-Insured Firms Earned $18-Bil. in Q1; Highest in 2 Years
--------------------------------------------------------------
Commercial banks and savings institutions insured by the Federal
Deposit Insurance Corporation (FDIC) reported an aggregate profit
of $18.0 billion in the first quarter of 2010, a $12.5 billion
improvement from the $5.6 billion the industry earned in the first
quarter of 2009, but still well below historical norms for
quarterly profits.  More than half of all institutions (52.2%)
reported year-over-year improvements in their quarterly net
income.  Fewer than one in five institutions (18.7%) reported net
losses for the quarter, compared to 22.3% a year earlier.  The
average return on assets, a basic yardstick of  profitability,
rose to 0.54%, from 0.16% a year ago. This is the highest
quarterly ROA for the industry since the first quarter of 2008.

"There are encouraging signs in the first-quarter numbers," said
FDIC Chairman Sheila C. Bair.  "Industry earnings are up.  More
banks reported higher earnings, and fewer lost money."  She added
that the $18 billion in net income during the quarter "is more
than three times as much as banks earned a year ago, and it is the
best quarterly earnings for the industry in two years."

The primary factor contributing to the year-over-year improvement
in quarterly earnings was a reduction in provisions for loan
losses.  While first-quarter provisions were still high, at
$51.3 billion, they were $10.2 billion (16.6%) lower than a year
earlier.  Lower expenses for goodwill impairment and other
intangible asset charges added $5.0 billion to pretax earnings.

The FDIC noted signs of improvement in asset-quality trends as the
growth of troubled loans slowed for a fourth consecutive quarter.
The percentage of loans and leases that were noncurrent (90 days
or more past due or in nonaccrual status) rose from 5.38% to 5.45%
at the end of the first quarter, the highest level in the 27 years
that insured institutions have reported these data.  However, the
$17.4 billion (4.4%) increase in noncurrent loans was the smallest
quarterly increase in two and a half years, as the amounts of
commercial and industrial loans and construction and development
loans that were noncurrent each declined for the second
consecutive quarter. Insured banks and thrifts charged off
$52.4 billion in uncollectible loans during the quarter, up from
$37.9 billion a year earlier, but less than the $53.6 billion they
charged off in the fourth quarter of 2009.

The extent of improvement in both noncurrent loans and charge-offs
was understated because of the implementation of new accounting
standards - FAS 166 and 167.  These rules require banks to report
on their balance sheets many existing securitized credit card and
other consumer loans that had not been included in banks' loan
portfolios.  The rules also require reporting the noncurrent loans
and charge-offs associated with these securitized loans.

Total loans and leases increased by $220.4 billion (3.0%) during
the quarter, but the growth in reported loan balances was the
result of FAS 166 and 167, which caused more than $300 billion in
existing securitized loans to be included in institutions'
reported loans. Most of the loan balances added to reported totals
under the new rules were credit cards and other loans to
consumers.  Total assets of insured institutions rose by
$248.6 billion (1.9%, but the industry's total assets and total
loans would have declined in the quarter absent the new accounting
rules.

Financial results for the first quarter are contained in the
FDIC's latest Quarterly Banking Profile.

Also among the findings are the new accounting standards affected
the reporting of cash flows and balance sheet totals.  FAS 166 and
FAS 167 limited the types of structures that can be used to
securitize loans and report them as off-balance-sheet.  In
addition to consolidating some securitized loan balances into
banks' balance sheets, the new standards resulted in the
reclassification of some income and expense flows, but the impact
on the industry's overall profitability was negligible.  Banks
that had securitized and sold large amounts of credit card
receivables were most affected by the changes.

A copy of the FDIC's Quarterly Banking Profile for the quarter
ended March 31, 2010, is available for free at:

      http://bankrupt.com/misc/FDIC_QBP_Q1_10.pdf


* S&P: Global Spec.-Grade Default Rate Fell to 6.96% in April
-------------------------------------------------------------
The number of global weakest links continued to decline in May,
reaching 161 as of May 14 from 177 in April and 293 a year ago,
said an article published today by Standard & Poor's, titled
"Global Bond Markets' Weakest Links And Monthly Default Rates
(Premium)."

Weakest links are issuers rated 'B-' and lower with a negative
outlook or ratings on CreditWatch negative.  The 161 weakest links
have combined rated-debt worth $168.35 billion.

The U.S. leads in the number of weakest links, with 110 of the 161
entities, or 68%.  By sector, media and entertainment; consumer
products; banks; chemicals, packaging, and environmental services;
and retail and restaurants were the most vulnerable, with the
highest concentrations of weakest links.

So far in 2010 (through May 14), 34 issuers have defaulted,
affecting debt worth $21.03 billion.  Of the 34 defaults in 2010,
23 are from the U.S., three are from Canada, two are from New
Zealand, and one each is from Argentina, Australia, Ireland,
Netherlands, Indonesia, and Bahrain.

"The 12-month-trailing global corporate speculative-grade default
rate declined in April 2010 to 6.96% from 8.34% in March -- its
fifth consecutive monthly decline," said Diane Vazza, head of
Standard & Poor's Global Fixed Income Research.

"Regionally, the U.S. speculative-grade corporate default rate
also fell for the fifth consecutive time, to 8.35% in April from
10.03% in March.  In Europe, the default rate declined to 6.15%
from 6.67%, while the emerging markets default rate decreased to
3.48% from 4.43%," said Ms. Vazza.


* 2 Kaye Scholer Partners Join Willkie Farr & Gallagher
-------------------------------------------------------
Willkie Farr & Gallagher LLP disclosed that Margot B. Schonholtz
and Ana M. Alfonso, formerly partners at Kaye Scholer LLP, have
joined Willkie as partners in the Business Reorganization and
Restructuring Department in New York, effective May 21, 2010.

With 30 years of experience, Ms. Schonholtz is among an elite
group of practitioners specializing in representing leading
institutional creditors, agents to syndicated lending groups, and
large lender groups in major out-of-court debt restructurings,
complex loan workouts, asset sale transactions and insolvency
matters.  She also regularly represents lenders in state and
federal court proceedings for enforcement and foreclosure on
collateral, lender liability suits, and aiding and abetting fraud
litigations.

The 2010 edition of Chambers Global ranks her among the top
bankruptcy/restructuring practitioners in the country, noting she
is "a tenacious lawyer you really want by your side when you're up
against it."  The current edition of Chambers USA calls her a
"truly great bank lawyer" who is "invaluable in negotiations" and
"knows how to position clients to their optimum advantage."

Ms. Schonholtz is well known and respected for her unique ability
to devise innovative solutions for some of the most difficult
credit situations and to harmonize divergent positions held by
financial institutions within a syndicate.  She was recently
lauded for her representation of Bank of America, N.A., as
administrative agent for SemCrude's prepetition lender syndicate,
which was owed approximately $3 billion.  Amid massive litigation
involving hundreds of oil and gas producers in multiple states,
hotly contested DIP and cash collateral hearings, and a fraud
investigation by a court appointed examiner, Ms. Schonholtz
achieved extraordinary results in preserving and enhancing the
lenders' recoveries.

Ms. Alfonso is also a leader in representing secured lenders,
debtors, trustees, committees, unsecured creditors and other
parties facing bankruptcy and insolvency-related issues.  She
recently successfully represented a major international financial
institution as the largest prepetition secured creditor and as a
postpetition lender in the Lyondell insolvency proceeding.

Willkie Co-Chairman Steven Gartner stated, "We consider our
bankruptcy and restructuring group to be one of our crown jewels,
and the addition of Margot and Ana enhances our existing practice,
for which we are known globally.  Bringing in two such
distinguished and accomplished practitioners broadens and
strengthens our group at a time when our clients are demanding
greater expertise.  We feel extremely fortunate to have these two
dynamic leaders in their field join our team."

Ms. Schonholtz concurred.  "Ana and I are extremely pleased to be
joining Willkie and its dynamic top tier restructuring practice.
We were attracted by the firm's commitment to growing and further
diversifying the scope of its restructuring practice and by the
extraordinary caliber of its lawyers."  Ms. Alfonso added,
"Willkie is a place where we will be able to provide a full range
of restructuring and other services to our clients, which face a
complex and more challenging restructuring landscape."

The addition of Ms. Schonholtz and Ms. Alfonso reinforces
Willkie's standing as one of the world's leading, full-service
bankruptcy and restructuring advisory groups.  With their arrival,
the firm's restructuring platform will serve all possible parties
to complex reorganizations and restructurings, including debtors
in out-of-court, pre-packaged and more complex judicial
restructurings; official creditors' and shareholders' committees;
institutional lenders and agents administering large syndicated
loans in judicial and out-of-court restructurings; significant
lenders (including private funds) and unofficial groups;
shareholders; governmental units; investment advisors; entities,
including acquirers and investors, seeking opportunities in
chapter 11 cases and other restructuring contexts; cross-border
matters involving multilateral restructurings, judicial and
informal; and specialized litigation arising in the restructuring
context.

Willkie Farr & Gallagher LLP is an international law firm of
approximately 650 attorneys with offices in New York, Washington,
Paris, London, Milan, Rome, Frankfurt and Brussels.  The firm is
headquartered in New York City at 787 Seventh Avenue. Tel:
212.728.8000.


* BOND PRICING -- For Week From May 17 to 21, 2010
--------------------------------------------------

  Company Name           Coupon     Maturity    Bid Price
  ------------           ------     --------    ---------
ABITIBI-CONS FIN          7.88%     8/1/2009         9.90
BOWATER INC               9.50%   10/15/2012        39.00
BOWATER INC               6.50%    6/15/2013        38.88
AMBAC INC                 9.38%     8/1/2011        47.25
AMKR-CALL06/10            7.75%    5/15/2013       101.33
METALDYNE CORP           11.00%    6/15/2012         1.60
AT HOME CORP              0.52%   12/28/2018         0.50
MERRILL LYNCH             3.21%     3/9/2011        99.75
BANK NEW ENGLAND          8.75%     4/1/1999        11.88
BANK NEW ENGLAND          9.88%    9/15/1999        11.88
BLOCKBUSTER INC           9.00%     9/1/2012        18.00
BALLY TOTAL FITN         14.00%    10/1/2013         1.00
BANKUNITED FINL           6.37%    5/17/2012         7.25
BANKUNITED FINL           3.13%     3/1/2034         7.88
CAPMARK FINL GRP          5.88%    5/10/2012        32.75
CCMM-CALL05/10            8.38%    4/30/2014       102.75
CITADEL BROADCAS          4.00%    2/15/2011        55.00
CELL THERAPEUTIC          4.00%     7/1/2010        94.25
DECODE GENETICS           3.50%    4/15/2011         0.03
EDDIE BAUER HLDG          5.25%     4/1/2014         5.00
EVERGREEN SOLAR           4.00%    7/15/2013        42.00
FRIEDE GOLDMAN            4.50%    9/15/2004         0.88
FGP-CALL06/10             8.75%    6/15/2012       100.21
FEDDERS NORTH AM          9.88%     3/1/2014         1.58
FLEETWOOD ENTERP         14.00%   12/15/2011        15.38
FAIRPOINT COMMUN         13.13%     4/1/2018        16.13
FAIRPOINT COMMUN         13.13%     4/2/2018        14.00
GENERAL MOTORS            9.45%    11/1/2011        32.00
GENERAL MOTORS            7.13%    7/15/2013        29.37
GASCO ENERGY INC          5.50%    10/5/2011        62.50
HERBST GAMING             7.00%   11/15/2014         0.30
155 E TROPICANA           8.75%     4/1/2012         5.25
ELEC DATA SYSTEM          3.88%    7/15/2023        92.50
HAWAIIAN TELCOM           9.75%     5/1/2013         3.50
HAWAIIAN TELCOM          12.50%     5/1/2015         1.40
INDALEX HOLD             11.50%     2/1/2014         2.80
INN OF THE MOUNT         12.00%   11/15/2010        41.00
LEHMAN BROS HLDG          7.88%    11/1/2009        20.50
LEHMAN BROS HLDG          4.38%   11/30/2010        19.00
LEHMAN BROS HLDG          5.00%    1/14/2011        19.00
LEHMAN BROS HLDG          6.00%     4/1/2011        21.00
LEHMAN BROS HLDG          5.75%    4/25/2011        19.00
LEHMAN BROS HLDG          5.75%    7/18/2011        19.00
LEHMAN BROS HLDG          4.50%     8/3/2011        20.96
LEHMAN BROS HLDG          6.63%    1/18/2012        21.13
LEHMAN BROS HLDG          5.25%     2/6/2012        19.46
LEHMAN BROS HLDG          1.25%    6/13/2012        19.05
LEHMAN BROS HLDG          6.00%    7/19/2012        20.88
LEHMAN BROS HLDG          5.00%    1/22/2013        19.00
LEHMAN BROS HLDG          5.63%    1/24/2013        21.25
LEHMAN BROS HLDG          5.10%    1/28/2013        19.80
LEHMAN BROS HLDG          5.00%    2/11/2013        19.00
LEHMAN BROS HLDG          4.80%    2/27/2013        18.88
LEHMAN BROS HLDG          4.70%     3/6/2013        20.85
LEHMAN BROS HLDG          5.00%    3/27/2013        20.50
LEHMAN BROS HLDG          5.75%    5/17/2013        20.00
LEHMAN BROS HLDG          0.45%   12/27/2013        20.00
LEHMAN BROS HLDG          5.25%    1/30/2014        20.91
LEHMAN BROS HLDG          4.80%    3/13/2014        21.06
LEHMAN BROS HLDG          6.20%    9/26/2014        20.25
LEHMAN BROS HLDG          5.15%     2/4/2015        19.38
LEHMAN BROS HLDG          5.25%    2/11/2015        19.70
LEHMAN BROS HLDG          8.80%     3/1/2015        20.63
LEHMAN BROS HLDG          8.50%     8/1/2015        18.00
LEHMAN BROS HLDG          5.00%     8/5/2015        17.40
LEHMAN BROS HLDG          6.00%   12/18/2015        20.20
LEHMAN BROS HLDG          5.50%     4/4/2016        21.25
LEHMAN BROS HLDG          8.92%    2/16/2017        17.00
LEHMAN BROS HLDG          5.70%    1/28/2018        18.50
LEHMAN BROS HLDG          6.00%    2/12/2018        19.50
LEHMAN BROS HLDG          5.50%    2/19/2018        18.32
LEHMAN BROS HLDG          6.88%     5/2/2018        21.31
LEHMAN BROS HLDG          8.05%    1/15/2019        19.38
LEHMAN BROS HLDG          7.00%    4/16/2019        18.55
LEHMAN BROS HLDG          8.75%   12/21/2021        20.50
LEHMAN BROS HLDG         11.00%    6/22/2022        19.38
LEHMAN BROS HLDG          6.75%     7/1/2022        18.65
LEHMAN BROS HLDG         11.00%    7/18/2022        17.50
LEHMAN BROS HLDG         11.00%    8/29/2022        19.00
LEHMAN BROS HLDG          9.50%   12/28/2022        19.50
LEHMAN BROS HLDG          9.50%    1/30/2023        19.00
LEHMAN BROS HLDG          8.75%     2/6/2023        17.05
LEHMAN BROS HLDG          8.40%    2/22/2023        17.95
LEHMAN BROS HLDG          9.50%    2/27/2023        19.00
LEHMAN BROS HLDG         10.00%    3/13/2023        22.50
LEHMAN BROS HLDG         10.38%    5/24/2024        19.50
LEHMAN BROS HLDG         11.00%    3/17/2028        19.38
LEHMAN BROS HLDG          7.05%    2/27/2038        16.50
MFCCN-CALL06/10           5.05%    6/15/2030        96.30
MGM MIRAGE                8.38%     2/1/2011        99.88
NORTH ATL TRADNG          9.25%     3/1/2012        50.00
NEFF CORP                10.00%     6/1/2015         9.63
NEWPAGE CORP             10.00%     5/1/2012        58.25
NEWPAGE CORP             12.00%     5/1/2013        29.60
LEINER HEALTH            11.00%     6/1/2012         8.75
PALM HARBOR               3.25%    5/15/2024        73.50
PVH-CALL06/10             8.13%     5/1/2013       100.00
QUANTUM CORP              4.38%     8/1/2010        92.55
RAFAELLA APPAREL         11.25%    6/15/2011        65.00
RASER TECH INC            8.00%     4/1/2013        38.00
SPHERIS INC              11.00%   12/15/2012        21.00
STATION CASINOS           6.00%     4/1/2012         6.70
STATION CASINOS           6.50%     2/1/2014         0.75
STATION CASINOS           6.88%     3/1/2016         0.80
STATION CASINOS           7.75%    8/15/2016         6.75
THORNBURG MTG             8.00%    5/15/2013         2.00
TRANS-LUX CORP            8.25%     3/1/2012         7.67
TOUSA INC                 9.00%     7/1/2010        64.50
TOUSA INC                 9.00%     7/1/2010        68.00
TOUSA INC                10.38%     7/1/2012         5.00
TOUSA INC                 7.50%    1/15/2015         5.25
TIMES MIRROR CO           7.25%     3/1/2013        29.70
TRICO MARINE              3.00%    1/15/2027        19.75
TRUMP ENTERTNMNT          8.50%     6/1/2015         0.50
VIRGIN RIVER CAS          9.00%    1/15/2012        45.50
VERENIUM CORP             5.50%     4/1/2027        37.00
VERASUN ENERGY            9.38%     6/1/2017         6.63
WCI COMMUNITIES           9.13%     5/1/2012         3.00
WCI COMMUNITIES           7.88%    10/1/2013         1.00
WERNER HOLDINGS          10.00%   11/15/2007         2.00
WASH MUT BANK NV          5.50%    1/15/2013         1.13
WASH MUT BANK NV          5.95%    5/20/2013         1.25
WASH MUT BANK FA          5.65%    8/15/2014         1.05
WASH MUT BANK FA          5.13%    1/15/2015         0.50
WASH MUT BANK NV          6.75%    5/20/2036         1.13
YELLOW CORP               5.00%     8/8/2023        61.00



                           *********

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.

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are $25 each.  For subscription information, contact Christopher
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                  *** End of Transmission ***