TCR_Public/100611.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Friday, June 11, 2010, Vol. 14, No. 160

                            Headlines

2151 HOTEL: Court Dismisses 2nd Try in Chapter 11
ABDUL SHEIKH: Says Plan Talks Ongoing, Wants to Keep Exclusivity
ABITIBIBOWATER: Noteholders Oppose $500 Million Rights Offer
ACTION MOTORS: Judge Confirms Liquidation Plan
AIRTRAN HOLDINGS: Files Tender Offer Statement on Notes Buyback

ALL SEASONS: Case Summary & 20 Largest Unsecured Creditors
AMERICAN CAPITAL: Enters Into Lock Up Agreement with Noteholders
AMERICAN CAPITAL: Extends Plan Voting Deadline to June 22
AMERICAN INT'L: US Gov't Likely to Keep Stake Through 2012
AMERICAN INT'L: Ordered to Produce Docs. in $1-Bil. Fraud Case

AMERICAN INT'L: Can Still Get $35.5-Bil. from AIA, Treasury Says
AMERICAN INT'L: Kushner Said to Offer to Buy Stake in Apartments
AMR CORP: CEO to Report on Performance & Outlook at BoA Meet
ANDREW L YOUNG: Has Until August 10 to Propose Chapter 11 Plan
BISTATE BISTRO: Lease Dispute Prompted Chapter 11 Filing

BP PLC: Proposed Dividend Suspension to Hit Pensioners
BP PLC: Bonds, CD Swaps Trade Like Junk
BRADLEY WARKENTIN: Case Summary & 20 Largest Unsecured Creditors
BROWN PUBLISHING: Files Schedules of Assets and Liabilities
BROWN PUBLISHING: U.S. Trustee Forms 7-Member Creditors Panel

CALIFORNIA COASTAL: Bandera Partners Owns 11.2% of Common Stock
CALIFORNIA COASTAL: ING Groep Ceases to Own Shares of Common Stock
CBI HOLDING: Ernst & Young Wins Rehearing of Malpractice Damages
CHAND ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors
CINCINNATI BELL: COO Brian Ross to Resign Effective August 8

CIT GROUP: Analyst Won't Rule Out Acquisition by Larger Bank
CIT GROUP: Former CEO, Others Officers Must Defend Lawsuit
DANIEL CHANG: Trustmark National Wants Ch. 11 Case Dismissed
DAYTON OAKS: Case Summary & 20 Largest Unsecured Creditors
DEER VALLEY: Can Incur $2.5 Million Loan from Inland Mortgage

DEER VALLEY: Files List of 20 Largest Unsecured Creditors
DUTT, LLC: Voluntary Chapter 11 Case Summary
EMMA LEE: Case Summary & 12 Largest Unsecured Creditors
ENNIS HOMES: Plan of Reorganization Wins Court Approval
EPICEPT CORP: Stockholders Elect 2 as Directors

EXIDE TECHNOLOGIES: Claims Objection Deadline Extended to July 31
EXIDE TECHNOLOGIES: Files First Quarter Operating Report
EXTENDED STAY: Amends Plan Due to Centerbridge Winning Bid
FAIRPOINT COMMS: Proposes to Assume Agreements with Suppliers
FAIRPOINT COMMS: Reaches Deals on Indemnification Provisions

FAIRPOINT COMMS: Second Phase of Plan Hearings Set on July 8
FORD MOTOR: Tries to Jump Star Explorer SUV
FOREST CITY: Closes Financing for East River Plaza Retail Project
FORTERRA ENVIRONMENTAL: No Longer Deemed a "Going Concern"
FX REAL ESTATE: Raises $99,000 in Sale of Securities to Execs

GARLOCK SEALING: Proposes $10-Mil. of DIP Financing from BoA
GARLOCK SEALING: Sues to Enjoin Asbestos Claimants
GARLOCK SEALING: Seeks Permission to Use Cash Collateral
GAYLORD ENTERTAINMENT: S&P Affirms 'B' Corporate Credit Rating
GENERAL GROWTH: Equity Panel Receives Nod for Cantor as Advisor

GENERAL GROWTH: Seeks Sept. 28 Extension for Claims Objections
GENERAL GROWTH: Wins Nod of Heeling Sports Settlement
GENERAL GROWTH: Simon No Longer Keen Submitting Bid
GENERAL MOTORS: Old GM Selling Delaware Plant for Plug-In Vehicles
GREEKTOWN HOLDINGS: 2 Units Seek Chapter 7 Conversion

GREEKTOWN HOLDINGS: Exit May Be Delayed Due to Ownership Issues
GREEKTOWN HOLDINGS: Put Parties Want Plan Tax Effects Determined
GULF FLEET: Gets Third Interim Okay to Use Cash Collateral
GULF FREEWAY: 1st Int'l Bank Asks Court to Bar Cash Use
HALO COMPANIES: Posts $800,500 Net Loss for Q1 2010

HANA BIOSCIENCES: Posts $5.5 Million Net Loss for Q1 2010
HARRAH'S ENTERTAINMENT: $43-Mil. Offer Tops Bid for Thistledown
HARVEST OAKS: Unsecured Creditors Won't Have Official Committee
HAWAIIAN TELCOM: Appoints Richard Jalkut as Chairman
HENRY MARINE: Files for Chapter 11 Bankruptcy in Brooklyn

HUNG TRAN: Case Summary & 20 Largest Unsecured Creditors
INDIGO LAKES: Voluntary Chapter 11 Case Summary
INNATECH LLC: Finalizes Sale of Richmond Plant
IREX TECHNOLOGIES: Financial Woes Prompt Chapter 11 Filing
J & J CONSTRUCTION: Files Schedules of Assets & Liabilities

J & J CONSTRUCTION: Section 341(a) Meeting Scheduled for July 1
JEN HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
JEVIC TRANSPORTATION: Access to Lenders' Cash Expires on June 30
JOSE VACA: Case Summary & 6 Largest Unsecured Creditors
K-V PHARMACEUTICAL: Earns $108.6 Million in Q3 Ended Dec. 31

KERYX BIOPHARMACEUTICALS: Posts $4.0 Million Net Loss in Q1 2010
KINSLEY FOREST: Plan Confirmation Hearing Set for July 20
LOWER BUCKS: Has Until August 12 to Propose Chapter 11 Plan
LYONDELL CHEMICAL: Outcome Exceeds Expectations, Investor Says
MAGNA ENTERTAINMENT: Harrah's $43-Mil. Tops Bid for Thistledown

MARK ALLEN WYNNE: U.S. Trustee Unable to Form Creditors Committee
MARTIN MOSQUEDA: Case Summary & 14 Largest Unsecured Creditors
MC PRECAST: Court Converts Case to Chapter 7 Liquidation
MDRNA INC: Posts $9.5 Million Net Loss for Q1 2010
MECHANICAL RUBBER: Case Summary & 13 Largest Unsecured Creditors

MOJAVE VALLEY: Files for Chapter 7 Bankruptcy in Las Vegas
MOSER ENTERPRISES: Inability to Pay Loan Cues Bankruptcy Filing
MPF CORP: Filed Amended Chapter 11 Plan of Reorganization
NASH FINCH: Moody's Upgrades Corporate Family Rating to 'B1'
NATIONAL FRANCHISE: Case Summary & 3 Largest Unsecured Creditors

NEW LEAF: Withdraws Prospectus on Resale of 3,847,064 Shares
NEWARK GROUP: Files for Ch. 11 in New Jersey with Prepack Plan
NEWARK GROUP: Case Summary & 20 Largest Unsecured Creditors
NEXT 1 INTERACTIVE: Kreamer Weisman Raises Going Concern Doubt
NMP INVESTORS: Case Summary & 17 Largest Unsecured Creditors

NOBEL GROUP: Voluntary Chapter 11 Case Summary
NORTEL NETWORKS: Appeals Court Denies Hearing for Disabled Workers
NORTH PHILLY: Voluntary Chapter 11 Case Summary
NUTRACEA: Gets Court Approval for Class Action Suit Settlement
OPUS EAST: Lease Decision Period Extended until August 25

OPUS EAST: Receives Approval of APG Settlements
OPUS SOUTH: Waters Edge Files Post-Confirmation Report for Q1
PALISADES COUNTRY: Voluntary Chapter 11 Case Summary
PAUL TRANSPORTATION: Gets Final OK to Factor Invoices to RTS
PAUL TRANSPORTATION: May Retain 169 Trailers

PENHALL HOLDING: Moody's Downgrades Default Ratings to 'Caa3'
PETTUS PROPERTIES: Case Summary & 7 Largest Unsecured Creditors
PROJECT ORANGE: Files Schedules of Assets and Liabilities
PROSPECT HOMES: Files for Chapter 11 Protection
PROTECTION ONE: Entity Exercises Option to Buy 48.8-Mil. Shares

QB2 HOLDINGS: Section 341(a) Meeting Scheduled for June 29
RICHARD THOMPSON: Case Summary & 11 Largest Unsecured Creditors
ROBERT VACCARO: Voluntary Chapter 11 Case Summary
RUSTICK LLC: Gets Okay to Hire Dilworth Paxson as Bankr. Counsel
RUSTICK LLC: Gets OK to Tap Quinn Law as Local & Conflicts Counsel

RUSTICK LLC: Secures $1,390,000 DIP Loan From Merrill Lynch
SALANDER-O'REILLY: Auction of European Art Disappointing
SD TRUST: U.S. Trustee Forms 5-Member Creditors Committee
SD TRUST: Files Schedules of Assets and Liabilities
SEDONA DEVELOPMENT: Seeks July 1 Extension of Schedules Filing

SEDONA DEVELOPMENT: Seeks to Use Specialty Trust Cash Collateral
SEDONA DEVEVLOPMENT: Wants to Hire Highland Financial as CRO
SELF STORAGE: Case Summary & 22 Largest Unsecured Creditors
SILGAN HOLDINGS: Moody's Assigns 'Ba1' Rating on New Facilities
SILVER STAR: Voluntary Chapter 11 Case Summary

SIRIUS XM: Unit Deregisters Senior PIK Secured Notes Due 2011
SITHE/INDEPENDENCE FUNDING: Moody's Reviews 'Ba2' Bond Rating
SMART ONLINE: Sells More Convertible Secured Notes Due 2013
SOUTHGATE BAPTIST: Case Summary & 9 Largest Unsecured Creditors
SPECIALTY PRODUCTS: Section 341(a) Meeting Scheduled for July 9

SPECIALTY PRODUCTS: Wants Schedules Filing Extended by 45 Days
SSD PARTNERS: Voluntary Chapter 11 Case Summary
STATION CASINOS: Frank Fertitta Has 41.7% of Existing Stock
STORY BUILDING: Seeks to Use Cash to Maintain Walter Story Bldg
STORY BUILDING: Wants Filing of Schedules Extended until June 14

SUMNER REGIONAL: Files Schedules of Assets and Liabilities
SUNESIS PHARMA: Stockholders Elect 2 as Directors
TAYLOR-WHARTON: Closes Sale of Huntsville Operations
TERESA GUIDICE: Files for Chapter 11 Bankruptcy in New Jersey
TC GLOBAL: Registers 312,500 Shares Under 2010 Stock Option Plan

THORNWOOD FURNITURE: Files for Chapter 11 in Phoenix
TIEGS FAMILY: Court Dismisses Reorganization Case
TISHMAN SPEYER: Keeps D.C. Buildings After Capital Injection
TMX FINANCE: Moody's Assigns Corporate Family Rating at 'B2'
TOUSA INC: Clerk Reports on Claims Transfers for February - May

TRIDIMENSION ENERGY: Has $6.75MM in DIP Loans from Amegy, BMO
UNO RESTAURANT: Pa's Revenue Department Objects to Plan
US AIRWAYS: Live Webcast Presentation at BoA Conference on June 15
US AIRWAYS: Reports May Traffic Results
US AIRWAYS: S. Kirby Says Merger Remains Likely

VALASSIS: $488.5 Million of 2015 Notes Tendered by Deadline
VIRGO INVESTMENTS: Case Summary & 20 Largest Unsecured Creditors
VISICON SHAREHOLDERS TRUST: Case Summary & Creditors List
VISTEON CORP: JCI Says it Made Offer Based on Limited Info.
VISTEON CORP: Hain Capital Proposes to Appoint Trade Committee

VISTEON CORP: Proposes to Ink License Deal with TomTom
WASHINGTON MUTUAL: Court Agrees to Expedite Hearing for Examiner
WASHINGTON MUTUAL: TPS Holders Want Documents Produced
WESTCLIFF MEDICAL: Files Schedules of Assets & Liabilities
WESTCLIFF MEDICAL: Gets Interim Approval to Use GE Collateral

WILLBROS GROUP: Awarded Pipeline Construction Project
WILLIAM NOLL: Case Summary & 20 Largest Unsecured Creditors
WINDER RENEWABLE: Files Schedules of Assets and Liabilities
ZINNIE'S EAST: Files for Chapter 11 to Restructure Debt

* Changes to Rule 2019 Lender Disclosure Nears
* Experts See Need for Restructurings in Health-Care Industry
* "Short-Term Maneuvers" Save Public Jobs, Risking Bond Defaults

* Barclays Restructuring Pro Joins Greenberg Traurig

* BOOK REVIEW: The Executive Guide to Corporate Bankruptcy


                            *********


2151 HOTEL: Court Dismisses 2nd Try in Chapter 11
-------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of California
dismissed the Chapter 11 case of 2151 Hotel Circle South, LLC.

The Court prohibited the Debtor from filing any voluntary petition
or cooperating in any involuntary petition for bankruptcy for 180
days from the entry of this order.  The Court also denied the
Debtor's motions to:

   -- sell its assets to Macino Entertainment Hollywood
      Corporation for $14 million; and

   -- use cash collateral.

Woodland Hills, California-based 2151 Hotel Circle South LLC filed
for Chapter 11 bankruptcy protection on April 30, 2010 (Bankr.
S.D. Calif. Case No. 10-07330).  Stuart J. Wald, Esq., at the Law
Offices of Stuart J. Wald, assisted the Company in its
restructuring effort.  The Company estimated its assets and debts
at $10,000,001 to $50,000,000.

This is the second time the bankruptcy court dismissed the Chapter
11 case for 2151 Hotel.

2151 Hotel first filed for Chapter 11 on January 4, 2010.  The
case was dismissed in March due to (i) the Debtor's unauthorized
use of cash collateral; (ii) failure to provide proof of workmen's
compensation insurance; and (iii) the absence of a reasonable
likelihood of rehabilitation.  2151 returned to Chapter 11 in
April to complete the sale of the assets.


ABDUL SHEIKH: Says Plan Talks Ongoing, Wants to Keep Exclusivity
---------------------------------------------------------------
The Hon. Alan M. Ahart the U.S. Bankruptcy Court for the Central
District of California will consider at a hearing on June 30,
2010, at 10:00 a.m., Abdul Halim Sheikh's request for an extension
in its exclusive periods to file and solicit acceptances of a
Chapter 11 plan.  The hearing will be held at Courtroom 1375, 255
E Temple St., Los Angeles, California.  Objections, if any, are
due 14 days prior to the hearing.

The Debtor requests for an additional 90 to 120 days extension in
its Plan deadlines.  The Debtor needs additional time to file a
Plan and Disclosure Statement as a result of the parties' ongoing
settlement discussions.

Palos Verdes Estates, California-based Abdul Halim Sheikh aka A.H.
Sheikh filed for Chapter 11 on Oct. 27, 2009 (Bankr. Case C.D.
Calif. No. 09-39652).  Paul R. Shankman, Esq., represents the
Debtor in its restructuring effort.  In its petition, the Debtor
listed assets and debts both ranging from $10,000,001 to
$50,000,000.


ABITIBIBOWATER: Noteholders Oppose $500 Million Rights Offer
------------------------------------------------------------
Bill Rochelle at Bloomberg News reports that AbitibiBowater Inc.
will appear before the U.S. Bankruptcy Court to seek approval of
procedures for a $500 million backstopped debt offering.
AbibiBowater is facing opposition from Aurelius Capital Management
LP and Contrarian Capital Management LLC, which claim that the
Company has sufficient cash to confirm a plan and therefore
shouldn't incur the expense of a rights offering.

Bloomberg relates that the rights offering is part of the
financing for the revised reorganization plan that Abitibi filed
in late May along with a disclosure statement telling creditors of
each of the more than 30 affiliated companies how much they stand
to recover.  The hearing for approval of the disclosure statement,
a prerequisite to voting on the plan, is scheduled for July 7.

The June 11 hearing is intended to set up auction procedures to
determine who will make the best offer to backstop the offering.
In return for providing 22% of the backstop for $500 million
offering, Fairfax Financial Holding Ltd. would receive a release
of the fraud claim.

Bloomberg continues that Aurelius and Contrarian join arms with
the indenture trustee for the 7.95% notes who in addition contends
that approving the backstop improperly requires waiving a claim
that Bowater's guaranty for $387.3 million was a fraudulent
transfer because Bowater received nothing in return.  The
noteholders' indenture trustee argues that the waiver will cost
Bowater creditors $200 million.  In addition to the claim waiver,
the backstop parties would receives fees ranging between
$15 million and $30 million, according to the indenture trustee.

                     About AbitibiBowater

AbitibiBowater produces a wide range of newsprint, commercial
printing papers, market pulp and wood products.  It is the eighth
largest publicly traded pulp and paper manufacturer in the world.
AbitibiBowater owns or operates 22 pulp and paper facilities and
26 wood products facilities located in the United States, Canada
and South Korea.  Marketing its products in more than 90
countries, the Company is also among the world's largest recyclers
of old newspapers and magazines, and has third-party certified
100% of its managed woodlands to sustainable forest management
standards.  AbitibiBowater's shares trade over-the-counter on the
Pink Sheets and on the OTC Bulletin Board under the stock symbol
ABWTQ.

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

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

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

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


ACTION MOTORS: Judge Confirms Liquidation Plan
----------------------------------------------
American Bankruptcy Institute reports that bankruptcy Judge Alan
Shiff has confirmed the liquidation plan of shuttered car
dealership Action Motors Corp.

In 2009, Action Motors Corporation filed for Chapter 11 bankruptcy
protection in the U.S. Bankruptcy Court for the District of
Connecticut, listing more than $1.1 million in debt, including
$100,000 in back taxes to Connecticut and New York.


AIRTRAN HOLDINGS: Files Tender Offer Statement on Notes Buyback
---------------------------------------------------------------
AirTran Holdings, Inc., filed with the Securities and Exchange
Commission a Tender Offer Statement on Schedule TO relating to the
right of each holder of the Company's 7% Convertible Notes due
2023 to sell -- and the obligation of the Company to purchase --
the Notes upon the terms and subject to the conditions set forth
in the Indenture, dated as of May 7, 2003, between the Company and
AirTran Airways, Inc., as guarantor, and Wilmington Trust Company,
as trustee.

The Company is the issuer of the Notes and is obligated to
purchase all of the Notes for which Holders validly exercise the
Put Option in cash pursuant to the terms and subject to the
conditions set forth in the Indenture and the Notes.  The Notes
are convertible into shares of common stock, par value $0.001 per
share, of the Company, subject to the terms, conditions and
adjustments specified in the Indenture and the Notes.

As reported by the Troubled Company Reporter on June 9, 2010, the
Put Option entitles each holder of the Notes to require AirTran to
repurchase all or part of such holder's Notes at a price, in cash,
equal to $1,000 per $1,000 principal amount of the Notes, plus any
accrued and unpaid interest up to, but excluding, July 1, 2010,
upon the terms and subject to the conditions set forth in the
Notes and the indenture governing the Notes.  The Repurchase Date
is an interest payment date under the terms of the Notes;
accordingly, interest accrued up to, but excluding, the Repurchase
Date will be paid to record holders as of the regular record date
immediately preceding such interest payment date, and AirTran,
therefore, expects that there will be no accrued and unpaid
interest due as part of the repurchase price.  As of May 26, 2010,
there was $95.8 million in aggregate principal amount of the Notes
outstanding.  If all outstanding Notes are surrendered for
repurchase pursuant to the Put Option, the aggregate cash purchase
price will be $95.8 million. AirTran intends to use cash on hand
to finance the Put Option.

The Notes are, subject to certain conditions, convertible into
89.9281 shares of AirTran common stock per $1,000 principal amount
of the Notes. On May 26, 2010, the closing sales price of AirTran
common stock on the New York Stock Exchange was $5.50 per share.

Noteholders' opportunity to exercise the Put Option commences
today, June 3, 2010, and will terminate at 5:00 p.m., New York
City time, on July 1, 2010.  To exercise the Put Option, a holder
must follow the transmittal procedures set forth in AirTran's
company repurchase notice to holders, which is available through
The Depository Trust Company and Wilmington Trust Company. Holders
may withdraw any previously tendered Notes pursuant to the terms
of the Put Option at any time prior to 5:00 p.m., New York City
time, on July 1, 2010 or as otherwise provided by applicable law.

A full-text copy of the COMPANY REPURCHASE NOTICE TO HOLDERS OF
THE 7% CONVERTIBLE NOTES is available at no charge at
http://ResearchArchives.com/t/s?64a6

                      About AirTran Holdings

Headquartered in Orlando Florida, AirTran Holdings Inc. (NYSE:
AAI) -- http://www.airtran.com/-- through its wholly owned
subsidiary, AirTran Airways, Inc., operates scheduled airline
service throughout the United States and to selected international
locations.  As of February 1, 2010, the Company operated 86 Boeing
B717-200 aircraft and 52 Boeing B737-700 aircraft offering
approximately 700 scheduled flights per day to 63 locations in the
United States, including San Juan, Puerto Rico, and to Orangestad,
Aruba, Cancun, Mexico, and Nassau, The Bahamas.

At March 31, 2010, the Company had total assets of $2,285,822,000
against total current liabilities of $754,073,000, long-term
capital lease obligations of $15,017,000, long-term debt of
$906,479,000, other liabilities of $110,013,000, deferred income
taxes of $4,206,000, and derivative financial instruments of
$9,349,000, resulting in $486,685,000 in stockholders' equity.

                          *     *     *

As reported by the Troubled Company Reporter on December 28, 2009,
Moody's Investors Service raised its ratings of AirTran Holdings'
corporate family and probability of default ratings each to Caa1
from Caa2.  The 'Caa1' corporate family rating considers the still
high leverage and AirTran's exposure to cyclical risks in the
airline industry.

The airline's carries a corporate credit rating of CCC+/Stable/--
from Standard & Poor's.


ALL SEASONS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: All Seasons Contracting Inc.
          dba All Seasons Contracting & Landscaping, Inc.
              All Seasons Contracting & Painting, Inc.
        5000 Van Epps Road
        Independence, OH 44131

Bankruptcy Case No.: 10-15482

Chapter 11 Petition Date: June 7, 2010

Court: U.S. Bankruptcy Court
       Northern District of Ohio (Cleveland)

Judge: Arthur I. Harris

Debtor's Counsel: Richard H. Nemeth, Esq.
                  526 Superior Avenue NE, #410
                  Cleveland, OH 44114
                  Tel: (216) 502-1300
                  E-mail: rhnemeth@yahoo.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
$1,937,218 while debts total $2,838,212.

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/ohnb10-15482.pdf

The petition was signed by Mark Fourtounis, vice president.

Debtor-affiliate filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Fourtounis, Mark & Eugenia            10-15476            06/07/10


AMERICAN CAPITAL: Enters Into Lock Up Agreement with Noteholders
----------------------------------------------------------------
American Capital Ltd. on June 9, 2010, entered into a Lock Up
Agreement with certain holders of the Company's unsecured public
6.85% Senior Notes due August 1, 2012 who have represented that
they own beneficially approximately 43% of the Public Notes,
pursuant to which they agreed, among other things, to:

  (a) tender their Public Notes in the Company's private offers to
      exchange its outstanding unsecured public and private notes
      for cash payments and new secured notes and vote their
      Public Notes to accept the Company's standby plan of
      reorganization to the extent possible;

  (b) cause a meeting of the ad hoc group of holders of Public
      Notes to be convened and recommend that such holders (i)
      tender all their Public Notes in the Exchange Offers, (ii)
      vote their Public Notes to accept the Standby Plan to the
      extent possible, and (iii) enter into the Lock Up Agreement;
      and

  (c) upon the request of the Company, act to support, through the
      public note steering committee, to reduce the percentage of
      the principal amount of Public Notes required as a condition
      to the Exchange Offers from 85% to such percent as may be
      specified by the Company, but not less than 51%.

                     About American Capital

Based in Bethesda, Maryland, American Capital, Ltd. (Nasdaq: ACAS)
-- http://www.AmericanCapital.com/-- is a publicly traded private
equity firm and global asset manager.  American Capital, both
directly and through its asset management business, originates,
underwrites and manages investments in middle market private
equity, leveraged finance, real estate and structured products.
Founded in 1986, American Capital currently has $13.9 billion in
capital resources under management and eight offices in the U.S.,
Europe and Asia.

The Company's balance sheet as of March 31, 2010, showed
$6.757 billion in assets, $4.231 billion in liabilities, and
$2.526 billion of shareholders' equity.


AMERICAN CAPITAL: Extends Plan Voting Deadline to June 22
---------------------------------------------------------
American Capital, Ltd. (Nasdaq: ACAS) said June 9 that it has made
certain amendments to its private offers to exchange its
outstanding unsecured public and private notes for cash payments
and new secured notes and its standby plan of reorganization.  The
Company also announced that it has extended the deadline for
tendering into the Exchange Offers and voting on the Standby Plan.

The amended terms of the Exchange Offers include an additional
exchange option for holders of the Company's unsecured public
6.85% Senior Notes due August 1, 2012.  The holders of the Public
Notes also now have the right to exchange Public Notes for a
series of non-amortizing new notes, which will have a make-whole
redemption provision prior to August 1, 2012 similar to that in
the current Public Notes and no cash consideration other than the
two percent fee and minimum cash payment previously provided.  The
other terms of the Call-Protected Secured Notes are substantially
the same as the terms of the other notes being offered in the
Exchange Offers.

The amended terms of the Standby Plan include, among others, that
all holders of the Public Notes that constitute Class 6, Public
Notes Claims, would receive Call-Protected Secured Notes in
satisfaction of their claims and would not receive a share of the
case payment under the Standby Plan.

The Company also entered into a lock-up agreement on June 9, 2010,
with certain holders of Public Notes who have represented that
they own beneficially approximately 43% of the Public Notes.

Because of the amendments to the Exchange Offers and the Standby
Plan, the Company has extended (i) the expiration time of the
Exchange Offers and the consent solicitation of its outstanding
public notes and (ii) the voting deadline of its solicitation of
votes to accept the Standby Plan.  The Exchange Offers, the
Consent Solicitation and the Standby Plan Solicitation will now
expire at 11:59 p.m., New York City time, on June 22, 2010, unless
further extended or earlier terminated.

A statement from the Company earlier on June 9 said that the
deadline was extended from 5:00 p.m. New York City time, on
June 8, 2010, until 11:59 p.m., New York City time, on June 9,
2010.

Each holder of the Private Notes and Public Notes (other than
certain holders who held $100,000 or less of Public Notes on April
30, 2010) who has prior to June 9, 2010, tendered its notes in the
Exchange Offers has the right to withdraw such tender at any time
prior to the scheduled expiration time on June 22, 2010 (without
giving effect to any further extension).  Any creditor that has
previously submitted a properly completed ballot may change its
vote for acceptance or rejection of the Standby Plan at any time
prior to the new voting deadline on June 22, 2010, as the same may
be extended.

The Company has been advised of these information by, as
applicable, the exchange agent for the Exchange Offers and the
voting agent for the Standby Plan, as of 5:00 p.m. New York City
time on June 9, 2010:

  * With regard to lenders under the Company's existing credit
    agreement, whose approximately $1.4 billion of claims
    constitute Class 3, Existing Credit Agreement Claims, under
    the Standby Plan, all of the lenders by outstanding principal
    amount participated in the solicitation of votes for the
    Standby Plan, with 100% in principal amount and 100% in number
    of votes cast supporting the Standby Plan. Although the
    lenders under the existing credit agreement do not participate
    in the Exchange Offers, as previously announced, they are
    parties to a lock-up agreement pursuant to which they are
    obligated to undertake a restructuring of the credit agreement
    on terms equivalent to those offered to the holders of the
    Company's unsecured public and private notes in the Exchange
    Offers.

  * With regard to the holders of the Company's unsecured private
    notes, whose approximately $406 million in claims constitute
    Class 4, Private Notes Claims, under the Standby Plan,
    approximately 70% of holders by outstanding principal amount
    participated in the solicitation of votes for the Standby
    Plan, of which 100% in principal amount and 100% in number of
    votes cast supported the Standby Plan. With regard to the
    Exchange Offers, the following unsecured private notes have
    been tendered:

     -- $83.7 million in aggregate principal amount (100%) of
        outstanding 5.92% Senior Notes, Series A due September 1,
        2009.

     -- $94.9 million in aggregate principal amount (100%) of
        outstanding 6.46% Senior Notes, Series B due September 1,
        2011.

     -- $134.2 million in aggregate principal amount (100%) of
        outstanding 6.14% Senior Notes, Series 2005-A due
        August 1, 2010.

     -- None of the outstanding Floating Rate Senior Notes, Series
        2005-B due October 30, 2020.

     -- EUR14.8 million in aggregate principal amount (100%) of
        outstanding 5.177% Senior Notes, Series 2006-A due
        February 9, 2011.

     -- GBP3.3 million in aggregate principal amount (100%) of
        outstanding 6.565% Senior Notes, Series 2006-B due
        February 9, 2011.

  * With regard to the holders of the Company's unsecured public
    6.85% Senior Notes due August 1, 2012, whose approximately
    $550 million in claims constitute Class 6, Public Notes
    Claims, under the Standby Plan, approximately 79.7% of holders
    by outstanding principal amount participated in the
    solicitation of votes for the Standby Plan, of which
    approximately 5.71% in principal amount and 14.0% in number of
    votes cast supported the Standby Plan. With regard to the
    Exchange Offers, $37.4 million in aggregate principal amount
    (approximately 6.8%) of outstanding unsecured public notes
    have been tendered and the same percentage has voted in favor
    of the Consent Solicitation.

  * With regard to the holders of the Company's outstanding swap
    agreements, whose claims constitute Class 7, Swap Claims,
    under the Standby Plan, all of the holders by notional amount
    participated in the solicitation of votes for the Standby
    Plan, with 100% in notional amount and 100% in number of votes
    cast supporting the Standby Plan.

              Enough Acceptances for Cramdown Plan

Bill Rochelle at Bloomberg News reports that American Capital now
has enough acceptances from two of three affected creditor classes
to implement a restructuring through a so-called cramdown in
Chapter 11.

Mr. Rochelle notes that with acceptances from 70% of the $406
million in private notes, the class would be accepting if American
Capital implements the restructuring, now that the required two-
thirds affirmative vote has been achieved.  Holders of all of the
$1.4 billion on the existing credit agreement previously voted in
favor should Chapter 11 be required.

                     About American Capital

Based in Bethesda, Maryland, American Capital, Ltd. (Nasdaq: ACAS)
-- http://www.AmericanCapital.com/-- is a publicly traded private
equity firm and global asset manager.  American Capital, both
directly and through its asset management business, originates,
underwrites and manages investments in middle market private
equity, leveraged finance, real estate and structured products.
Founded in 1986, American Capital currently has $13.9 billion in
capital resources under management and eight offices in the U.S.,
Europe and Asia.

The Company's balance sheet as of March 31, 2010, showed
$6.757 billion in assets, $4.231 billion in liabilities, and
$2.526 billion of shareholders' equity.


AMERICAN INT'L: US Gov't Likely to Keep Stake Through 2012
----------------------------------------------------------
The Wall Street Journal's Serena Ng reports that the bipartisan
Congressional Oversight Panel concluded that the U.S. government,
which owns nearly 80% of American International Group Inc., is
likely to "remain a significant shareholder in AIG through 2012"
and it is unclear if taxpayers "will ever be repaid in full."

According to the Journal, the watchdog panel said in a 300-page
report that U.S. taxpayers "remain at risk for severe losses" and
that the government didn't act aggressively enough to protect U.S.
taxpayers during the 2008 rescue.

The Journal notes the report contrasted with more optimistic
comments Wednesday by Federal Reserve Chairman Ben Bernanke before
a U.S. House panel.  As reported by the Troubled Company Reporter
on June 10, 2010, Dow Jones Newswires' Michael R. Crittenden said
Federal Reserve Chairman Ben Bernanke reiterated the expectation
of central-bank officials that AIG will be able to repay the aid
it received from taxpayers.  Dow Jones said Mr. Bernanke,
appearing on Capitol Hill Wednesday, told a U.S. House panel that
every major financial institution that received government aid at
the height of the financial crisis has repaid taxpayers with
interest and dividends.  AIG isn't expected to be any different,
Mr. Bernanke said.  "AIG, I believe, will repay. So the financial
institution part, the direct cost is I think really quite small
and may, in the end be . . . a profit," he said, according to Dow
Jones.

According to the Journal's Ms. Ng, a Fed spokesman said the
central bank believes the actions it took to rescue AIG in
September 2008 were necessary and disagrees with "the view that
there were any better alternatives that were workable in the
extreme circumstances of the time.  It added that policymakers
need "much better tools for dealing with such situations in the
future," the Journal notes.

According to the TCR, Dow Jones said Mr. Bernanke's comments
echoed those made by Fed General Counsel Scott Alvarez before a
congressional oversight panel on May 26.  Mr. Alvarez said AIG is
on track to wean itself off government aid.  Dow Jones also noted
that AIG Chief Executive Robert Benmosche, appearing at the same
hearing as Mr. Alvarez, said taxpayers are "going to get your
money back plus a profit."

                          About AIG Inc.

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.


AMERICAN INT'L: Ordered to Produce Docs. in $1-Bil. Fraud Case
--------------------------------------------------------------
U.S. Magistrate Judge Sidney I. Schenkier has ordered American
International Group Inc. to turn over as many as 400,000 documents
to competitors that have sued the insurance giant over an alleged
$1 billion workers' compensation fraud scheme, according to
Bankruptcy Law360.  The judge said AIG will have to review all
400,000 documents it has collected for privileged information and
produce nonprivileged documents on a rolling basis, Law360
relates.

                           About AIG Inc.

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.


AMERICAN INT'L: Can Still Get $35.5-Bil. from AIA, Treasury Says
----------------------------------------------------------------
Hugh Son at Bloomberg News reports that the U.S. Treasury
Department said that American International Group Inc. may still
receive $35.5 billion for an Asia division after a purchase
agreement with Prudential Plc collapsed last week.

AIG may hold an initial public offering in Hong Kong for AIA Group
Ltd., the Congressional Oversight Panel said June 10 in a report,
citing conversations with Jim Millstein, chief restructuring
officer of the Treasury.

"Treasury officials have indicated to the panel that they believe
that AIG will be able to realize value equivalent to the $35.5
billion negotiated sale price through an alternate strategy,
perhaps involving an IPO," said the panel, led by Harvard
University law professor Elizabeth Warren, according to Bloomberg
News.

The March 1 deal to sell AIA to Prudential failed after the
London-based insurer's investors balked at the price and AIG
rejected a reduced offer.

                          About AIG Inc.

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.


AMERICAN INT'L: Kushner Said to Offer to Buy Stake in Apartments
----------------------------------------------------------------
Kushner Cos. is seeking to buy American International Group Inc.'s
equity stake in about 17,000 apartments, almost three years after
selling the units near the property market's peak, Bloomberg News
reported, citing a person with knowledge of the bid.

According to Bloomberg, the person aware of the ongoing talks said
that Kushner offered $165 million to $190 million for the equity
interest.

Bloomberg recounts that AIG and Morgan Properties agreed in June
2007 to buy the 86 complexes for $1.9 billion, mostly in debt.
The insurer is weighing a sale of its stake in the venture as it
seeks to repay a $182.3 billion government rescue, two people with
knowledge of the talks said May 26.  Morgan may also buy out the
interest, the people said.

                          About AIG Inc.

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.


AMR CORP: CEO to Report on Performance & Outlook at BoA Meet
------------------------------------------------------------
Gerard Arpey, chairman, president, and chief executive officer of
AMR Corporation, will speak at the Bank of America - Merrill Lynch
2010 Global Transportation Conference on Tuesday, June 15, 2010,
at 12:50 p.m. (Eastern Time).  Mr. Arpey's presentation will focus
on AMR's recent financial performance and the outlook for the
future.

                       About AMR Corporation

Headquartered in Forth Worth, Texas, AMR Corporation (NYSE:
AMR) operates with its principal subsidiary, American Airlines
Inc. -- http://www.aa.com/-- a worldwide scheduled passenger
airline.  At the end of 2006, American provided scheduled jet
service to about 150 destinations throughout North America, the
Caribbean, Latin America, including Brazil, Europe and Asia.
American is also a scheduled airfreight carrier, providing
freight and mail services to shippers throughout its system.

Its wholly owned subsidiary, AMR Eagle Holding Corp., owns two
regional airlines, American Eagle Airlines Inc. and Executive
Airlines Inc., and does business as "American Eagle."  American
Beacon Advisors Inc., a wholly owned subsidiary of AMR, is
responsible for the investment and oversight of assets of AMR's
U.S. employee benefit plans, as well as AMR's short-term
investments.

At March 31, 2010, the Company had total assets of $25.525 billion
against total current liabilities of $8.241 billion, long-term
debt, less current maturities of $9.861 billion, obligations under
capital leases, less current obligations of $559 million, pension
and postretirement benefits of $7.531 billion, and other
liabilities, deferred gains and deferred credits of
$3.225 billion, resulting in stockholder's deficit of
$3.892 billion.

                           *     *     *

AMR carries a 'CCC' issuer default rating from Fitch Ratings.  It
has 'Caa1' corporate family and probability of default ratings
from Moody's.  It has 'B-' corporate credit rating, on watch
negative, from Standard & Poor's.


ANDREW L YOUNG: Has Until August 10 to Propose Chapter 11 Plan
--------------------------------------------------------------
The Hon. Eugene R. Wedoff of the U.S. Bankruptcy Court for the
Northern District of Illinois directed Andrew L. Young, et al.,
to file their explanatory Disclosure Statement and Chapter 11 Plan
by August 10, 2010.  The Court will hold a pre-confirmation
hearing on August 17 at 10:00 a.m.

Wadsworth, Illinois-based Andrew L. Young filed for Chapter 11
bankruptcy protection on November 23, 2009 (Bankr. N.D. Ill. Case
No. 09-44322).  Gregory K. Stern, Esq., at Gregory K. Stern, P.C.,
assists the Company in its restructuring effort.  The Company
listed $10,000,001 to $50,000,000 in assets and $1,000,001 to
$10,000,000 in liabilities.


BISTATE BISTRO: Lease Dispute Prompted Chapter 11 Filing
--------------------------------------------------------
As previously reported by the Troubled Company Reporter, Bistate
Bistro Associates LP, together with two affiliates, early this
month, sought bankruptcy protection under Chapter 11 (Bankr. E.D.
Miss. Case No. 10-10710), listing assets of less than $50,000 and
debts of between $1 million and $10 million.

According to St. Louis Today, the filing came after the Company
was accused in a lawsuit of prematurely ending a lease agreement
of one of its store properties.  The Company, according to the
report, also violated a loan covenant with a creditor and
defaulted in April 2009.

Bistate Bistro Associates LP owns five TGI Friday's restaurants in
St. Louis, Missouri.


BP PLC: Proposed Dividend Suspension to Hit Pensioners
------------------------------------------------------
To recall, a group of lawmakers have called on BP Plc Chief
Executive Officer Tony Hayward to stop dividends until the bills
for the cleanup and liabilities in connection with the Gulf of
Mexico oil spill are paid.

According to report, shares in BP fell amid fears that it will bow
to U.S. political pressure to cut dividends.  Shareholders got
$10 billion in payouts last year.

BP, however, said June 10 its share price collapse is not
justified.  "BP faces this situation as a strong company. In
March, we indicated that the company's cash inflows and outflows
were balanced at an oil price of around $60/barrel. This was
before the costs of the incident."

"Under the current trading environment, we are generating
significant additional cash flow.  In addition, our gearing is
currently below the bottom of our targeted range.  Our asset base
is strong and valuable, with more than 18bn barrels of proved
reserves and 63bn barrels of resources as at the end of 2009.  All
of the above gives us significant capacity and flexibility in
dealing with the cost of responding to the incident, the
environmental remediation and the payment of legitimate claims."

             BP Able to Pay for Spill & Dividends

According to a report by Brian Swint at Bloomberg News, analysts
have said that BP could pay local victims of the spill and
shareholders at the same time.

With profit of more $20 billion last year, debt levels below its
preferred range of 20% to 30% and open lines of credit, Fitch
Ratings analyst Jeffrey Woodruff said June 4 that BP can probably
afford to both pay for the cleanup and the dividend, according to
Bloomberg.

According to Bloomberg, that didn't stop Fitch and Moody's
Investor Services from downgrading BP bonds by one level as the
costs from the cleanup mount.  BP said June 7 it has spent $1.25
billion so far, or about $27 million a day.  Credit Suisse
estimates that the total cost of the spill may reach $37 billion.

"You won't lose votes bashing banks or big oil," said David Hart,
an analyst at Westhouse Securities Ltd. in London.  "There are
real concerns about the impact of the spill on the economy and
environment in the Gulf, but politicians haven't worked out that
BP is probably capable of making a 100 percent effort on the spill
and also maintaining the dividend."

Many pension funds in the U.K. hold stocks in proportion to the
FTSE Index and so haven't sold as GBP50 billion ($73 billion) was
wiped off BP's market value since the accident, according to the
National Association of Pension Funds.  BP's weighting in the
index implies that the company accounts for about 1.5 percent of
all U.K. pension fund holdings, the NAPF said.

"It's a horrible thing that happened, but how do you decide a
fisherman has priority over a grandmother who needs a pension to
sustain herself?" said Christine Tiscareno, an analyst at Standard
& Poor's in London.  "The company's not running away from any of
its obligations, and if it were up to Tony, they would pay the
dividend."

                           About BP Plc

BP Plc -- http://www.bp.com/-- is one of the world's largest
energy companies, providing its customers with fuel for
transportation, energy for heat and light, retail services and
petrochemicals products for everyday items.

Bloomberg's Businessweek notes BP represents 5.6% of the FTSE 100
Index, the second biggest weighting of the top U.K.-listed
companies behind London-based bank HSBC Holdings Plc.  BP also
represents the biggest portion of the FTSE 350 Oil & Gas Producers
Index at 31%, and the MSCI EAFE/Energy Index at 16%.


BP PLC: Bonds, CD Swaps Trade Like Junk
---------------------------------------
Bloomberg News reports that BP Plc bonds and credit-default swaps
are trading as if the energy company has lost its investment-grade
rating as costs mount from the worst oil spill in U.S. history.

BP's $3 billion of 5.25% notes due in 2013 fell as low as 89.94
cents on dollar June 9, a record, pushing the yield to 7.57
percentage points more than Treasuries.  The spread compares with
an average of 7.26 percentage points for junk bonds, Bank of
America Merrill Lynch indexes show.

The cost to protect $10 million of BP debt for a year with credit-
default swaps more than doubled over the past two days to
$734,000, according to CMA DataVision.  It was $29,000 on April
30.

                           About BP Plc

BP Plc -- http://www.bp.com/-- is one of the world's largest
energy companies, providing its customers with fuel for
transportation, energy for heat and light, retail services and
petrochemicals products for everyday items.

Bloomberg's Businessweek notes BP represents 5.6% of the FTSE 100
Index, the second biggest weighting of the top U.K.-listed
companies behind London-based bank HSBC Holdings Plc.  BP also
represents the biggest portion of the FTSE 350 Oil & Gas Producers
Index at 31%, and the MSCI EAFE/Energy Index at 16%.


BRADLEY WARKENTIN: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Bradley Ray Warkentin
          aka Brad R. Warkentin
              Bradley R. Warkentin
          dba AAA Builidng Maintenance
        P.O. Box 7735
        Bend, OR 97708

Bankruptcy Case No.: 10-35332

Chapter 11 Petition Date: June 7, 2010

Court: U.S. Bankruptcy Court
       District of Oregon

Judge: Randall L. Dunn

Debtor's Counsel: Anthony V. Albertazzi, Esq.
                  44 NW Irving Avenue
                  Bend, OR 97701
                  Tel: (541) 317-0231
                  E-mail: ecfnotices@albertazzilaw.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
$1,146,880 while debts total $1,857,146.

A copy of the Debtor's list of 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/orb10-35332.pdf

The petition was signed by the Debtor.


BROWN PUBLISHING: Files Schedules of Assets and Liabilities
-----------------------------------------------------------
The Brown Publishing Company filed with the U.S. Bankruptcy Court
for the Eastern District of New York its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                  $535,095
  B. Personal Property           $64,474,069
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                              $100,412,319
  E. Creditors Holding
     Unsecured Priority
     Claims                                           $42,522
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $2,492,334
                                 -----------      -----------
        TOTAL                    $65,009,164     $102,947,175

Headquartered in Cincinnati, Ohio, The Brown Publishing Company
owns business publications in Ohio, Utah, Texas, South Carolina,
New York, and Iowa.  Brown publishes 15 daily, 32 weekly, 11
business and 41 free publications.  There are also 51 websites.
Seventy-eight of the publications are in Ohio. Brown publishes
Dan's Papers, the weekly newspaper with the largest circulation in
the area of eastern Long Island, New York, known as the Hamptons.
Brown also publishes the Montauk Pioneer, which it calls the
official newspaper of Montauk, New York.

The Company filed for Chapter 11 bankruptcy protection on
April 30, 2010 (Bankr. E.D.N.Y. Case No. 10-73295).  Edward M.
Fox, Esq., at K&L Gates LLP, assists the Company in its
restructuring effort.  The Company estimated its assets and debts
at $10,000,001 to $50,000,000 as of the Petition Date.


BROWN PUBLISHING: U.S. Trustee Forms 7-Member Creditors Panel
-------------------------------------------------------------
Christine H. Black, assistant U.S. Trustee for Region 2, appointed
seven members to the official committee of unsecured creditors in
the Chapter 11 cases of The Brown Publishing Company.

The Creditors Committee members are:

1. GSO/Blackstone Debt Funds Management LLC
   Attn: James Roche
   280 Park Avenue
   11th Floor Building East
   New York, NY 10017

2. R.R. Donnelley & Sons Company
   Attn: Dan Pevonka
   3075 Highland Parkway
   Downers Grove, IL 60515

3. The Associated Press
   Attn: Dave Tomlin
   450 W. 33rd Street, 16th Floor
   New York, NY 10001

4. Richard and Deborah Connor
   15 North Main Street
   Wilkes-Barre, PA 18711

5. Panaprint, Inc.
   Attn.: Christian Collins
   P.O. Box 10297
   Macon, GA 31297

6. J. Culley Imaging
   Attn.: James C. Barragan Jr.
   7520 Glenshannon Circle
   Dallas, TX 75225

7. AFL Web Printing
   Attn: Carmen J. Danze
   2 Executive Drive
   Vorhees, NJ 08043

Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at the Debtor's
expense.  They may investigate the Debtor's business and financial
affairs.  Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.  Those
committees will also attempt to negotiate the terms of a
consensual Chapter 11 plan -- almost always subject to the terms
of strict confidentiality agreements with the Debtors and other
core parties-in-interest.  If negotiations break down, the
Committee may ask the Bankruptcy Court to replace management with
an independent trustee.  If the Committee concludes reorganization
of the Debtor is impossible, the Committee will urge the
Bankruptcy Court to convert the Chapter 11 cases to a liquidation
proceeding.

Headquartered in Cincinnati, Ohio, The Brown Publishing Company
owns business publications in Ohio, Utah, Texas, South Carolina,
New York, and Iowa.  Brown publishes 15 daily, 32 weekly, 11
business and 41 free publications.  There are also 51 websites.
Seventy-eight of the publications are in Ohio. Brown publishes
Dan's Papers, the weekly newspaper with the largest circulation in
the area of eastern Long Island, New York, known as the Hamptons.
Brown also publishes the Montauk Pioneer, which it calls the
official newspaper of Montauk, New York.

The Company filed for Chapter 11 bankruptcy protection on
April 30, 2010 (Bankr. E.D.N.Y. Case No. 10-73295).  Edward M.
Fox, Esq., at K&L Gates LLP, assists the Company in its
restructuring effort.  The Company estimated its assets and debts
at $10,000,001 to $50,000,000 as of the Petition Date.


CALIFORNIA COASTAL: Bandera Partners Owns 11.2% of Common Stock
---------------------------------------------------------------
Bandera Partners LLC , et al., disclosed that as of May 26, 2010,
they may be deemed to beneficially own shares of California
Coastal Communities Inc.'s common stock:

                                     Shares
                                     Beneficially
     Company                         Owned          Percentage
     -------                         ------------   ----------
  Bandera Partners LLC                1,228,692       11.2%
  Gregory Bylinsky                    1,228,692       11.2%
  Jefferson Gramm                     1,228,692       11.2%
  Andrew Shpiz                        1,228,692       11.2%

The percentages of ownership are based on 10,995,902 shares of
common stock, par value $0.05, issued and outstanding as of
May 13, 2010, as reported in California Coastal's quarterly report
on Form 10-Q filed with the Securities and Exchange Commission on
May 13, 2010.

A full-text copy of Bandera Partners LLC 's Schedule 13G is
available for free at http://researcharchives.com/t/s?6491

                     About California Coastal

Irvine, Calif.-based California Coastal Communities, Inc.
-- http://www.californiacoastalcommunities.com/-- is a
residential land development and homebuilding company with
properties owned or controlled primarily in Orange County,
California, and also in Lancaster in Los Angeles county.  The
Company's primary asset is a 356-home luxury coastal community
known as Brightwater in Huntington Beach, California.

California Coastal Communities, Inc. and certain of its direct and
indirect wholly-owned subsidiaries filed for Chapter 11 bankruptcy
protection on October 27, 2009 (Bankr. C.D. Calif. Case No.
09-21712).  Joshua M. Mester, Esq., who has an office in Los
Angeles, California, assists the Debtors in their restructuring
efforts.  In their petition, the Debtors listed between $100
million and $500 million in assets and between $100 million and
$500 million of debts.

On March 26, 2010, the Company filed a proposed disclosure
statement and proposed joint plan of reorganization with the
Bankruptcy Court, neither of which has been approved.  The
proposed joint plan provides for the extension of the Revolving
Loan and the Term Loan to enable the Company to complete
construction and sale of the homes at its Brightwater project.  A
majority of the Company's lenders are opposed to the plan as
filed.

At March 31, 2010, the Company's balance sheet showed
$249.0 million in assets, $218.0 million of liabilities, and
$31.0 million of stockholders' equity.


CALIFORNIA COASTAL: ING Groep Ceases to Own Shares of Common Stock
------------------------------------------------------------------
ING Groep N.V., ING Capital LLC, and ING Global Investment
Strategies LLC diclose that on June 1, 2010, they have ceased to
beneficially own shares of common stock, $0.05 par value per share
of California Coastal Comunities, Inc.

A full-text copy of Amendment No. 5 to the Schedule 13D is
available at no charge at http://researcharchives.com/t/s?649f

                     About California Coastal

Irvine, Calif.-based California Coastal Communities, Inc.
-- http://www.californiacoastalcommunities.com/-- is a
residential land development and homebuilding company with
properties owned or controlled primarily in Orange County,
California, and also in Lancaster in Los Angeles county.  The
Company's primary asset is a 356-home luxury coastal community
known as Brightwater in Huntington Beach, California.

California Coastal Communities, Inc. and certain of its direct and
indirect wholly-owned subsidiaries filed for Chapter 11 bankruptcy
protection on October 27, 2009 (Bankr. C.D. Calif. Case No. 09-
21712).  Joshua M. Mester, Esq., who has an office in Los Angeles,
California, assists the Debtors in their restructuring efforts.
In their petition, the Debtors listed between $100 million and
$500 million in assets and between $100 million and $500 million
of debts.

On March 26, 2010, the Company filed a proposed disclosure
statement and proposed joint plan of reorganization with the
Bankruptcy Court, neither of which has been approved.  The
proposed joint plan provides for the extension of the Revolving
Loan and the Term Loan to enable the Company to complete
construction and sale of the homes at its Brightwater project.  A
majority of the Company's lenders are opposed to the plan as
filed.

At March 31, 2010, the Company's balance sheet showed
$249.0 million in assets, $218.0 million of liabilities, and
$31.0 million of stockholders' equity.


CBI HOLDING: Ernst & Young Wins Rehearing of Malpractice Damages
----------------------------------------------------------------
Bankruptcy Law360 reports that Ernst & Young LLP has won a
rehearing of an appeal of a damages calculation ruling in a fraud
and malpractice case brought by its bankrupt client CBI Holding
Co. Inc., a procedural victory that could trim E&Y's damages in
the bankruptcy case by as much as $16 million.

CBI Holding Company, Inc., and its pharmaceutical wholesale
distributor affiliates sought Chapter 11 protection (Bankr.
S.D.N.Y. Case No. 94-B-43819) in 1994.  Bankruptcy Services, Inc.,
is the court-appointed successor to CBI's claims.  BSI sued
(Bankr. S.D.N.Y. Adv. Pro. No. 96-9143A) Ernst & Young in 1996.


CHAND ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Chand Enterprises, Inc.
        dba Ramada Inn
        dba Super 8 Inn
        900 Friday Road
        Cocoa, FL 32926

Bankruptcy Case No.: 10-09900

Chapter 11 Petition Date: June 7, 2010

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

Debtor's Counsel: Prabodh C. Patel, Esq.
                  Straus & Patel, P.A.
                  118 West Orange Street
                  Altamonte Springs, FL 32714
                  Tel: (407) 331-5505
                  Fax: (407) 331-6308
                  E-mail: lpather@strauspatel.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flmb10-09900.pdf

The petition was signed by Krishan Chhabra, company's president.


CINCINNATI BELL: COO Brian Ross to Resign Effective August 8
------------------------------------------------------------
Brian A. Ross, chief operating officer of Cincinnati Bell Inc.,
said he intends to resign from his post effective August 8, 2010,
to pursue new opportunities.

In connection with his departure and to ensure a smooth transition
of his responsibilities, Mr. Ross and the Company entered into a
Consulting Agreement to allow the Company to continue to receive
during a reasonable transition period the benefit of Mr. Ross's
unique and valuable knowledge and expertise with respect to the
business of the Company.

Under the Consulting Agreement, in exchange for a monthly
consulting fee of $85,000, Mr. Ross will provide assistance and
expertise to the management of the Company on various matters
relating to the conduct of the Company's business.  In particular,
Ross will provide assistance with regard to:

   a) finalization of the 2011 Financial Plan;

   b) preparation of materials for the 2010 Board of Directors
      Strategy Meeting;

   c) evolution of a Management Succession Plan;

   d) selection of a successor to the Chief Operating Officer
      position;

   e) reorganization of the leadership structure for the
      Company and its telephone and wireless operating units, and
      such other matters as may be requested by the Chief
      Executive Officer of the Company.

During the term of the Consulting Agreement, Mr. Ross will be an
independent contractor of the Company and not an employee.
Consequently, he will be treated as having incurred a separation
from service effective as of the Effective Date for purposes of
the Company's deferred compensation and employee benefit plans.
The term of the Consulting Agreement will continue for nine months
after the Effective Date, unless terminated or extended in
accordance with the terms of the Consulting Agreement.

                      About Cincinnati Bell

Cincinnati Bell Inc., with headquarters in Cincinnati, Ohio,
provides telecommunications products and services to residential
and business customers in Ohio, Kentucky and Indiana.  CBB
generated $1.3 Billion in revenues in 2009.

                           *     *     *

According to the Troubled Company Reporter on May 26, 2010,
Standard & Poor's Ratings Services assigned its issue-level and
recovery ratings to Cincinnati, Ohio-based Cincinnati Bell Inc.'s
proposed $970 million proposed senior secured credit facilities,
consisting of a $760 million term loan B due 2017 and a
$210 million revolving credit facility due 2014.  S&P rated the
facilities 'BB' (two notches higher than S&P's 'B+' corporate
credit rating on the company) with a recovery rating of '1',
indicating S&P's expectations of very high (90% to 100%) recovery
for lenders in the event of a payment default.

Moody's Investors Service has corrected a press release on
Cincinnati Bell Inc.'s rating.  Moody's substituted "B2" for "B1"
in the fifth paragraph Downgrades, fifth line "Senior Unsecured
Regular Bond/Debenture, Downgraded to B2, LGD4, 61% from Ba3,
LGD4, 53%".


CIT GROUP: Analyst Won't Rule Out Acquisition by Larger Bank
------------------------------------------------------------
Dow Jones Newswires' Aparajita Saha-Bubna relates that Sameer
Gokhale, an analyst at Keefe, Bruyette & Woods, doesn't rule out a
potential acquisition of CIT Group Inc. by a bank seeking to
expand its lending business.  "CIT may be better suited to being
part of a larger bank," says Mr. Gokhale, according to Dow Jones.

Dow Jones relates the lack of cheap funding continues to hamstring
CIT, six months after leaving bankruptcy.  Dow Jones says CIT's
ability to increase deposits is hamstrung by restrictions imposed
by banking regulators.  Dow Jones explains CIT's inability to
increase its deposit base -- a stable and inexpensive funding
source -- is forcing it to whittle down its balance sheet.  Total
assets at the company fell in the first quarter by $2 billion from
the end of the year to $58.1 billion as CIT made fewer loans.

Dow Jones notes that the longer it takes for CIT to right its
funding model, the lower its chances of making it as a stand-alone
company and the more likely it is that it will be bought by a bank
looking to expand its lending business to midsize firms.

                           About CIT Group

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

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

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

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

                           *     *    *


As reported by the Troubled Company Reporter on May 25, 2010, DBRS
has assigned various ratings including an Issuer Rating of B
(high) to CIT Group Inc.  Concurrently, DBRS has assigned a BB
(high) rating to CIT's First Lien Secured Credit Facility, a BB
(low) rating to the second lien Series B Notes, a B (high) rating
to the Series A Notes, a B rating to the Unsecured Long-Term Debt
and a Short-Term rating of R-4.  The trend on all long-term
ratings is Positive.

The TCR also said Moody's Investors Service assigned a B3
corporate family rating to CIT Group Inc.  Concurrently, Moody's
assigned ratings of B1, B3, and Caa1 to CIT's first lien secured
debt facilities, second lien secured notes, and senior unsecured
notes, respectively.  The outlook for the ratings is stable.

The TCR said May 3, 2010, Standard & Poor's Ratings Services
assigned its 'B+/B' counterparty credit rating to CIT.  The
outlook is positive.  At the same time, S&P assigned its 'BB'
rating to the company's first-lien secured credit facility,
indicating its high confidence of full recovery of principal.  S&P
also assigned its 'B+' rating to the company's second-lien secured
notes and 'B' rating to the unsecured debt, reflecting those
issues' lower relative recovery prospects.


CIT GROUP: Former CEO, Others Officers Must Defend Lawsuit
----------------------------------------------------------
Dow Jones Daily Bankruptcy Review reports that a judge has said
former CIT Group Inc. Chief Executive Jeffrey Peek and a group of
current and former directors and officers must defend a
shareholder lawsuit over alleged misstatements about the lender's
financial condition.

                           About CIT Group

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

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

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

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

                           *     *    *

As reported by the Troubled Company Reporter on May 25, 2010, DBRS
has assigned various ratings including an Issuer Rating of B
(high) to CIT Group Inc.  Concurrently, DBRS has assigned a BB
(high) rating to CIT's First Lien Secured Credit Facility, a BB
(low) rating to the second lien Series B Notes, a B (high) rating
to the Series A Notes, a B rating to the Unsecured Long-Term Debt
and a Short-Term rating of R-4.  The trend on all long-term
ratings is Positive.

The TCR also said Moody's Investors Service assigned a B3
corporate family rating to CIT Group Inc.  Concurrently, Moody's
assigned ratings of B1, B3, and Caa1 to CIT's first lien secured
debt facilities, second lien secured notes, and senior unsecured
notes, respectively.  The outlook for the ratings is stable.

The TCR said May 3, 2010, Standard & Poor's Ratings Services
assigned its 'B+/B' counterparty credit rating to CIT.  The
outlook is positive.  At the same time, S&P assigned its 'BB'
rating to the company's first-lien secured credit facility,
indicating its high confidence of full recovery of principal.  S&P
also assigned its 'B+' rating to the company's second-lien secured
notes and 'B' rating to the unsecured debt, reflecting those
issues' lower relative recovery prospects.


DANIEL CHANG: Trustmark National Wants Ch. 11 Case Dismissed
------------------------------------------------------------
The Hon. Neil P. Olack of the U.S. Bankruptcy Court for the
Southern District of Mississippi will consider at a hearing on
June 30, 2010, at 1:30 p.m., the motion by a secured lender to
dismiss the Chapter 11 case of Daniel K. Chang and Julia W. Chang,
or, in the alternative, to bifucate Palm Court, LLC, and First
Corporate Center, LLC, into their own separate Chapter 11 cases.
The hearing will be held at the U.S. Bankruptcy Courtroom, 7th
Floor, Dan M. Russell, Jr. U.S. Courthouse, 2012 15th Street,
Gulfport, Mississippi.  Objections, if any, are due on June 25,
2010.

Secured lender, Trustmark National Bank, explained that (i) the
Changs lacked of good faith in filing the petition; (ii) the
Changs attempted to manipulate Mississippi LLC law to effect an
impermissible offensive substantive consolidation; (iii) Palm
Court and First Corporate Center are eligible for filing as
individual LLC entities.

Gautier, Massachusetts-based Daniel K. Chang and Julia W. Chang --
dba Avery Investments, LLC; Brendan Cee & Company, LLC; First
Corporate Center, LLC; Hilltop Investments, LLC; J.D. Brash, LLC;
Magnolia Professional Center, LLC; Old Spanish Farm, LLC; and Palm
Court, LLC -- filed for Chapter 11 bankruptcy protection on
April 30, 2010 (Bankr. S.D. Miss. Case No. 10-51012).  Nicholas
Van Wiser, Esq., who has an office in Biloxi, Massachusetts,
assists the Company in its restructuring effort.  The Company
listed $50,000,001 to $100,000,000 in assets and $10,000,001 to
$50,000,000 in debts.


DAYTON OAKS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Dayton Oaks, LLC
        13717 Springdale Drive
        Clarksville, MD 21029

Bankruptcy Case No.: 10-22702

Chapter 11 Petition Date: June 7, 2010

Court: United States Bankruptcy Court
       District of Maryland (Baltimore)

Judge: Nancy V. Alquist

Debtor's Counsel: Gary R. Greenblatt, Esq.
                  Mehlman, Greenblatt & Hare, LLC
                  723 South Charles Street
                  Suite LL3
                  Baltimore, MD 21230
                  Tel: (410) 547-0300
                  Fax: (410) 547-7474
                  E-mail: grgreen@mehl-green.com

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

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

The petition was signed by Dale H. Thompson, president of Dale
Thompson Builders, Inc., and managing member of DTB Holdings, LLC.

Debtor's List of 20 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Keyser Thompson LLC       22 lots at $490k       $4,200,000
10706 Beaver Dam Road     each (value based
Cockeysville, MD 21030    upon average sales
                          of 6 lots sold over
                          last year)


Regal Bankcorp            22 lots at $490k       $2,622,667
11436 Cronhill Drive,     each (value based
Unit 1                    upon average sales
Owings Mills, MD 21117    of 6 lots sold over
                          last year)

M.T. Laney Company, Inc.                         $62,226

Creative Touch Interiors (CTI)                   $31,937

C. Richard Metcalfe, Inc.                        $29,875

Whalen's Home                                    $18,200
Improvements

Crist Masonry, Inc.                              $16,100

Jonathan N. Gibbs                                $11,127

C. Richard Metcalfe, Inc.                        $9,910

CLSI                                             $7,173

Contractor's Services, Inc.                      $5,978

Wayne Drywall Company, Inc.                      $5,514

Frederick Brick Works, Inc.                      $4,385

BG & E                                           $2,663

Ingleside Plantation                             $2,564
Nurseries

G&J Customized Security                          $2,223
Systems, LLC

The Bartley Corporation                          $1,955

Kendall Hardware, Inc.                           $1,930

TW Perry/WT Galliher                             $1,628

New Home Directory                               $1,560


DEER VALLEY: Can Incur $2.5 Million Loan from Inland Mortgage
-------------------------------------------------------------
The Hon. Randolph J. Haines of the U.S. Bankruptcy Court for the
District of Arizona authorized Hannay Investment Properties, Inc.,
the receiver for the property of Deer Valley Medical Center,
L.L.C., to obtain additional $2,500,000 postpetition, secured
financing from Inland Mortgage Capital Corporation.

Prepetition, the Debtor availed a $21.7 million construction loan
from Inland, secured by a deed of trust in first position on that
certain real property located at 20414 North 27th Avenue, Phoenix,
Arizona aka Deer Valley Medical Center.

The Debtor would use the loan to finance its business operations,
postpetition.

The loan will bear interest at 10% per annum.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will make monthly payments of interest
only to Inland.

                          About Deer Valley

Phoenix, Arizona-based Deer Valley Medical Center, LLC, filed for
Chapter 11 bankruptcy protection on April 13, 2010 (Bankr. D.
Ariz. Case No. 10-10726).  Donald W. Powell, Esq., at Carmichael &
Powell, P.C., assists the Company in its restructuring effort.
The Company estimated its assets and debts at $10,000,001 to
$50,000,000.


DEER VALLEY: Files List of 20 Largest Unsecured Creditors
---------------------------------------------------------
Deer Valley Medical Center, L.L.C., filed with the U.S. Bankruptcy
Court for the District of Arizona a list of its largest unsecured
creditors, disclosing:

   Entity                                     Claim Amount
   ------                                     ------------

Summit West Signs                                $59,505
335 E. Baseline Road
Gilbert, AZ 85233

Cawley Architects                                $16,552
730 North 52nd St.
Phoenix, AZ 85008

Jerry L. Cochran                                 $16,222
Cochran Law Firm, PC
2999 North 44th St., No. 600
Phoenix, AZ 85018

Rauch Hermanson & Everroad, Ltd.                 $15,666

G Force Communications                           $11,292

Professional Plants                               $4,787

Border Glass                                      $2,962

Coyote Glass                                      $2,847

Environmental Controls                            $1,511

Signal One Security                               $1,310

Qwest                                               $965

Caruso Turley Scott, Inc.                           $870

                          About Deer Valley

Phoenix, Arizona-based Deer Valley Medical Center, LLC, filed for
Chapter 11 bankruptcy protection on April 13, 2010 (Bankr. D.
Ariz. Case No. 10-10726).  Donald W. Powell, Esq., at Carmichael &
Powell, P.C., assists the Company in its restructuring effort.
The Company estimated its assets and debts at $10,000,001 to
$50,000,000.


DUTT, LLC: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: DUTT, LLC
        2323 West Georgia Road
        Simpsonville, SC 29680

Bankruptcy Case No.: 10-04068

Chapter 11 Petition Date: June 7, 2010

Court: United States Bankruptcy Court
       District of South Carolina (Spartanburg)

Judge: Helen E. Burris

Debtor's Counsel: J. Steven Huggins, Esq.
                  816 Elmwood Avenue
                  Columbia, SC 29201
                  Tel: (803) 933-0202
                  E-mail: attyhuggins@yahoo.com

Estimated Assets: $0 to $50,000

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

The list of unsecured creditors filed together with its petition
does not contain any entries.

The petition was signed by Manoj Patel, registered agent.


EMMA LEE: Case Summary & 12 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Emma Dejillo Lee
        2231 Fruit Dale Avenue
        San Jose, CA 95128

Bankruptcy Case No.: 10-55913

Chapter 11 Petition Date: June 7, 2010

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

Judge: Roger L. Efremsky

Debtor's Counsel: Kenneth R. Graham, Esq.
                  Law Office of Kenneth R. Graham
                  171 Mayhew Way #208
                  Pleasant Hill, CA 94523
                  Tel: (925) 932-0170
                  Fax: (925) 932-3940
                  E-mail: krg@elaws.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 12 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/canb10-55913.pdf

The petition was signed by Emma Dejillo Lee.


ENNIS HOMES: Plan of Reorganization Wins Court Approval
-------------------------------------------------------
The Hon. Whitney Rimel of the U.S. Bankruptcy Court for the
Eastern District of California confirmed Ennis Homes, Inc.'s Plan
of Reorganization dated as of February 12, 2010.

As reported in Troubled Company Reporter on February 17, 2010,
according to the Disclosure Statement, the Plan provides for the
general unsecured claims to share pro rate these payments each
year for the five years immediately after the effective date:

   a. the lesser of $400,000 or the Debtor's available cash;

   b. net proceeds from sales of the Debtor's unencumbered assets
      and collection of unencumbered accounts receivable.

The Debtor believe that general unsecured claims will range from
$30 million to $63 million after liquidation of unsecured
creditors collateral depending on the deficiency amounts allowed
to secured creditors.  The general unsecured claims include
deficiency and guaranty claims of Citizens Business Bank of
$22 million, about $20 million of which is only against Ennis Land
Development.

The Debtor intends to borrow money from Bank of America and United
Security Bank.  The Debtor and BofA discussed a loan amounting to
$8 million to refinance indebtedness and finance the development
of residential projects subject to deeds of trust held by BofA.
The contemplated financing with the United Security Bank amounts
to $1 million for the further development of the Williams ranch
Property and for partial pay down of the United Security Bank
loan.

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

                      About Ennis Homes Inc.

Ennis Homes Inc., is a homebuilder in California.  Ennis Homes was
founded in 1979 by Ben Ennis and has become one of the largest
family owned homebuilders in the Central Valley,.  Son Brian Ennis
serves as President and daughter Pam Ennis acts as Vice President-
Marketing of the Company.

Ennis Homes Inc. filed for Chapter 11 on Feb. 3, 2009 (Bankr. E.D.
Calif. Case No. 09-10848).  Hagop T. Bedoyan, Esq., and Jacob L.
Eaton, Esq., represent the Debtor as counsel.  In its petition,
Ennis Homes listed between $100 million and $500 million each in
assets and debts.


EPICEPT CORP: Stockholders Elect 2 as Directors
-----------------------------------------------
EpiCept Corporation's stockholders elected Gerhard Waldheim and A.
Collier Smith, M.D., as director to serve for three years, and
ratified the selection of Deloitte & Touche LLP as independent
registered public accountant.

                           About EpiCept

Tarrytown, N.Y.-based EpiCept Corporation is a specialty
pharmaceutical company focused on the clinical development and
commercialization of pharmaceutical products for the treatment of
cancer and pain.  The Company's lead product is Ceplene(R), which
when used concomitantly with low-dose interleukin-2 is intended as
remission maintenance therapy in the treatment of acute myeloid
leukemia, or AML, for adult patients who are in their first
complete remission.

Following EpiCept's 2009 results, Deloitte & Touche LLP in
Parsippany, New Jersey, expressed substantial doubt against
Epicept's ability as a going concern.  The firm noted
that the Company has recurring losses from operations and
stockholders' deficit.


EXIDE TECHNOLOGIES: Claims Objection Deadline Extended to July 31
-----------------------------------------------------------------
Reorganized Exide Technologies sought and obtained the approval of
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District
of Delaware to further extend through July 31, 2010, the time
within which it may object to certain claims.

Laura Davis Jones, Esq., at Pachulski Stang Zeihl & Jones LLP, in
Wilmington, Delaware, tells the Court that the Debtors have more
than 6,100 proofs of claim that were asserted against them.

The Reorganized Debtor and the Committee have made significant
progress through the claims reconciliation process since the
previous motion seeking an extension of the Claims Objection Bar
Date, Ms. Jones says.  Since April of 2009, the Reorganized
Debtor has made considerable advancements with respect to the
remaining, more complex claims, including resolution of certain
discovery disputes and continued settlement negotiations.
However, despite this substantial progress, the Reorganized
Debtor requires additional time to review and resolve the
approximately 67 remaining Claims, Ms. Jones relates.

The extension provides the Reorganized Debtor and the Committee
with necessary time to continue to evaluate the Claims filed
against the estate, prepare and file additional objections to
Claims and, where possible, consensually resolve Claims, Ms.
Jones explains.

Prior to the Court's entry of its order, Laura Davis Jones, Esq.,
at Pachulski Stang Zeihl & Jones LLP, in Wilmington, Delaware,
stated that upon her verification of the Court's docket, she has
determined that the Reorganized Debtor's motion to extend its
claims objection deadline had received no objections or
responsive pleadings as of the motion's May 18, 2010 objection
deadline.

                    About Exide Technologies

Headquartered in Princeton, New Jersey, Exide Technologies
(NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and
distributes lead acid batteries and other related electrical
energy storage products.

The Company filed for Chapter 11 protection on April 14, 2002
(Bankr. Del. Case No. 02-11125). Matthew N. Kleiman, Esq., and
Kirk A. Kennedy, Esq., at Kirkland & Ellis, and James E. O'Neill,
Esq., at Pachulski Stang Ziehl & Jones LLP represented the Debtors
in their successful restructuring.  The Court confirmed Exide's
Amended Joint Chapter 11 Plan on April 20, 2004.  The plan took
effect on May 5, 2004.  While it has emerged from Bankruptcy,
reorganized Exide is still resolving claims filed against it in
the Bankruptcy Court.

                           *     *     *

As reported by the Troubled Company Reporter on July 9, 2008,
Moody's Investors Service upgraded the Corporate Family and
Probability of Default Ratings of reorganized Exide Technologies,
Inc. to 'B3' from 'Caa1'.  Exide carries 'B' issuer credit ratings
from Standard & Poor's.


EXIDE TECHNOLOGIES: Files First Quarter Operating Report
--------------------------------------------------------
                    Exide Technologies
         Post-Confirmation Quarterly Summary Report
                Condensed Balance Sheets
                   As of March 31, 2010
                       (in thousands)


Assets
Current Assets:
Cash                                                 $24,568
Accounts Receivables Net                             137,455
Intercompany Receivables                              16,276
Inventories                                          160,313
Prepaid Expenses & Other                              53,536
                                                   ----------
Total Current Assets                                 392,148

Property, plant & Equipment, Net                     261,313
Other intangibles, net                                54,879
Investment in affiliates                               1,375
Intercompany Notes Receivables                       211,480
Deferred Financing Costs and Other                    67,136
                                                   ----------
TOTAL ASSETS                                         $988,331
                                                   ==========

         Liabilities and Stockholders' Equity

Current Liabilities:
Current maturities of long term debt                  $1,501

Accounts payable                                      87,910
Accrued expenses                                      70,923
Accrued interest                                       5,408
Restructuring reserve                                    334
Liability for warrants                                   336
Warranty liability                                    11,233
                                                   ----------
Total Current Liabilities                            177,645

Long-term debt                                        475,631
Noncurrent retirement obligations                      72,298
Other noncurrent liabilities                           63,247
                                                   ----------
Total liabilities                                     788,821

Total stockholders' equity                            199,510
                                                   ----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY           $988,331
                                                   ==========

                     Exide Technologies
          Post Confirmation Quarterly Summary Report
                   Schedule of Cash Flows
                Quarter Ended March 31, 2010
                      (in thousands)

Beginning Balance                                     $50,911

Cash Receipts:
Collection of accounts receivable                    340,382
Proceeds from equity issuance                              -
Proceeds from sale of Debtor's assets                      -
All other cash receipts                               24,083
                                                   ----------
Total cash receipts                                  364,465

Cash Disbursements:
Disbursements made under the Plan,
excluding bankruptcy professionals                       -
Disbursements made to bankruptcy professionals           570
Repayment of term loans                                  325
All other disbursements made in
the ordinary course                                  389,913
                                                   ----------
Total Cash Disbursements                              390,808
                                                   ----------
Ending Cash Balance                                   $24,568
                                                   ==========

                    About Exide Technologies

Headquartered in Princeton, New Jersey, Exide Technologies
(NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and
distributes lead acid batteries and other related electrical
energy storage products.

The Company filed for Chapter 11 protection on April 14, 2002
(Bankr. Del. Case No. 02-11125). Matthew N. Kleiman, Esq., and
Kirk A. Kennedy, Esq., at Kirkland & Ellis, and James E. O'Neill,
Esq., at Pachulski Stang Ziehl & Jones LLP represented the Debtors
in their successful restructuring.  The Court confirmed Exide's
Amended Joint Chapter 11 Plan on April 20, 2004.  The plan took
effect on May 5, 2004.  While it has emerged from Bankruptcy,
reorganized Exide is still resolving claims filed against it in
the Bankruptcy Court.

                           *     *     *

As reported by the Troubled Company Reporter on July 9, 2008,
Moody's Investors Service upgraded the Corporate Family and
Probability of Default Ratings of reorganized Exide Technologies,
Inc. to 'B3' from 'Caa1'.  Exide carries 'B' issuer credit ratings
from Standard & Poor's.


EXTENDED STAY: Amends Plan Due to Centerbridge Winning Bid
----------------------------------------------------------
Extended Stay Inc. filed with the U.S. Bankruptcy Court for the
Southern District of New York a Fifth Amended Joint Chapter
11 Plan of Reorganization and Disclosure Statement for 74 of its
debtor affiliates on June 8, 2010.

ESI further amended the Plan in light of the $3.925 billion offer
for plan funding from a group of investors, which include
Centerbridge Partners LP, Paulson & Co., and Blackstone Real
Estate Associates VI L.P.

The Centerbridge group was selected as the winning bidder at a
May 27, 2010 auction, beating out another bidder led by Starwood
Capital Group and TPG by less than $40 million.

The Centerbridge winning bid provides for an all cash purchase of
ESA Properties LLC and 73 other debtor affiliates of ESI.

The Centerbridge group offered to pay about $3.925 billion in
cash and to contribute certificates representing interests in a
pre-bankruptcy $4.1 billion mortgage loan for the equity of ESI's
debtor affiliates.  The amount to be paid will be distributed to
creditors in accordance with the Fifth Amended Plan.

Among other changes to the offer initially proposed by the
Centerbridge group is that the winning bid eliminates the rights
offering, cash election and the debt or equity election.
Moreover, the Debtors have agreed to increase the cap for
reimbursement of expenses from $20 million to $35 million.

                    The Fifth Amended Plan

Under the Fifth Amended Plan, CP ESH Investors LLC, a newly
formed entity owned by the Centerbridge-led group, will acquire
100% of the common interests in a new company or "NewCo" that
will be formed as of the effective date of the Fifth Amended Plan
in exchange for $3,615,755,444 in cash and a contribution of
mortgage certificates held by CP ESH in the sum of $309,244,555.

The Fifth Amended Plan provides that 100% of the equity interests
in ESA Properties and other mortgage borrowers as well as the
equity interests in other debtor affiliates will be cancelled and
reissued to NewCo.  The balance of the Debtors will be liquidated
and dissolved as of the effective date.

NewCo will be owned indirectly by the Centerbridge group through
CP ESH or other entities.  It will own and control the Debtors'
portfolio of about 666 properties, which include 664 hotels, a
headquarters building in Spartanburg, South Carolina, and a
parcel of undeveloped land located in Minnesota.

The holder of the "mortgage facility claim" will receive a cash
distribution, the mortgage certificates and interests in a
litigation trust that will be established on the effective date
of the Fifth Amended Plan.  Meanwhile, holders of "mezzanine
facilities claims" and general unsecured claims may also receive
interests in the litigation trust.

As holders of the mortgage loan, Wells Fargo Bank N.A. or the
special servicer, CWCapital Asset Management LLC, can exercise
voting rights with respect to the "mortgage facility claim" and
the "mortgage facility deficiency claim."  In conjunction with
the auction, CWCapital entered into a Plan Support Agreement
pursuant to which it agreed to vote its claims in Classes 2 and
4A to accept the Fifth Amended Plan.

        Classification of Claims & Equity Interests

Under the Fifth Amended Plan, Class 4 was bifurcated into Class
4A designated as the mortgage facility deficiency claim, and
Class 4B designated as the mezzanine facilities claims.  Class 4A
and Class 4B constitute the voting classes.

The various claims under the Fifth Amended Plan and their
classification and treatment are:

Class       Type of Claim               Claim Treatment
-----       -------------         -----------------------------
1          Priority Claims      To be paid in full, in cash.

2          Mortgage Facility    The holder of the Allowed
            Claim                Mortgage Facility Claim will
                                 receive 100% of the Cash
                                 Distribution and the Investor
                                 Certificates on the Effective
                                 Date, with the Cash
                                 Distribution to be distributed
                                 in accordance with Section 6.3
                                 of the Plan.  The Investor
                                 Certificates will be cancelled
                                 without any distributions.

3           ESA UD Mortgage     The holder of the Allowed ESA
             Claim               UD Mortgage Claim will receive
                                 on the Distribution Date the
                                 New ESA UD Mortgage Note in
                                 full settlement, satisfaction,
                                 release and discharge of the
                                 Allowed ESA UD Mortgage Claim.

4A          Mortgage Facility   The holder of the Allowed
             Deficiency Claim    Mortgage Facility Deficiency
                                 Claim will receive an interest
                                 in the Litigation Trust to the
                                 extent that it is a Litigation
                                 Trust Beneficiary, which will
                                 be distributed pursuant to
                                 Section 6.3 of the Plan,
                                 subject to the terms of the
                                 Intercreditor Agreement.

4B          Mezzanine           The holders of the Allowed
             Facilities          Mezzanine Facilities Claims
             Claim               will receive interests in
                                 the Litigation Trust to the
                                 extent that they are Litigation
                                 Trust Beneficiaries, which will
                                 be distributed pursuant to
                                 Section 6.3 of the Plan,
                                 subject to the terms of the
                                 Intercreditor Agreement.

5           General Unsecured   The holders of the General
             Claims              Unsecured Claims will receive
                                 an interest in the Litigation
                                 Trust to the extent that they
                                 are Litigation Trust
                                 Beneficiaries.

6           Existing Equity     No distribution will be made
                                 under the Plan from the Estates
                                 in respect of the Existing
                                 Equity.  On the Effective Date,
                                 the certificates that
                                 previously evidenced ownership
                                 of Existing Equity will be
                                 cancelled and will be null and
                                 void.

7           ESA MD Properties   The holder of the ESA MD
             Trust Certificate   Properties Trust Certificate
                                 will retain the certificate.

8           ESA MD Borrower     Each holder of ESA MD Borrower
             Interests           Interests will retain its
                                 Interests.

9           ESA P Portfolio MD  The holder of the ESA P MD
             Trust Certificate   Portfolio Trust Certificate
                                 will retain its certificate.

10          ESA P Portfolio MD  Each holder of ESA P Portfolio
             Borrower Interests  MD Borrower Interests will
                                 retain its interests.

11          ESA Canada          Each holder of ESA Canada
             Properties          Properties Interests will
             Interests           retain its interests.

12          ESA Canada          Each holder of ESA Canada
             Properties          Properties Borrower Interests
             Borrower Interests  will retain its interests.

13          ESH/TN Properties   The holder of the ESH/TN
             Membership          Properties Membership Interest
             Interests           will retain its interest.

14          ESH/ESA General     Each holder of ESH/ESA General
             Partnership         Partnership Interests will
             Interests           retain its interests.

15          Other Existing      No distribution will be made
             Equity Interests    under the Plan from the Estates
                                 in respect of the Other
                                 Existing Equity Interests. On
                                 the Effective Date, the
                                 certificates that previously
                                 evidenced ownership of the
                                 Other Existing Equity Interests
                                 will be canceled and will be
                                 null and void.

Except for holders of claims or equity in Classes 3, 4A, 4B, 5, 6
and 15, the other holders of claims or interests expect 100%
recovery on their claims, interests or certificate.  Class 3
claimholders expect a 58.8% recovery while no distribution will
be made from the Debtors' estates with respect to Classes 6 and
15.  The estimated percentage recovery for holders of claims in
Classes 4A to 5 is conditioned on future events.

Claims and interests under Classes 2, 3, 4A, 5, 6 and 15 are
impaired while the rest are unimpaired.

                        Treatment of ESI

The Centerbridge group is not willing to purchase and structure a
proposed plan of reorganization that include ESI.  ESI's assets
are believed to have minimal, if any, value.

The treatment of ESI and its creditors have not yet been
determined although the Fifth Amended Plan contemplates a
settlement between ESI and its 74 debtor affiliates.

Pursuant to the settlement, ESI would be released from its
guaranty of the mortgage loan and the mezzanine facilities and
would grant a release to certain parties in accordance with
section 10.10 of the Fifth Amended Plan.  It also requires ESI's
debtor affiliates and the special servicer to set aside $750,000
to be used to wind down ESI.  Meanwhile, the creditors of ESI
would be granted an interest in the litigation trust.

The Fifth Amended Plan contemplates that the Bankruptcy Court
would approve the ESI settlement at or before the hearing to
consider confirmation of the Plan.

Full-text copies of the Fifth Amended Plan and the Disclosure
Statement are available for free at:

     http://bankrupt.com/misc/ESI_5thAmendedPlan.pdf
     http://bankrupt.com/misc/ESI_DS5thAmendedPlan.pdf

              Investment Pact with Winning Bidder

In connection with the filing of the Fifth Amended Plan of
Reorganization, ESA Properties LLC filed a supplemental motion to
modify the relief requested in its motion dated April 30, 2010,
to reflect the terms of the winning bid for the plan sponsorship.

Centerbridge Partners LP, Paulson & Co., and Blackstone Real
Estate Associates VI L.P. emerged as the winner of the May 27,
2010 auction for the Extended Stay plan sponsorship.
Centerbridge's $3.9 billion offer was selected as the best bid on
the table.

"The Debtors are confident that the investment agreement
embodying the successful bid is the highest and best bid
submitted at the auction and, thus, provides maximum recoveries
and distributions to creditors," Extended Stay noted in court
papers filed late Tuesday, Reuters cites.

ESA Properties earlier filed a motion seeking approval of an
Investment and Standby Purchase Agreement with the winning
bidder, the disclosure statement and a solicitation and voting
process.

Among other things, the Supplemental Motion seeks the Bankruptcy
Court's approval of an increase in the cap for reimbursement of
expenses to $35 million.  ESA Properties also filed a set of
documents, which include a revised proposed order to reflect the
terms of the successful bid.

A full-text copy of the revised proposed order is available for
free at http://bankrupt.com/misc/ESI_RevisedProposedOrder.pdf

The Bankruptcy Court will consider approval of the Supplemental
Motion at a June 17, 2010 hearing.  Deadline for filing
objections is June 10.

                        About Extended Stay

Extended Stay is the largest owner and operator of mid-price
extended stay hotels in the United States, holding one of the most
geographically diverse portfolios in the lodging sector with
properties located across 44 states (including 11 hotels located
in New York) and two provinces in Canada.  As a result of
acquisitions and mergers, Extended Stay's portfolio has expanded
to encompass over 680 properties, consisting of hotels directly
owned or leased by Extended Stay or one of its affiliates.
Extended Stay currently operates five hotel brands: (i) Crossland
Economy Studios, (ii) Extended Stay America, (iii) Extended Stay
Deluxe, (iv) Homestead Studio Suites, and (v) StudioPLUS Deluxe
Studios.

Extended Stay Inc. and its affiliates filed for Chapter 11 on
June 15, 2009 (Bankr. S.D.N.Y. Case No. 09-13764).  Judge James M.
Peck handles the case.  Marcia L. Goldstein, Esq., at Weil Gotshal
& Manges LLP, in New York, represents the Debtors.  Lazard Freres
& Co. LLC is the Debtors' financial advisors.  Kurtzman Carson
Consultants LLC is the claims agent. Extended Stay had assets of
$7.1 billion and debts of $7.6 billion as of the end of 2008.

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


FAIRPOINT COMMS: Proposes to Assume Agreements with Suppliers
-------------------------------------------------------------
FairPoint Communications and its units, having determined that
they have an ongoing need for various supplies and services, filed
separate motions in Court informing Judge Lifland of their
intention assume certain agreements they have with certain
suppliers.

The Agreements to be assumed and the Debtors' proposed cure
amounts are:

  Counterparty           Type of Agreement          Cure Amount
  ------------           -----------------          -----------
  Cisco Webex, LLC       Telephony Conferencing         $57,671
                         Services

  Fiber Technologies     Build two fiber optic          $10,000
                         networks to be leased
                         back to the Debtors;
                         supply of collocation
                         and internet services

  Global Crossing        Supply of network and          $19,000
  Telecommunications,    telecom services
  Inc.

  ISP Network            Technical support             $198,480
                         engineering and
                         customer services

  Kansys, Inc.           Supply of billing             $208,999
                         software & support
                         services

  Microsoft              Supply of software          $2,332,547
  Licensing, GP          licenses

  Mid America            Supply of computer            $313,546
  Computer Corp.         software & related
                         support services

  Morehead Place, LLC    Office space lease                  $0

  Occam Networks, Inc.   Supply of software          $1,755,858
  Inc.                   hardware and other
                         products

  PNG Telecommunications Supply of wholesale           $515,730
  Inc.                   telephone services

  Telenetworks           Supply of support             $212,500
  Partners, Ltd.         services for dial-up
                         and high-speed
                         internet service

  Telrite Corp.          Supply of wholesale           $171,071
                         telephone services

  Transaction            Supply of critical            $461,261
  Network                information services
  Services, Inc.

  Volt Delta             Supply of hardware            $741,204
  Resources, LLC         software and support
                         services

  Wholesale Network      Supply of wholesale           $138,566
  Services, Inc.         domestic and international
                         telephone services

                          *     *     *

In separate orders, the Court granted the Debtors' request for
authority to assume their agreements with these providers:

  * Cisco Webex, LLC
  * Fiber Technologies Networks, LLC
  * Kansys, Inc.
  * Microsoft Licensing, GP
  * Mid America Computer Corp.
  * Telenetwork Partners, Ltd.
  * Volt Delta Resources, LLC

The Court also approved the amounts the Debtors proposed to cure
and satisfy all defaults relating to the assumption of the
Agreements with those providers.

                  About FairPoint Communications

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)


FAIRPOINT COMMS: Reaches Deals on Indemnification Provisions
------------------------------------------------------------
A dispute arose between FairPoint Communications and their
counterparties to certain executory contracts concerning the
applicability of Section 11.4 of the Debtors' Modified Second
Amended Plan of Reorganization.

The counterparties believe that Section 11.4 aims to release the
Debtors from their continuing indemnification obligations on the
Plan Effective Date, as it provides that "except as specifically
set forth in Section 8.16 of the Plan, as of the Effective Date,
FairPoint and Reorganized FairPoint will have no continuing
indemnification obligations under any of their executory
contracts."

In order to resolve the dispute, the Debtors entered into
separate stipulations with seven counterparties, specifically
granting that despite Section 11.4 of the Plan or the order
confirming the Plan, all indemnification obligations set forth
under the subject Contracts will remain in effect, provided that
the Stipulations will be null and void in the event the Contracts
are rejected by the Debtors or the Plan is not confirmed.

The Counterparties with which the Debtors entered into
stipulation with on the indemnification provisions under the Plan
are:

  * Bangor Hydro Electric Company, Inc.
  * Central Maine Power Company
  * Fox Islands Electrical Cooperative, Inc.
  * Great Works Internet
  * Maine Public Service Company, Inc.
  * TD Bank, N.A.
  * Unitil Energy Systems

                  About FairPoint Communications

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)


FAIRPOINT COMMS: Second Phase of Plan Hearings Set on July 8
------------------------------------------------------------
Judge Burton Lifland of the U.S. Bankruptcy Court for the
Southern District of New York approved on May 14, 2010, the plan
modifications submitted by FairPoint Communication, Inc., and its
debtor affiliates in relation to their Second Amended Joint Plan
of Reorganization.

The Court issued its recent ruling in connection with the
confirmation hearings in the Debtors' cases commenced last
May 11, 2010.

The Plan Modifications were recorded by the Debtors on May 7,
2010, along with the submission of more plan supplements.

Judge Lifland further held that the Second Amended Plan with the
Modifications is deemed accepted by all creditors who have
previously accepted the Plan.  The Second Amended Plan was
originally filed on March 10, 2010.

"[Accordingly,] the record of the Phase I Confirmation Hearing is
hereby closed," Judge Lifland ruled.

                      Regulatory Approvals

The Debtors are positive of the feasibility of their Plan.  "[We]
were encouraged by the lack of material objections and the
general consensus of support expressed by creditor groups, [at
the commencement of the May 11 confirmation hearings]," FairPoint
spokeswoman Rose Cummings said, according to Dow Jones Daily
Bankruptcy News.

Nevertheless, the Debtors acknowledge that aside from a seal of
approval from the Bankruptcy Court, they also need to obtain
approval of their bankruptcy plan from regulators in Maine,
Vermont and New Hampshire to be able to successfully exit
bankruptcy protection.

The Maine Public Utilities Commission started hearings on the
FairPoint Plan on May 4 to 6, 2010.

The MPUC reviewed FairPoint's plea to alter its 2008 agreements
with regards to the company's acquisition of landlines from
Verizon Communications Inc.  The Maine regulators are also
weighing out the company's request to lift restrictions on the
their broadband service costs, to postpone till December 2010 the
completion of the first phase of its broadband expansion project,
and to lessen by 3% the volume of lines capable of transmitting
high-speed internet.

Similar hearings are scheduled in New Hampshire and Vermont in
late May.

Among the issues to be taken up at the regulatory hearings are
the regulatory settlement agreements the Debtors have hatched
with the Maine, New Hampshire and Vermont regulators.

FairPoint spokesperson Ms. Cummings told Dow Jones that the
Confirmation Hearing is expected to resume in late June or early
July after the state regulators are convinced that FairPoint's
proposal meets the regulators' desired requisites.

Bloomberg News' Don Jeffrey reported that the second stage of the
confirmation hearings was tentatively set for July 8.

                 Modified Second Amended Plan

The Second Amended Plan, as modified on May 7, articulates
changes that the Debtors intend to make with respect to certain
areas of their restructuring process.

The Modified Plan injects changes made on the areas of certain
claim distributions and terms of office of the Board of
Directors.  A material change in the Modified Plan is the
addition of a litigation trust.  Aside from these items that have
been modified, the other areas of the Plan generally remain
unchanged in context.  The items injected or amended provide
these terms:

A. Creation of a Litigation Trust

    A litigation trust will be established by Reorganized
    FairPoint as of the Plan Effective Date for the sole purpose
    of liquidating litigation trust assets, with no objective to
    continue or engage in the conduct of a trade or business.

    The Trust will be formed in accordance with the terms of the
    Litigation Trust Agreement.  FairPoint or Reorganized
    FairPoint will transfer Litigation Trust Assets to the
    Litigation Trust, whose transfers will be exempt from any
    stamp, real estate transfer, mortgage reporting, sales, use
    or other similar tax.

    If a Cash Payment is made on the Effective Date to the
    holders of Allowed Prepetition Credit Agreement Claims, then
    the Litigation Trust Funds will be secured by all of the
    assets of the Litigation Trust and will be paid to the
    holders of the Prepetition Credit Agreement Claims before
    the holders of the Litigation Trust Interests receive any
    distributions on account of those interests.  If, however, a
    Cash Payment is not made on the Effective Date to the
    holders of Prepetition Credit Agreement Claims, then the
    Litigation Trust Funds will be repaid to Reorganized
    FairPoint before the holders of the Prepetition Credit
    Agreement Claims or Litigation Trust Interests receive any
    distributions on account of those interests and Reorganized
    FairPoint will hold a valid, fully-perfected first priority,
    senior lien on, and security interest in, all Litigation
    Trust Assets until the Litigation Trust Funds have been
    repaid to Reorganized FairPoint.

B. Distributions

    The Modified Second Amended Plan provides that on the
    Effective Date, holders of Allowed Prepetition Credit
    Agreement Claims will receive in full their Ratable
    Proportion of Cash in an amount equal to all Cash and Cash
    Equivalents of Reorganized FairPoint on the Effective Date
    in excess of $40 million dollars, minus:

    -- Cash used to pay or reserved to pay Allowed Unsecured
       Claims, Administrative Expense Claims, Priority Tax
       Claims, Other Priority Claims, Secured Tax Claims, and
       Other Secured Claims;

    -- Cash used to pay or reserved to pay the members of the Ad
       Hoc Committee of Senior Noteholders, the Prepetition
       Credit Agreement Agent, and each Consenting Lender
       holding greater than 10% of the aggregate Prepetition
       Credit Agreement Claims on the date that Person became a
       Consenting Lender for their professionals' fees and
       Expenses;

    -- Cash used to pay or reserved to pay (i) service quality
       index penalties for the 2009 calendar year that are
       subject to the New Hampshire Public Utilities Commission
       Regulatory Settlement or the Vermont Department of Public
       Service Regulatory Settlement; and (ii) any amounts
       payable on or after the Effective Date; provided, that
       amounts reserved and not actually paid pursuant to any
       provision will be released from the Reserve and paid to
       the holders of the Prepetition Credit Agreement Claims no
       later than 180 days after the Effective Date;

    -- Cash used to pay or reserved to pay Success Bonuses; and

    -- Cash used to pay or reserved to pay Cure Amounts for
       executory contracts and unexpired leases that are assumed
       pursuant to the Plan.

    Moreover, under the Modified Plan, holders of secured debt
    will get 55% of any amount in the Litigation Trust and
    unsecured creditors will get the remaining 45% of the
    Litigation Trust.

C. Term of Office of the New Board of Directors

    Each member of the New Board of Reorganized FairPoint will
    hold office until the first annual meeting of stockholders
    to be held following the one-year anniversary of the Plan
    Effective Date and until his or her successor will have been
    duly elected and qualified or until that director's earlier
    death, resignation or removal.

Clean and blacklined copies of the Modified Second Amended Plan
are available for free at:

   http://bankrupt.com/misc/FairPt_Modi_2ndAmendedPlan.pdf
   http://bankrupt.com/misc/FairPt_Modi_2ndAmdPlan_blk.pdf

                   Additional Plan Supplement

Simultaneous with the filing of its Modified Second Amended Plan,
the Debtors also delivered to the Court a plan supplement on the
modified credit agreement form among the Debtors as borrowers,
the Bank of America, N.A., as administrative agent and letter of
credit issuer and certain lender parties.

The Modified Form of Credit Agreement contemplates for the
provision of a Revolving Credit Facility of up to $75,000,000 to
the Debtors by Bank of America and the certain lender parties.
The Revolver Facility has an applicable rate of 3.50% per annum
for Base Rate Loans, and 4.50% per annum for Eurodollar Rate
Loans.  The aggregate consideration under the Facility will not
exceed $25,000,000 during the fiscal year ending December 31,
2011, and $75,000,000 during each fiscal year thereafter.  The
parties have not yet disclosed the aggregate amount the Lenders
are willing to commit for the fiscal year ending December 31,
2010.

The Debtors clarified that the Modified Form of Credit Agreement
is still in its draft form and may be amended or modified.

A full-text copy of the Modified Form of Credit Agreement is
available for free at:

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

                Plan is Confirmable, Debtors Aver

The Modified Plan is the culmination of extensive, good-faith
negotiations among the Debtors, the Lender Steering Committee and
the Ad Hoc Committee of Senior Noteholders, James T. Grogan,
Esq., at Paul Hastings Janofsky & Walker LLP, averred in a
memorandum of law in support of confirmation of the Plan
submitted to the Court.

All the confirmation requirements of Section 1129 of the
Bankruptcy Code have been satisfied with respect to the Plan
through filings with the Court and testimonial evidences, Mr.
Grogan asserted.  The Plan complies fully with the requirements
of Sections 1122 and 1123, as well as Sections 1125 and 1126
regarding disclosure and plan solicitation, he averred.  It
provides for the separate classification of Claims against and
Equity Interests in the Debtors; and the classification scheme in
the Plan is rational and legitimate, based on valid business,
factual, and legal reasons, and not created to manipulate class
voting, he maintained.

Mr. Grogan further noted that the plan modifications, including
the establishment of the Litigation Trust, do not adversely
affect the treatment of any Claims or Equity Interests in the
Debtors under the Plan.  The modifications neither require
additional disclosure under Section 1125 nor re-solicitation of
votes on the Plan under Section 1126, he maintained.  "The
modifications incorporated into the Plan comply with Section 1127
of the Bankruptcy Code and Rule 3019 of the Federal rules of
Bankruptcy Procedure."

The requirements of Section 1129(a)(8) have not been satisfied
with respect to the Rejecting Classes, Mr. Grogan averred.
Nevertheless, the Plan is still confirmable because the Plan does
not unfairly discriminate with respect to the each claim that has
not accepted the Plan as noted under the "cram down" requirements
of Section 1129(b), he explained.

Based on their personal involvement in the formulation process of
the Plan, Lisa R. Hood, the Debtors' senior vice president and
interim chief financial officer; Meade Monger, managing director
of Alix Partners, LLP, the Debtors' restructuring advisors; and
Neil Augustine, managing director of Rothschild Inc., the
Debtors' investment banker and financial advisor, declared
support of the Modified Plan, assuring the Court that the Plan
complies with all the applicable provisions of the Bankruptcy
Code.

           Verizon Opposes Litigation Trust Provision

A day before the Confirmation Hearing commenced, Verizon
Communications Inc. asked Judge Lifland to withhold approval of
Modified Second Amended Plan, more particularly the Litigation
Trust Agreement pending adequate notice and an opportunity to be
heard.  In the alternative, Verizon asked the Court to strike the
Third Party Injunction from the Litigation Trust Agreement,
contending that those provisions enjoin any "Litigation Trust
Defendant" including itself from bringing certain claims against
unnamed parties.

The apparent attempt to impose the Third Party Injunction on less
than 24 hours' notice tramples Verizon's right to due process,
Alfredo R. Perez, Esq., at Weil, Gotshal & Manges LLP, in New
York, contended.  Verizon said it has had no opportunity to
adequately protect its rights with respect to "third parties"
because it did not receive notice that those rights would be
enjoined until less than 24 hours before the Confirmation
Hearing.

                 Omnibus Reply to Plan Objections

A few days before the Confirmation Hearing started, the Debtors
urged Judge Lifland to overrule the objections of certain parties
to the confirmation of their Plan of Reorganization.

The Debtors contended that in line with their move to obtain
confirmation of the Restructuring Plan, they were negotiating a
resolution with the objecting parties, particularly (i) AT&T,
who's concern is the Plan's alleged limitation of the creditors'
right to exercise, setoff, and (ii) Pizzagalli Properties, LLC,
whose objection is based on the Plan's purported grant to the
Debtors the opportunity to decide whether to reject or assume
unexpired leases up to the Effective Date, forcing the landlord
to vote on the Plan before it knows whether its lease will be
assumed or rejected.

Pizzagalli Properties LLC withdrew its objection to the Second
Amended Plan based on a separate written agreement with the
Debtors.

According to James T. Grogan, Esq., at Paul Hastings Janofsky &
Walker LLP, in New York, the plan confirmation objection filed by
Unitil Energy Systems had already been resolved by agreement.

The Debtors also sought to address the objection filed by the
Universal Service Administrative Company.  As earlier reported,
USAC objected to the confirmation of the Debtors' Plan,
specifically Section 10.9 of the Plan, given that the provision
improperly restricts USAC's unqualified right to amend their
proofs of claim after the Plan Effective Date.

The Debtors argued that Section 10.9 of the Plan does not purport
to set an absolute bar to creditors amending their claims after
the Effective Date.  Instead, that provision would only require a
claimant to seek leave of the Debtors or the Court to amend its
claim after the Plan Effective Date in accordance with existing
case law, and would in no way alter the grounds on which the
Court may permit an amendment of a claim, Mr. Grogan elaborated.

Against this backdrop, the Debtors asked the Court to overrule
the USAC's objection.

                  About FairPoint Communications

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)


FORD MOTOR: Tries to Jump Star Explorer SUV
-------------------------------------------
Bloomberg's BusinessWeek notes that the Ford Explorer, once the
top-selling SUV in America, is lagging at No. 13 among utility
models.  Explorer sales fell 88% over the last decade, from
445,157 in 2000 to 52,190 last year.  In the late 1990s, Explorer
accounted for most of the profits for Ford Motor Company and its
dealers nationwide.

According to BW, Ford this summer will unveil a redesigned 2011
Explorer that goes on sale in the fall for about $30,000.  Ford
has spent $500 million redesigning the model.

BW relates that the new Explorer has improve its gas mileage.  To
get that, Ford cut Explorer's weight by switching the SUV from a
heavy pickup truck frame to the same chassis as the Taurus sedan.
Designers sculpted the shape to lower wind resistance, further
improving fuel economy.

However, according to BW, the risk for Ford is that, in its quest
for fuel efficiency, it may lower the SUV's perceived utility.

                         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 176,000 employees and about 80
plants worldwide, the company's automotive brands include Ford,
Lincoln, Mercury and, until its sale, Volvo.  The company provides
financial services through Ford Motor Credit Company.

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.

On May 18, 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 rating outlook for Ford and Ford Credit is stable.


FOREST CITY: Closes Financing for East River Plaza Retail Project
-----------------------------------------------------------------
Forest City Enterprises, Inc.'s subsidiary has closed on the
conversion of the construction facility for the East River Plaza
retail center in Manhattan, to a $214.3 million ($107.2 million at
the Company's pro-rata share) term loan.

The conversion to permanent financing, with maturity in January
2019, is through the same lender group that provided construction
financing for the center.  The loan carries an effective all-in
fixed interest rate of less than 4.5 percent.  The major financial
terms of the conversion were negotiated in conjunction with the
initial construction loan.  Coupled with the conversion of the
construction loan, the existing $40 million credit enhancement in
tax-exempt Empowerment Zone bonds has also been extended to the
2019 maturity date.  In addition to conventional bank financing,
the center was made possible by financing provided by the State of
New York, New York City and the Upper Manhattan Empowerment Zone.

"This is a great outcome for East River Plaza and for the
public/private partnership that made it possible," said Charles A.
Ratner, Forest City president and chief executive officer.  "We
appreciate the continuing support and commitment of our lenders in
executing this conversion.  I also want to acknowledge the work of
our Forest City Ratner team and our joint venture partner, Ed
Blumenfeld and his team, in closing this conversion and in making
the overall project to date a great success."

East River Plaza is a 527,000-square-foot retail center built on
the site of the former Washburn Wire factory in Harlem.  The
factory stood vacant since the early 1980s prior to the beginning
of work on the retail center.  The site was initially acquired by
Blumenfeld Development Group, Ltd., a full-service real estate
development firm with core strengths in big-box retail and office
space.

In November 2009, Costco became the first tenant to open at East
River Plaza.  Since then, Best Buy also opened, and additional
tenants, including Target, Marshall's, PetSmart, Old Navy, Bob's
Furniture and GameStop are expected to open this summer. The
center is currently 93 percent leased.

                      About Forest City

Forest City Enterprises, Inc. is an $11.5 billion NYSE-listed
national real estate company. The Company is principally engaged
in the ownership, development, management and acquisition of
commercial and residential real estate and land throughout the
United States. For more information, visit www.forestcity.net.

                        *     *     *

As reported in the Troubled Company Reporter on March 17, 2010,
Standard & Poor's Ratings Services assigned its 'CCC+' credit
rating to Forest City Enterprises Inc.'s (B+/Negative/--) new
$220 million series A cumulative redeemable convertible preferred
stock issuance.  The convertible preferred stock carries a 7.0%
coupon and a 20% initial conversion premium.


FORTERRA ENVIRONMENTAL: No Longer Deemed a "Going Concern"
----------------------------------------------------------
Forterra Environmental Corp.'s Board has determined that based on
the company's inability to meet its debt obligations, including to
its trade creditors, Forterra can no longer be deemed to be a
"going concern".

To date, the company has been unsuccessful in its efforts to raise
the funding it requires to operate and grow its business.  The
company intends to maintain its product inventory and its worm
castings production operations, using minimum staffing at its
plant, and to explore hiring a new management team as it seeks
opportunities to raise capital or sell the business.  In the event
that it is unsuccessful in finding a new management team and
additional working capital or a buyer, the Board intends to
proceed with the orderly liquidation of the company.

Forterra also informs that on June 4, 2010, the Canadian Revenue
Agency (CRA) seized the company's bank account as the result of
the company's failure to make required tax source deductions and
remittances.  The company is working with CRA to remove the
seizure.  Also on June 4, the company's President and Chief
Operating Officer, Rick Denyes, tendered his resignation.

The Board of Directors elected at the company's October 29, 2009
annual and special meeting of shareholders remains in place, save
for Randy Pilon who Forterra announced had resigned in its June 2,
2010 news release.  The company remains in good standing with its
transfer agent, Equity Transfer & Trust Company.

On June 2, 2010, Forterra released its financial results for the
first quarter ended March 31, 2010, disclosing cash and
equivalents of approximately $25,000 and current accounts payable
and accrued liabilities of approximately $1.3 million.

As previously reported by the company, Forterra's products have
been well received as the company developed a number of
significant customer relationships that appeared to have great
promise for potential sales.  However, Forterra learned that it
needed to carry out a strong marketing and sales program of its
own to stimulate these potential sales and the company has lacked
the working capital to fund such an effort. T his resulted in
substantially lower sales and cash flow than had been anticipated
as well as a significant build-up in its inventory of unsold
product.

                   About Forterra Environmental

Forterra manufactures, markets, and sells environmentally friendly
soil enhancers, using worm castings, which boost fertility while
restoring the soil with organic matter for sustainable, longer-
term benefits, including stronger root growth, and drought and
pest resistance.  Forterra products contain only organic material.
They are ideal for golf courses, sports fields, lawn care, parks,
nurseries, orchards, and vineyards. Essentially, Forterra uses red
wriggler worms to convert organic material into vermicompost or
worm castings.  Worm castings contain micronutrients, which are
required for healthy plant development.  Worm castings also
contain microbes, which increase the rate at which plants take up
available macronutrients and micronutrients.


FX REAL ESTATE: Raises $99,000 in Sale of Securities to Execs
-------------------------------------------------------------
On June 4, 2010, each of Robert F.X. Sillerman, chairman and CEO
of FX Real Estate and Entertainment Inc., and his spouse, Laura
Baudo Sillerman; Paul C. Kanavos, the Company's president, and his
spouse, Dayssi Olarte de Kanavos; and TTERB Living Trust, an
affiliate of Brett Torino, a greater than 10% stockholder of the
Company, entered into subscription agreements with FX Real Estate
and Entertainment, pursuant to which Mr. Sillerman's spouse, Mr.
Kanavos and his spouse and TTERB purchased an aggregate of 99
units from the Company in a private transaction.  The units were
purchased for aggregate consideration of $99,000.

Each unit consists of (x) one share of newly issued Series A
Convertible Preferred Shares, and  (y) one warrant to purchase up
to 12,484.39 shares of Common Stock at an exercise price of
$0.2403 per share, subject to anti-dilution protection from stock
splits and similar events during the terms of the Warrants.  The
June 4 Private Placement Warrants have five-year terms and are
immediately exercisable.

Mr. Sillerman and his spouse used personal funds of $33,000, Mr.
Kanavos and his spouse used personal funds of $33,000, and TTERB
used working capital of $33,000 to fund the purchase of their
units.

Sillerman et al. said in a regulatory filing with the Securities
and Exchange Commission that the June 4 Private Placement was for
investment purposes and to provide the Company with working
capital.

As reported by the Troubled Company Reporter, FX Real Estate and
Entertainment's remaining Las Vegas subsidiary, FX Luxury Las
Vegas I, LLC, filed a voluntary petition for relief under Chapter
11 of the United States Bankruptcy Code on April 21, 2010 (Bankr.
D. Nev. Case No. 10-17015).  The Las Vegas Subsidiary initiated
the Chapter 11 Bankruptcy Proceeding pursuant to the terms and
conditions of a Lock Up Agreement, as amended.  The Lock Up
Agreement contemplates the orderly liquidation of the Las Vegas
Subsidiary in the Chapter 11 Bankruptcy Proceeding by disposing of
the Las Vegas Property for the benefit of the Las Vegas
Subsidiary's (and its predecessor entities') creditors either
pursuant to an auction sale for at least $256 million or, if the
auction sale is not completed, pursuant to a prearranged sale to
the Newco Entities under the terms of the Chapter 11 Bankruptcy
Proceeding's plan of liquidation.

In its Schedule 13D filing on June 3, Sillerman et al. said that
on June 2, 2010, the Lock Up Agreement terminated in accordance
with its terms and is of no further force or effect -- except for
(x) those provisions therein that are specified to survive
termination and (y) section 6(b)(i) therein for purposes of
determining the amount of any applicable adequate protection
payments authorized by the bankruptcy court in the Chapter 11
Bankruptcy Proceeding.

The parties to the Lock Up Agreement acknowledged that the Lock Up
Agreement terminated in accordance with its terms because the Las
Vegas Subsidiary intends to seek bankruptcy court approval of
different bidding procedures for sale of the Las Vegas Property
and a modified cash collateral order.  The parties to the Lock Up
Agreement consented to and did not dispute the termination of the
Lock Up Agreement and agreed that such termination was not a
"fault-based" termination under the Lock Up Agreement.  Such
parties also agreed that the plan funding agreement and equity
sponsor commitment terminated and are of no further force or
effect.

As a result of termination of the Lock Up Agreement, the
prearranged sale of the Las Vegas Property to the Newco Entities
is of no further force or effect.  Because the Lock Up Agreement's
termination was not a "fault-based" termination, the Newco
Entities received a full refund of their $2.2 million deposit for
the prearranged sale.

The parties to the First Amendment to Lock Up and Plan Support
Agreement, dated as of April 16, 2010, are:

     (a) The First Lien Lenders under the Amended and Restated
         Credit Agreement, dated as of July 6, 2007, among FX
         Luxury Las Vegas I, LLC, a Nevada limited-liability
         company (fka Metroflag BP, LLC) and FX Luxury Las Vegas
         II, LLC, a Nevada limited-liability company (fka
         Metroflag Cable, LLC and subsequently merged into the
         Debtor), FX Luxury Las Vegas Parent, LLC, a Delaware
         limited-liability company (fka BP Parent, LLC and
         subsequently merged into the Debtor), the First Lien
         Lenders from time to time party thereto and Credit
         Suisse, Cayman Islands Branch, as administrative agent
         and collateral agent for the First Lien Lenders and
         Credit Suisse Securities (USA) LLC, as syndication agent,
         sole book running manager and sole lead arranger;

     (b) Landesbank Baden-Wurttemberg, New York Branch (as
         successor-in-interest to Credit Suisse, Cayman Islands
         Branch, the "First Lien Agent"; and together with the
         First Lien Lenders, the "Senior Group");

     (c) The Debtor; and

     (d) LIRA Property Owner, LLC, as New Borrower, a Delaware
         limited liability company, and LIRA LLC, as New Parent.

A full-text copy of the Lock-up Agreement is available at no
charge at http://ResearchArchives.com/t/s?60a1

As of June 2, 2010, Mr. Sillerman and his affiliated entities may
be deemed to hold 46.8% of the Company's shares; Mr. Kanavos and
his affiliated entities may be deemed to hold 35.6% of the Company
shares; and Mr. Torino may be deemed to hold 35.5% of the shares.

A full-text copy of Sillerman et al.'s Schedule 13D filing
dated June 8, 2010, is available at no charge at:

                   http://ResearchArchives.com/t/s?64a8

                    About FX Luxury Las Vegas I

New York-based FX Luxury Las Vegas I, LLC, fka Metroflag BP, LLC,
owns approximately 17.72 contiguous acres of real property located
at the southeast corner of Las Vegas Boulevard and Harmon Avenue
in Las Vegas, Nevada, which secures its mortgage loans in the
aggregate principal amount of $454 million as of April 21, 2010.
FX Luxury is the remaining Las Vegas subsidiary of FX Real Estate
and Entertainment Inc.

The Company filed for Chapter 11 bankruptcy protection on
April 21, 2010 (Bankr. D. Nev. Case No. 10-17015).  Deanna L.
Forbush, Esq., at Fox Rothschild, LLP, assists the Company in its
restructuring effort as the Company's bankruptcy counsel.
Greenberg Traurig, LLP, is the Company's special counsel.  Sierra
Consulting Group, LLC, is the Company's financial advisor.

The Company listed $139,636,791 in assets and $492,568,036 in
debts.

               About FX Real Estate and Entertainment

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

The Company's balance sheet at March 31, 2010, showed
$141.3 million in total assets and $503.7 million in total current
liabilities and zero long-term liabilities, for a total
stockholders' deficit of $362.4 million.

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


GARLOCK SEALING: Proposes $10-Mil. of DIP Financing from BoA
------------------------------------------------------------
Garlock Sealing Technologies LLC and its units seek approval from
the U.S. Bankruptcy Court for the Western District of Northern
Carolina to dip their hands into a $10,000,000 financing
arrangement with Bank of America, N.A., contemplated by a Post-
Petition Loan and Security Agreement.

Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A., in
Charlotte, North Carolina, informs the Court that the Debtors
require debtor-in-possession financing in order to make the
continued operation of their business operations as seamless as
possible in the Chapter 11 Cases.

"The Debtors have an immediate continuing need for DIP Financing
to ensure the continuation of certain Letters of Credit to support
certain litigation and insurance bonds and to ensure the
continuation of the bank products, such as the cash management
system, that are fundamental to the operations of the Debtors'
business," explains Mr. Durham.  "Specifically, without the access
to post-petition financing . . . the cash demands on the Debtors
to support their ordinary course operations could restrict such
operations."

Mr. Durham notes that BofA served as the agent and one of the
Debtors' primary prepetition lenders and has indicated its
willingness to continue its lending relationship with the Debtors
on a postpetition basis as DIP Lender through the DIP Facility.

For these reasons, the Debtors are seeking entry of interim and
final DIP Financing Orders, each approving borrowing under the DIP
Facility.

The proposed DIP Facility would provide a senior secured revolving
credit facility pursuant to which borrowers Garlock Sealing
Technologies LLC and Garrison Litigation Management Group, Ltd.
may obtain revolver loans from time to time up to a maximum
principal amount outstanding at any time of $10,000,000.

The proposed DIP Facility would also contain an $8,000,000 letter
of credit sub-facility for standby letters of credit.  Actual
borrowing availability at any date would be determined by
reference to a Borrowing Base of specified percentages of eligible
accounts receivable and inventory, which borrowing base would be
reduced by Revolver Loans and letters of credit outstanding and
certain reserves.

The other salient terms of the DIP Facility are:

Interest
Rate:     The rate of interest for Revolver Loans (a) made
         or outstanding as Base Rate Loans equals the Base
         Rate in effect from time to time plus 2.5% or (b) made
         or outstanding as LIBOR Loans, the Adjusted LIBOR Rate
         for the applicable Interest Period plus 3.5%.

Maturity: December 7, 2011, subject to up to four one-year
         renewals upon the Borrowers' request and the
         satisfaction of certain conditions to each renewal.

Fees:     Fees include a closing fee of $100,000 due at Closing.
         Other fees include an unused line fee, certain fees
         associated with letters of credit, certain audit and
         appraisal costs and expenses, and certain fees in the
         event the initial term of the DIP Facility is renewed.

Also, the Interim and the Final DIP Financing Orders will each
contain a Carve-Out, Out, which will be equal to no more than
$1,000,000 plus an estimate by Lender for amounts accrued and
unpaid pursuant to 28 U.S.C. Section 1930(a)(6), for fees and
expenses of Professional Persons in the Chapter 11 Cases, notes
Mr. Durham.

Pursuant to the Interim DIP Financing Order, the Debtors will
stipulate that:

  (a) the Pre-Petition Loan Agreement and the Loan Documents
      constitute valid and binding agreements and obligations of
      Garlock and Garrison;

  (b) the Pre-Petition Liens granted by Garlock and Garrison (i)
      constitute valid, binding, enforceable and perfected
      security interests and liens, are not subject to avoidance
      or subordination, and are subject only to certain security
      interests and liens that are expressly permitted under the
      Pre-Petition Loan Agreement to have priority over the Pre-
      Petition Liens, but only to the extent the permitted liens
      are valid, enforceable, non-avoidable liens and security
      interests that are perfected prior to the Petition Date,
      not subject to avoidance, reduction, disallowance,
      impairment or subordination pursuant to the Bankruptcy
      Code or applicable non-bankruptcy law and senior in
      priority to the Pre-Petition Liens under applicable law
      after giving effect to any applicable subordination or
      intercreditor agreements, and (ii) are not subject to
      avoidance, impairment or subordination pursuant to the
      Bankruptcy Code or applicable non-bankruptcy law;

  (c) the Pre-Petition Debt constitutes legal, valid and binding
      obligations of Garlock, Garrison and the other Pre-
      Petition Affiliate Borrowers and is not subject to
      equitable subordination, offset, recoupment or
      recharacterization;

  (d) all amounts paid on or before the Petition Date by Garlock
      and Garrison to Pre-Petition Credit Parties are not
      subject to any objection, offset, defense or counterclaim
      of any kind or nature or reduction, disallowance,
      impairment, recharacterization or subordination pursuant
      to the Bankruptcy Code or applicable non-bankruptcy law;
      and

  (e) no claims in favor of any Debtor exist against any Pre-
      Petition Credit Parties under any contract or tort
      theories of recovery or pursuant to Section 105 or Chapter
      5 of the Bankruptcy Code.

To secure the prompt payment and performance of all of the
Obligations, each Obligor would grant to DIP Lender a continuing
security interest in and Lien upon all Property and interests in
the Property of the Obligor but excluding all Fixed Assets and all
Software and Intellectual Property embedded in Fixed Assets.
In addition, to secure the prompt payment and performance of all
of the Obligations to the extent of the amount of the Carve-Out
funded by Revolver Loans or use of proceeds of any Collateral,
each Obligor would also grant to DIP Lender, effective only upon
satisfaction of the Spring Lien Conditions, a continuing security
interest in and Lien upon all Springing Lien Collateral.

A full-text copy of the proposed DIP Credit Agreement is available
for free at:

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

An Interim DIP Budget showing a cash flow forecast projecting,
among other things, each Borrower's forecasted cash flow, cash
receipts and disbursements -- including costs of the Chapter 11
Cases -- for each week in the four-week period following the
Petition Date as well as a depiction of operating results for the
four-week period following the Petition Date as the budget may be
amended, modified, restated, extended or supplemented from time to
time with DIP Lender's prior written consent, is also available
for free at:

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

According to Mr. Durham, before the Petition Date and pursuant to
the Fifth Amendment to Amended and Restated Loan and Security
Agreement and Amendment to Other Loan Documents and a part of the
negotiations for DIP Financing, Garlock, Garrison and certain of
their subsidiaries negotiated a release of the Debtors and certain
of their subsidiaries from the Pre-Petition Loan Agreement and the
release of all liens on assets of Garlock, Garrison, and certain
of their domestic subsidiaries that had been granted to the Pre-
Petition Agent for the benefit of the Pre-Petition Lenders
pursuant to the Pre-Petition Loan Agreement.

Garlock and Garrison will be released from Obligations under and
as defined in the Pre-Petition Loan Agreement and any Collateral
of Garrison and Garlock will be released subject to the express
conditions of the 5th Amendment, including, without limitation,
the entry of the Interim DIP Financing Order in form and substance
satisfactory to the DIP Lender.

The DIP Financing, therefore, provides an immediate benefit to
Garlock and Garrison in freeing the Debtors from joint and several
liability under the Pre-Petition Loan Agreement and releasing
their assets from the liens provided in that agreement, Mr. Durham
says.

                         *     *     *

The Court issued an order approving the Debtors' request on in
interim basis.

During the Interim Period, the Debtors may obtain Credit
Extensions only to the extent necessary to avoid immediate and
irreparable harm to the Debtors, which will mean the deemed
issuance of the Garlock Pre-Petition LC under the DIP Loan
Agreement, the continued incurrence of Banking Relationship Debt
and the funding of DIP Loans used to pay the fees and expenses due
and amounts owing by Debtors at any time to the DIP Lender under
the DIP Loan Documents, for purposes specified in the Interim
Budget.

The Final Hearing on the Debtors' request will be held on
June 30, 2010, at 11:00 a.m.  Parties have until June 25, 2010 to
filed objections.

                      About Garlock Sealing

Headquartered in Palmyra, NY, Garlock Sealing Technologies LLC is
an EnPro Industries, Inc. company (NYSE: NPO).  For more than a
century, Garlock has been helping customers efficiently seal the
toughest process fluids in the most demanding applications.

On June 5, Garlock filed a voluntary Chapter 11 petition (Bankr.
W. D. N.C. Case No. 10-31607) in Charlotte to establish a trust to
resolve all current and future asbestos claims against Garlock
under Section 524(g) of the U.S. Bankruptcy Code.  The Debtor
listed $500,000,001 to $1,000,000,000 in assets and $100,000,001
to $500,000,000 in debts as of the Petition Date.  Affiliates The
Anchor Packing Company and Garrison Litigation Management Group,
Ltd., also filed for bankruptcy.

The filing covers only Garlock operations in Palmyra, New York and
Houston, Texas.  Garlock Rubber Technologies, Garlock Helicoflex,
Pikotek, Technetics, Garlock Europe and Garlock operations in
Canada, Mexico or Australia are not affected by the filing, nor is
EnPro Industries or any other EnPro operating subsidiary.

Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A.,
represents the Debtor in its Chapter 11 effort.  Garland S.
Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel
for Asbestos matters.

Bankruptcy Creditors' Service, Inc., publishes Garlock Sealing
Bankruptcy News.  The newsletter tracks the chapter 11 proceeding
undertaken by Garlock Sealing Technologies LLC and its various
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


GARLOCK SEALING: Sues to Enjoin Asbestos Claimants
--------------------------------------------------
Garlock Sealing Technologies LLC and its debtor-affiliates
filed an adversary complaint seeking judgment against:

  (i) about 30,000 plaintiffs in asbestos-related actions,
      enjoining them from prosecuting pending asbestos-related
      actions; and

(ii) unknown asbestos claimants, enjoining them from commencing
      new actions asserting asbestos-related claims, against
      affiliates or assignees of the Debtors.

Lists of the known Asbestos Claimants and the Debtor's Affiliates
are available for free at:

  http://bankrupt.com/misc/Garlock_Affiliates.pdf
  http://bankrupt.com/misc/Garlock_AsbestosClaimants.pdf

Garlock Sealing Technologies, LLC produces and sells fluid-
sealing products, including gaskets and compression packing.
Some of Garlock's former gasket and packing products contained
asbestos.  As a result, since the mid-1970s, Garlock has faced
hundreds of thousands of claims from individuals alleging that
exposure to the company's products contributed to asbestos-related
personal injuries.

As of December 31, 2009, Garlock and The Anchor Packing Company
had received more than 850,000 Asbestos Claims and paid $1.37
billion in indemnity payments and $387 million in legal costs to
resolve those claims.

However, Garlock's products were used in environments that
contained high quantities of dangerous thermal insulation and
other products with highly friable asbestos produced by other
manufacturers, including: Pittsburgh Corning, Owens Corning,
Fibreboard, Babcock & Wilcox, Armstrong World Industries, GAF,
U.S. Gypsum, Turner & Newell, and W.R. Grace -- the Top Tier
Defendants.

From January 1, 2000, to December 31, 2002, all of the Top Tier
Defendants filed Chapter 11 bankruptcies and the automatic stay
under the Bankruptcy Code stopped asbestos litigation in the tort
system against those companies.  More than 30 additional asbestos
defendants -- the Bankrupts -- many of which produced products
contain friable asbestos, also filed for Chapter 11 protection.
The bankruptcies of the Bankrupts are referred to as the
Bankruptcy Wave.

During the Bankruptcy Wave, the cost and risk to the Debtors of
Asbestos Claims increased materially, Garland S. Cassada, Esq.,
at Robinson, Bradshaw & Hinson, P.A., in Charlotte, North
Carolina -- gcassada@rbh.com -- relates.  Existing plaintiffs who
had sued Garlock and the Bankrupts looked to the Debtors to pay
the lost several shares of the Bankrupts, he notes.

"The Debtors were forced to commence these Chapter 11 cases
because they have been overwhelmed by increases in the value of
Asbestos Claims caused by the Bankruptcy Wave, the transfer of
liability from the Top Tier Defendants and other Bankrupts to
Garlock pursuant to joint and several liability principles, and
Garlock's lack of access to evidence of Asbestos Claimants'
claims against and recoveries from asbestos trusts under Section
524(g) of the Bankruptcy Code established by the Bankrupts," Mr.
Cassada elaborates.

Mr. Cassada argues that the Debtors have no prospect of near term
relief from plaintiffs' continued practice of denying Garlock
access to Asbestos Claimants' claims against 524(g) Trusts or
evidence supporting those claims.  If the Debtors had continued
to defend Asbestos Claims in the tort system, the unabated costs
of defending and settling Asbestos Claims would have quickly
depleted the Available Shared Insurance and Coltec Notes and
threatened Garlock's core business, he asserts.

More importantly, Pending Asbestos Actions and Future Asbestos
Actions against the Affiliates threaten the successful
reorganization of the Debtors by diminishing a $238.6 million of
insurance coverage -- the Available Shared Insurance -- and a $27
million issued by Coltec Industries Inc. -- the Coltec Notes --
and by distracting the attention of key personnel whose efforts
better would be spent on the Debtors' reorganization and
development of a Chapter 11 plan, Mr. Cassada argues.

Against this backdrop, the Debtors ask the Court to enter:

  (a) a declaratory judgment pursuant to Section 2201 of Title
      28 of the U.S. Code that the continued prosecution of
      the Pending Asbestos Actions and the commencement of
      Future Asbestos Actions against the Affiliates are stayed
      pursuant to Sections 362(a)(1) and 362(a)(3) of the
      Bankruptcy Code;

  (b) an injunction pursuant to Section 105(a) of the Bankruptcy
      Code or in the alternative Section 1334 of Title 28 of the
      U.S. Code, enjoining and prohibiting the Asbestos
      Claimants from prosecuting the Pending Asbestos Actions or
      commencing Future Asbestos Actions against the Affiliates
      other than pursuant to a plan or plans of reorganization
      to be confirmed in the Debtors' Chapter 11 cases or an
      order of the Court; and

  (c) a temporary restraining order under Rule 7065 of the
      Federal Rules of Bankruptcy Procedure and Section 105(a)
      staying the continuation of the Pending Asbestos Actions
      and the commencement of Future Asbestos Actions pending
      the hearing on the Debtors' request for a preliminary
      injunction.

         Court Issues Temporary Restraining Order

At the Debtors' behest, the Court entered on June 7, 2010, an
order temporarily restraining the prosecution of all Pending
Asbestos Actions and commencement of all Future Asbestos Actions
pending a resolution of the Debtors' motion for a preliminary
injunction.

In the Debtors' Preliminary Injunction Motion, the Debtors'
counsel, Mr. Cassada stressed that continued prosecution of the
Pending Asbestos Actions and commencement of Future Asbestos
Actions against the Affiliates threatens immediate and irreparable
injury to the Debtors.  It is critical to the Debtors' ability to
successfully reorganize that the Asbestos Claimants be restrained
from continued prosecution of the Pending Asbestos Actions and
from commencing Future Asbestos Actions between June 7, 2010, and
the date the Court rules on the Preliminary Injunction Motion, he
continued.

The Court further ruled that nothing in the TRO will prevent any
Affiliates from providing notice to insurance carriers or other
appropriate persons exercising their rights under the Available
Shared Insurance, provided that no Affiliates will seek
reimbursement or payment under any of the Available Shared
Insurance without further Court order.

The Court will convene a hearing on the Debtors' Preliminary
Injunction Motion on June 21, 2010.  Objections are due June 18.

                      About Garlock Sealing

Headquartered in Palmyra, NY, Garlock Sealing Technologies LLC is
an EnPro Industries, Inc. company (NYSE: NPO).  For more than a
century, Garlock has been helping customers efficiently seal the
toughest process fluids in the most demanding applications.

On June 5, Garlock filed a voluntary Chapter 11 petition (Bankr.
W. D. N.C. Case No. 10-31607) in Charlotte to establish a trust to
resolve all current and future asbestos claims against Garlock
under Section 524(g) of the U.S. Bankruptcy Code.  The Debtor
listed $500,000,001 to $1,000,000,000 in assets and $100,000,001
to $500,000,000 in debts as of the Petition Date.  Affiliates The
Anchor Packing Company and Garrison Litigation Management Group,
Ltd., also filed for bankruptcy.

The filing covers only Garlock operations in Palmyra, New York and
Houston, Texas.  Garlock Rubber Technologies, Garlock Helicoflex,
Pikotek, Technetics, Garlock Europe and Garlock operations in
Canada, Mexico or Australia are not affected by the filing, nor is
EnPro Industries or any other EnPro operating subsidiary.

Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A.,
represents the Debtor in its Chapter 11 effort.  Garland S.
Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel
for Asbestos matters.

Bankruptcy Creditors' Service, Inc., publishes Garlock Sealing
Bankruptcy News.  The newsletter tracks the chapter 11 proceeding
undertaken by Garlock Sealing Technologies LLC and its various
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


GARLOCK SEALING: Seeks Permission to Use Cash Collateral
--------------------------------------------------------
Prior to the Petition Date, Garlock Sealing Technologies LLC and
Garrison Litigation Management Group, Ltd. were participants,
either as a borrower or a guarantor, in a senior secured revolving
credit facility evidenced by an Amended and Restated Loan and
Security Agreement, dated as of April 26, 2006, among Garlock,
Garrison and certain non-debtor affiliated entities with:

  (a) Bank of America N.A., as a lender and as collateral agent
      and administrative agent for the current lenders,

  (b) Wells Fargo Bank, N.A., and

  (c) SunTrust Bank.

The Pre-Petition Loan Agreement was collateralized, with certain
defined exclusions set forth in the Pre-Petition Loan Agreement,
by, among other things, all accounts, supporting obligations,
goods, instruments, chattel paper, documents, general intangibles,
deposit accounts, investment property and letter-of-credit rights,
along with intellectual property, Insurance Receivables Rights,
amounts in the possession or control of the agent or lender or a
bailee or an affiliate, all accessions to, substitutions for and
replacements, products and cash and non-cash proceeds, and all
books and records pertaining to these items.

As of the Petition Date, no loans were outstanding under the Pre-
Petition Loan Agreement; however, that facility (a) secured
letters of credit issued under the Pre-Petition Loan Agreement
that were provided for the benefit of Garlock and Garrison, (b)
secured certain bank products, like the cash management system
with BofA and commercial credit cards, in each case provided to
Garlock and Garrison by BofA and its affiliates in the ordinary
course of business of Garlock and Garrison and (c) secured the
payment of facility fees and expenses which were paid in the
ordinary course of business to the lenders in the Pre-Petition
Loan Agreement.

Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A., in
Charlotte, North Carolina, notes that the Debtors need access to
cash available to them, which may constitute cash collateral, to
pay the expenses of operating their businesses.  Without the use
of cash collateral, he says, the Debtors cannot purchase
inventories and supplies needed to maintain their business
operations, nor can they pay wages, salaries, rents, utilities and
other expenses associated with operating their business.

The Debtors also require the use of cash collateral to fund the
administrative expenses of their Chapter 11 cases, including the
fees and expenses of attorneys, accountants and other
professionals authorized by the Court to be employed by the
Debtors, Mr. Durham says.

For this reason, the Debtors, sought and obtained the Court's
authority, on an interim basis, to use the cash proceeds of their
assets and properties including without limitation, the collection
of any accounts and the sales of inventory and cash proceeds, to
pay the expenses of operating their businesses and other
administrative expenses during the pendency of their Chapter 11
cases.

Specifically, they obtained authorization to use the cash
collateral of BofA, and to provide adequate protection to BofA for
the use of its cash collateral.

BofA's asserted secured interest and lien in cash collateral is
adequately protected by the replacement of inventory equal to or
greater than the inventory being used to create sales and
replacement account receivable and the greater value of the
Debtors' assets by their continued operation, Mr. Durham
maintains.

The Court held that the Debtors will cause all proceeds of
Collateral that are in any Debtor's possession on the Petition
Date or that are received by any Debtor on or after the
Petition Date to be promptly deposited in one or more accounts
designated by the DIP Lender -- the "Dominion Accounts".

Prior to the deposit of the Cash Collateral to a Dominion Account,
the Debtors will be deemed to hold all proceeds in trust for the
benefit of DIP Lender.  For so long as no Event of Default under
the DIP Loan Agreement occurs or exists and the Debtors' proposed
use of Cash Collateral would not result in an "Out-of-Formula
Condition," the DIP Lender will allow the Debtors to have access
to any Cash Collateral in the DIP Lender's possession that
constitutes collected and available balances in any Dominion
Account, subject to DIP Lender's right first to apply any balances
to the payment of any of the DIP Obligations that are then due and
payable to DIP Lender.

At any time that an Event of Default exists or an Out-of-Formula
Condition exists, (i) the DIP Lender may apply any or all Cash
Collateral at any time or times in its possession or control to
the payment of any of the DIP Obligations, in order of application
as the DIP Lender may designate or elect, and may use all or part
of the Cash Collateral to collateralize, in
accordance with the DIP Loan Agreement, any Letters of Credit,
Banking Relationship Debt or other contingent Obligations and (ii)
after applying and using the Cash Collateral in
accordance with clause (i), the DIP Lender will allow Debtors to
have access to any excess Cash Collateral in the DIP Lender's
possession that constitutes collected and available balances in
any Dominion Account until such time, if ever, that any other DIP
Obligations arise, with any excess Cash Collateral again available
to the Debtors.

If after Full Payment of the DIP Obligations any claims or cause
or action are asserted against the DIP Lender in respect of which
the Debtors have provided an indemnity or hold harmless agreement,
then, unless the Court determines that the claim or cause or
action is not covered by an indemnity or other hold harmless
agreement, the DIP Lender will be entitled to payment from the
Debtors to the extent of all costs, expenses, liabilities or
damages incurred by it.

Prior to Full Payment of the DIP Obligations, if and for so long
as Debtors are authorized to use any Cash Collateral, the Debtors'
use of the Cash Collateral will be solely for Permitted Uses.

As adequate protection pursuant to Sections 361 and 363 of the
Bankruptcy Code, for the Debtors' use, consumption, sale,
collection or other disposition of any of the Pre-Petition
Collateral of any Debtor, these measures of adequate protection
are granted until the Release Effective Date occurs:

  (a) Replacement Liens.  Pre-Petition Agent, for the benefit of
      Pre-Petition Credit Parties, is granted replacement
      liens in and to all of the Collateral as partial adequate
      protection for Pre-Petition Credit Parties to the extent
      of any diminution in value of the Pre-Petition Collateral
      caused by Debtors' use, consumption, sale, collection or
      other disposition of any Pre-Petition Collateral.

  (b) Release Effective Date.  From and after the occurrence of
      the Release Effective Date, any and all Pre-Petition Liens
      granted by Garlock Sealing and Garrison to the Pre-
      Petition Agent in the Pre-Petition Collateral of Garlock
      Sealing and Garrison and any Replacement Lien will be
      deemed terminated and these provisions will be of no force
      or effect.

The Final Hearing on the Debtors' request will be held on
June 30, 2010, at 11:00 a.m.  Parties have until June 25, 2010 to
filed objections.

                      About Garlock Sealing

Headquartered in Palmyra, NY, Garlock Sealing Technologies LLC is
an EnPro Industries, Inc. company (NYSE: NPO).  For more than a
century, Garlock has been helping customers efficiently seal the
toughest process fluids in the most demanding applications.

On June 5, Garlock filed a voluntary Chapter 11 petition (Bankr.
W. D. N.C. Case No. 10-31607) in Charlotte to establish a trust to
resolve all current and future asbestos claims against Garlock
under Section 524(g) of the U.S. Bankruptcy Code.  The Debtor
listed $500,000,001 to $1,000,000,000 in assets and $100,000,001
to $500,000,000 in debts as of the Petition Date.  Affiliates The
Anchor Packing Company and Garrison Litigation Management Group,
Ltd., also filed for bankruptcy.

The filing covers only Garlock operations in Palmyra, New York and
Houston, Texas.  Garlock Rubber Technologies, Garlock Helicoflex,
Pikotek, Technetics, Garlock Europe and Garlock operations in
Canada, Mexico or Australia are not affected by the filing, nor is
EnPro Industries or any other EnPro operating subsidiary.

Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A.,
represents the Debtor in its Chapter 11 effort.  Garland S.
Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel
for Asbestos matters.

Bankruptcy Creditors' Service, Inc., publishes Garlock Sealing
Bankruptcy News.  The newsletter tracks the chapter 11 proceeding
undertaken by Garlock Sealing Technologies LLC and its various
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


GAYLORD ENTERTAINMENT: S&P Affirms 'B' Corporate Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Nashville, Tenn.-based Gaylord Entertainment Co.
and removed it from CreditWatch, where it was placed with negative
implications on May 4, 2010.  The rating outlook is negative.

The 'B-' issue rating on Gaylord's senior notes was also affirmed
and removed from Watch.  The recovery rating of '5' on this debt,
indicating S&P's expectation of modest (10% to 30%) recovery for
noteholders in the event of a payment default, remains unchanged.

"The rating affirmation follows S&P's review of management's
estimates for the cost to restore Gaylord Opryland Resort and the
company's other Nashville area assets, and S&P's belief that
Gaylord will have adequate liquidity to absorb the expenditures
and lost cash flow due to the facility's flooding and closure,"
explained Standard & Poor's credit analyst Emile Courtney.

Gaylord expects restoration costs are likely to be approximately
$215 million to $225 million (of which $23 million to $28 million
are pre-flood planned enhancement projects that will be
accelerated with the restoration) with an additional $57 million
to $62 million in costs associated with maintaining and re-
launching the Nashville area assets.  S&P believes that Gaylord
will be able to cover these costs through cash on hand of
$190 million at May 2010, $291 million in availability under the
company's revolving credit facility (subject to covenant limits),
cash flow generation from the other three hotels in the company's
portfolio, $50 million in business interruption and property
insurance proceeds associated with flood damage, and an estimated
federal tax refund of about $30 million.

S&P also does not anticipate a violation under the revolving
credit facility's fixed-charge covenant, notwithstanding a
significant decline in EBITDA generation for the remainder of
2010, mostly due to the expectation that the Company will receive
the full $50 million in insurance proceeds by the fourth quarter
of this year (S&P expects that insurance proceeds will qualify as
an add-back to consolidated EBITDA in the fixed-charge
calculation).  S&P anticipates the closure of Opryland will
negatively affect Gaylord's consolidated cash flow by between
$40 million and $45 million in 2010, which will significantly
impact the consolidated EBITDA measure in the fixed-charge
covenant.  Opryland contributed approximately $66 million (about
20% of property consolidated cash flow) during the 12 months ended
March 31, 2010.  S&P expects that a delay in insurance proceeds
later this year could result in the fixed-charge covenant cushion
tightening in the December 2010 quarter to a level slightly above
the required minimum of 2.0x.

Gaylord has publicly communicated its expectation for the total
cost and timing of completion of the Opryland Resort restoration,
as well as the timing of realization of insurance proceeds.
However, all projects have some level of uncertainty regarding
costs and timing.  Furthermore, there is a potential for group
bookings subsequent to the company's expected reopening in
November 2010 to be delayed due to the flood's negative impact on
the overall Nashville market, which could affect the pace of cash
flow generation after reopening.


GENERAL GROWTH: Equity Panel Receives Nod for Cantor as Advisor
---------------------------------------------------------------
The Official Committee of Equity Security Holders for General
Growth Properties Inc. won the Court's permission to retain Cantor
Fitzgerald & Co., as its financial advisor, nunc pro tunc to
March 24, 2010.

As the Equity Committee's financial advisor, Cantor Fitzgerald
will:

  (a) to the extent Cantor Fitzgerald deems necessary,
      appropriate and feasible, or as the Equity Committee may
      request, review and analyze General Growth Properties,
      Inc.'s assets and its operating and financial strategies;

  (b) undertake, in consultation with the Equity Committee and
      its counsel, a financial analysis of GGP and any entities
      that may be created by GGP as part of a Plan;

  (c) evaluate GGP's debt capacity and assist in the
      determination of an appropriate capital structure for GGP;

  (d) evaluate indications of interest and proposals regarding
      any transaction relating to any restructuring,
      reorganization, rescheduling or recapitalization of GGP
      from current or potential lenders, equity investors,
      acquirors or strategic partners;

  (e) review, evaluate and advise on and, as deemed desirable by
      the Equity Committee, assist in negotiating a
      Restructuring Transaction, and, if directed, develop and
      evaluate alternative proposals for a Restructuring
      Transaction;

  (f) advise and assist the Equity Committee in identifying and
      evaluating additional potential capital sources, in
      connection with a Restructuring Transaction, not
      previously identified by any other party in the Debtors'
      bankruptcy cases;

  (g) be available at the Equity Committee's request to meet
      with the Equity Committee and its professionals, GGP
      management or board of directors, creditor groups, equity
      holders any official committees appointed in a bankruptcy
      case, or other parties to discuss the Restructuring
      Transaction;

  (h) if requested by the Equity Committee, participate in
      hearings before the Court and provide relevant testimony;
      and

  (i) at the Equity Committee's request, render an opinion to
      the Equity Committee as to the fairness, from a financial
      point of view, to GGP's stockholders, of the consideration
      to be received in the Restructuring Transaction.

Subject to the Court's approval, Cantor Fitzgerald will be paid
in accordance with this structure:

  (a) Cantor Fitzgerald will be entitled to receive from GGP a
      monthly cash fee of $150,000 during the term of the
      engagement; provided that each Monthly Fee payment will be
      credited against a "Restructuring Fee."

  (b) if a Restructuring Transaction is consummated and provided
      that the engagement has not been previously terminated for
      cause, Cantor Fitzgerald will be entitled to receive from
      GGP a cash fee for $2,050,000, less Monthly Fees
      previously paid.  The Restructuring Fee will be paid in
      cash promptly upon any closing of a Restructuring
      Transaction, as long as the Restructuring Transaction
      closes within a year after the date of any termination of
      Cantor Fitzgerald.

Cantor Fitzgerald will seek reimbursement of fees incurred.

Steven L. Kantor, executive managing director and global head of
investment banking at Cantor Fitzgerald, discloses that Saul
Ewing, counsel to the Equity Committee, represents the firm in
several litigation matters unrelated in the Debtors' Chapter 11
cases.  He says Cantor Fitzgerald does not hold any interest
adverse to the Debtors' estates.  He maintains that Cantor
Fitzgerald is a "disinterested person" as defined within Section
101(14) of the Bankruptcy Code.

                       About General Growth

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

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

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


GENERAL GROWTH: Seeks Sept. 28 Extension for Claims Objections
--------------------------------------------------------------
About 10,000 proofs of claim with an asserted value of more than
$250 billion were filed in Chapter 11 cases of General Growth
Properties, Inc., and its debtor affiliates.

As of June 2, 2010, the Debtors have resolved, expunged or are
preparing objections to nearly two-thirds of the Filed Claims.
There are about 3,454 remaining claims that require further review
and ongoing negotiation with creditors, including accounts payable
claims executory contract or insurance claims, tax claims, secured
debt claims, employee claims, tenant and anchor tenant claims,
litigation claims and mechanics' lien claims.

In connection, the deadline for the Debtors to object to claims
under the Joint Plan of Reorganization that have been confirmed is
June 30, 2010.  However, the Debtors believe that additional time
is necessary to complete the resolution process and determine the
appropriate mechanism for resolving disputed claims.

By this motion, the Debtors ask the U.S. Bankruptcy Court for the
Southern District of New York to extend the Claims Objection
Deadline to September 28, 2010.

Adam P. Strochak, Esq., at Weil, Gotshal & Manges LLP, in New
York, relates that the Debtors' reorganization has proceeded, and
continues to proceed, at an extraordinarily fast pace.  Given the
size and complexity of the Debtors' Chapter 11 cases and the
volume of claims filed, it is necessary that the Debtors have the
additional time required to fully review and reconcile all claims
in the most efficient and cost-effective manner, he stresses.

The proposed extension will also minimize the financial and
administrative burden on the Court, the creditors and the Debtors'
estates by reducing the number of claim disputes that need to be
resolved and providing the time necessary for the Debtors to
coordinate the claims resolution process efficiently rather than
rushing to file claim objections as the rolling deadlines under
the Confirmed Plans approach, he maintains.

                       About General Growth

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

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

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


GENERAL GROWTH: Wins Nod of Heeling Sports Settlement
-----------------------------------------------------
General Growth Properties, Inc., won approval from the U.S.
Bankruptcy Court for the Southern District of New York to enter
into a settlement agreement and release with General Growth
Properties Management, Inc., Stonebriar Mall, LLC, and Heeling
Sports Limited, resolving a prepetition patent infringement
litigation.

GGMI and Stonebriar Mall, LLC, are non-debtor affiliates of the
Debtors.

Heeling Sports designs, manufactures and distributes wheeled
footwear, and owns several patents related to the Heelys brand
wheeled footwear.  Heeling Sports has alleged that certain of
GGP's kiosk tenants have previously sold infringing knock-offs of
Heelys Skates.  In November 2008, Heeling Sports initiated a
civil action against GGP, GGMI, Stonebriar Mall LLC and
Stonebriar Mall Limited Partnership before the U.S. District
Court for the Northern District of Texas based on that patent
infringement allegation.  In November 2009, Heeling Sports filed
Claim No. 6291 against GGP for $22,500,000, for damages arising
from the alleged willful infringement of certain Heeling patents
which form the basis for the District Court Action.

Against this backdrop, GGP, Stonebriar Mall, LLC, GGMI and
Heeling Sports entered into the Settlement Agreement to resolve
all claims and causes of action arising out of the District Court
Action.  The Debtors however note that the Settlement Agreement
is confidential and cannot be disclosed except to the extent
necessary to obtain Bankruptcy Court approval.

The salient terms of the Settlement Agreement are:

  (a) GGMI agrees to pay Heeling Sports a certain specified
      amount as consideration for the settlement.

  (b) The Parties agree to jointly seek dismissal of the
      District Court Action.

  (c) The Parties agree to release all claims, whether known or
      unknown, arising out of the facts, events and claims in
      the District Court Action.  In addition, GGP waives its
      rights to challenge validity or enforceability of the
      Heeling patents through the term of the Settlement
      Agreement.

  (d) The Parties agree to implement certain ongoing
      obligations and procedures:

      -- GGP and its affiliates agree not to approve the sale of
         certain wheeled footwear that may infringe on Heeling
         Sports' patented products in kiosks at any shopping
         malls or retail locations under its ownership or
         management during the term of the Settlement Agreement.

      -- At certain intervals following the effective date of
         the Settlement Agreement, GGP agrees to deliver notice
         to all individuals responsible for licensing kiosks and
         mall general managers informing them of the agreement
         not to authorize or permit the sale of the Identified
         Products.

      -- In the event that a GGP representative becomes aware or
         is notified of the existence of Identified Products at
         a kiosk, GGP agrees to notify Heeling Sports and
         provide the kiosk operator with notice of the violation
         and demand that he or she immediately cease all sales
         of the merchandise.  If the kiosk operator fails to
         cooperate, GGP agrees to terminate any lease/licensing
         agreements and prevent further sales of the products.
         GGP has no obligation to initiate any investigation of
         or monitor the goods sold by its kiosk tenants.

      -- Upon request from Heeling Sports, GGP agrees to make
         every reasonable effort to cooperate with Heeling
         Sports in the enforcement of the Heeling patents.
         Heeling Sports agrees to reimburse GGP for expenses
         incurred in connection with any actions sought by
         Heeling Sports.

  (e) In the event GGP, after notice of kiosk/cart infringement,
      neglects to cure any failure to perform its obligations on
      three or more occasions after notice by Heeling Sports,
      the Parties agree that Heeling Sports will be entitled to
      recover a specified liquidated, non-punitive amount plus
      attorneys' fees that will escalate for each subsequent
      failure to cure.

  (f) In the event that GGP takes action based on notice from
      Heeling Sports, Heeling Sports agrees to indemnify and
      hold GGP harmless against any claims for improper kiosk or
      cart lease or license termination done at Heeling Sports'
      direction.

  (g) GGP agrees that the rights and obligations arising under
      the Settlement Agreement will be assumed by any GGP
      affiliate arising out of or purchasing the assets of
      GGP after the conclusion of its bankruptcy.

The Debtors believe that resolving the Heeling Claim under the
Settlement Agreement provides an opportunity for their estates to
eliminate the $22,500,000 claim against GGP and realize a more
favorable resolution than waiting until later in the
reorganization process.

                       About General Growth

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

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

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


GENERAL GROWTH: Simon No Longer Keen Submitting Bid
---------------------------------------------------
The Wall Street Journal's Kris Hudson and A.D. Pruitt report that
Simon Property Group Inc. Chairman and Chief Executive Officer
David Simon said during a presentation Thursday at a conference
hosted by the National Association of Real Estate Investment
Trusts in Chicago, that the largest U.S. mall owner will not make
another bid for rival General Growth Properties Inc.  "I stand by
what I said: We have moved on," Mr. Simon said.

Simon, which owns 321 retail properties in the U.S., dropped its
final, $33.5 billion buyout offer for General Growth on May 7 when
General Growth opted instead for a recapitalization plan led by
Brookfield Asset Management Inc.  General Growth, based in
Chicago, is the second largest U.S. mall owner with 204
properties.  General Growth intends to exit bankruptcy later this
year as a standalone company with Brookfield and other investors
as major shareholders.

The Journal notes Mr. Simon contends that General Growth never was
interested in selling itself even as it solicited recapitalization
and buyout offers in recent months.  "The management and board
actions certainly indicate to me that the company's not for sale,"
Mr. Simon said Thursday of General Growth, according to the
Journal.  "It would have been nice to know that sooner. But we're
big boys. That's life."

A General Growth representative on Thursday declined to comment on
Mr. Simon's remarks, the Journal says.

                       About General Growth

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

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

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


GENERAL MOTORS: Old GM Selling Delaware Plant for Plug-In Vehicles
------------------------------------------------------------------
Bill Rochelle at Bloomberg News reports that Old General Motors
Corp., now formally named Motors Liquidation Co., will seek
approval at June 29 hearing for the sale of a shuttered plant in
Wilmington, Delaware, for $20 million to Fisker Automotive Inc.
The sale was originally announced in October when the letter of
intent said the price was $18 million.  Fisker will use the plant
to build plug-in hybrid electric vehicles.  Financial assistance
is coming from the U.S. Energy Department.

According to the report, although old GM will entertain other
offers, there won't be a formal auction.  If another buyer
surfaces, Fisker won't receive a breakup fee.

                       About General Motors

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

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

At March 31, 2010, GM had US$136.021 billion in total assets,
total liabilities of US$105.970 billion and preferred stock of
US$6.998 billion, and non-controlling interests of US$814 million,
resulting in total equity of US$23.053 billion.

                   About Motors Liquidation

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

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

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


GREEKTOWN HOLDINGS: 2 Units Seek Chapter 7 Conversion
-----------------------------------------------------
Debtors Kewadin Greektown Casino LLC and Monroe Partners LLC ask
Judge Shapero to convert their Chapter 11 cases into proceedings
under Chapter 7 of the Bankruptcy Code.

The U.S. Bankruptcy Court for the District of Michigan confirmed
on January 22, 2010, the Joint Chapter 11 Plan of Reorganization
proposed by the Noteholder Plan Proponents, including the
Official Committee of Unsecured Creditors and Deutsche Bank Trust
Company Americas, as Indenture Trustee, for the estates of
Greektown Holdings L.L.C. and certain other debtors.  The Plan is
expected to be declared effective on June 30, 2010, or a later
date as may be determined.

Kewadin and Monroe Partners are excluded from the Plan.

The Plan provides that the Remaining Debtors were to remain in
Chapter 11 until they confirm their own Chapter 11 plans or their
cases are dismissed or converted into Chapter 7 proceedings
pursuant to Section 1112 of the Bankruptcy Code.

"[The Remaining Debtors] have determined that reorganization is
not possible, and that conversion of their cases to Chapter 7
upon the Effective Date of is in the best interests of all
parties," Daniel J. Weiner, Esq., at Schafer and Weiner PLLC, in
Bloomfield Hills, Michigan, tells Judge Shapero.

                     About Greektown Casino

Based in Detroit, Michigan, Greektown Holdings, LLC, and its
affiliates -- http://www.greektowncasino.com/-- operate world-
class casino gaming facilities located in Detroit's historic
Greektown district featuring more than 75,000 square feet of
casino gaming space with more than 2,400 slot machines, over 70
tables games, a 12,500-square foot salon dedicated to high limit
gaming and the largest live poker room in the metropolitan Detroit
gaming market.  Greektown Casino employs approximately 1,971
employees, and estimates that it attracts over 15,800 patrons each
day, many of whom make regular visits to its casino complex and
related properties.  In 2007, Greektown Casino achieved a 25.6%
market share of the metropolitan Detroit gaming market.  Greektown
Casino has also been rated as the "Best Casino in Michigan" and
"Best Casino in Detroit" numerous times in annual readers' polls
in Detroit's two largest newspapers.

The Company and seven of its affiliates filed for Chapter 11
protection on May 29, 2008 (Bankr. E.D. Mich. Lead Case No.
08-53104).  Daniel J. Weiner, Esq., Michael E. Baum, Esq., and
Ryan D. Heilman, Esq., at Schafer and Weiner PLLC, represent the
Debtors in their restructuring efforts.  Judy B. Calton, Esq., at
Honigman Miller Schwartz and Cohn LLP, represents the Debtors as
their special counsel.  The Debtors chose Conway MacKenzie &
Dunleavy as their financial advisor, and Kurtzman Carson
Consultants LLC as claims, noticing, and balloting agent.  Clark
Hill PLC serves as counsel to the Official Committee of Unsecured
Creditors.

Greektown Holdings listed assets and debts of $100 million to
$500 million in its bankruptcy petition.

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


GREEKTOWN HOLDINGS: Exit May Be Delayed Due to Ownership Issues
---------------------------------------------------------------
The Michigan Gaming Control Board is having a dilemma approving
Greektown Casino's new owners, most of which are hedge funds, The
Detroit News reports.

Hedge funds are not mentioned in the state of Michigan licensing
law for institutional investors, which requires any investor with
more than 5% ownership stake to be licensed or get an exemption.

The Detroit News pointed out that hedge funds have too many
partners to be licensed individually.

"It's new ground for us," Rick Kalm, MGCB's executive director
said, as quoted by The Detroit News.

Among the largest hedge funds investing in Greektown Casino are
MFC Global Investment Management, Oppenheimer Funds Inc., Brigade
Capital Management, and Solus Alternative Asset Management.

Jacqueline Trop of The Detroit News opined that MGCB is likely to
award the hedge funds an institutional exemption at a special
meeting scheduled for June 28, 2010, which could pave the way for
Greektown Casino to exit as a public company to be called
Greektown Superholdings, Inc.

Judge Shapero of the U.S. Bankruptcy Court for the Eastern
District Michigan confirmed a Chapter 11 Plan proposed by certain
noteholders of Greektown Casino, which include the hedge funds,
in January 2010.  The Plan contemplates the transfer of the
ownership of Greektown Casino from the Sault Ste Marie Tribe of
Chippewa Indians to the noteholders or hedge funds.

The Company currently needs a regulatory approval from the MGCB
to exit bankruptcy protection.  The Company is seeking to beat a
June 30, 2010 deadline to fully consummate the Plan.

                     About Greektown Casino

Based in Detroit, Michigan, Greektown Holdings, LLC, and its
affiliates -- http://www.greektowncasino.com/-- operate world-
class casino gaming facilities located in Detroit's historic
Greektown district featuring more than 75,000 square feet of
casino gaming space with more than 2,400 slot machines, over 70
tables games, a 12,500-square foot salon dedicated to high limit
gaming and the largest live poker room in the metropolitan Detroit
gaming market.  Greektown Casino employs approximately 1,971
employees, and estimates that it attracts over 15,800 patrons each
day, many of whom make regular visits to its casino complex and
related properties.  In 2007, Greektown Casino achieved a 25.6%
market share of the metropolitan Detroit gaming market.  Greektown
Casino has also been rated as the "Best Casino in Michigan" and
"Best Casino in Detroit" numerous times in annual readers' polls
in Detroit's two largest newspapers.

The Company and seven of its affiliates filed for Chapter 11
protection on May 29, 2008 (Bankr. E.D. Mich. Lead Case No.
08-53104).  Daniel J. Weiner, Esq., Michael E. Baum, Esq., and
Ryan D. Heilman, Esq., at Schafer and Weiner PLLC, represent the
Debtors in their restructuring efforts.  Judy B. Calton, Esq., at
Honigman Miller Schwartz and Cohn LLP, represents the Debtors as
their special counsel.  The Debtors chose Conway MacKenzie &
Dunleavy as their financial advisor, and Kurtzman Carson
Consultants LLC as claims, noticing, and balloting agent.  Clark
Hill PLC serves as counsel to the Official Committee of Unsecured
Creditors.

Greektown Holdings listed assets and debts of $100 million to
$500 million in its bankruptcy petition.

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


GREEKTOWN HOLDINGS: Put Parties Want Plan Tax Effects Determined
----------------------------------------------------------------
The John Hancock Strategic Income Fund and certain affiliates;
Manulife Global Fund U.S. Bond Fund and certain affiliates;
Oppenheimer Champion Income Fund and certain affiliates; Brigade
Capital Management; Sola Ltd.; Solus Core Opportunities Master
Fund Ltd.; the Official Committee of Unsecured Creditors; and
Deutsche Bank Trust Company Americas as indenture trustee for
senior notes issued by the Debtors seek authority from the
Bankruptcy Court to allow them or Reorganized Greektown to seek a
determination from the Michigan Department of Treasury of the tax
effects, under Section 346 of the Bankruptcy Code and the
Michigan Business Tax Act, of the confirmed Chapter 11 Plan of
Reorganization.

John Hancock, Manulife, Sola, Solus and Brigade are holders of
bond claims and prepetition credit agreement claims against the
Debtors.  They are referred to as the Put Parties.  The Put
Parties, together with Creditors Committee and the Indenture
Trustee are the proponents of the Chapter 11 Plan confirmed by
the Court on January 22, 2010.

The confirmed Plan has yet to be declared effective.

Allan S. Brilliant, Esq., at Dechert LLP, in New York, notes that
certain conditions precedent must be satisfied for the effective
date of the Plan to occur, including:

  -- all authorizations, consents and regulatory approvals
     required for the Plan's effectiveness will have been
     obtained and not revoked, including required City of
     Detroit or required Michigan Gaming Control Board
     regulatory approvals and consents;

  -- as required, Reorganized Greektown's ownership structure,
     capitalization and management will have been approved by
     the MGCB and the City of Detroit;

  -- the Tax Rollback will have become effective; and

  -- either the Debtors' assumption of the current development
     agreement with the City of Detroit, or the Debtors' entry
     into a revised development agreement with the City of
     Detroit acceptable to the Put Parties that complies with
     Michigan Law, will have been approved by a final order.

Mr. Brilliant relates that the Noteholder Plan Proponents are
working diligently to consummate the Plan as soon as possible and
have already satisfied certain of the conditions, one of which is
the Court's approval of the settlement with the City of Detroit,
and the MGCB's approval of the Tax Rollback.  However, certain
regulatory approvals remain outstanding, he notes.

In the event of an actual controversy regarding any determination
as may be made pursuant to a request as authorized by the
Noteholder Plan Proponents' Request, the Noteholder Plan
Proponents or Reorganized Greektown assert that they will be
authorized to seek a declaration from the Bankruptcy Court of the
tax effects of the Plan after the times set forth in Section
1146(b) of the Bankruptcy Code.

Section 1146(b) provides that the court may authorize the
proponent of a plan to request a determination, limited to
questions of law, by a State or local governmental unit charged
with responsibility for collection or determination of a tax on
or measured by income, of the tax effects, under Section 346 of
the Bankruptcy Code and under the law imposing the tax, of the
plan.  In the event of an actual controversy, the court may
declare the effects after the earlier of:

  * the date on which the governmental unit responds to
    the request; or

  * 270 days after the request.

                     About Greektown Casino

Based in Detroit, Michigan, Greektown Holdings, LLC, and its
affiliates -- http://www.greektowncasino.com/-- operate world-
class casino gaming facilities located in Detroit's historic
Greektown district featuring more than 75,000 square feet of
casino gaming space with more than 2,400 slot machines, over 70
tables games, a 12,500-square foot salon dedicated to high limit
gaming and the largest live poker room in the metropolitan Detroit
gaming market.  Greektown Casino employs approximately 1,971
employees, and estimates that it attracts over 15,800 patrons each
day, many of whom make regular visits to its casino complex and
related properties.  In 2007, Greektown Casino achieved a 25.6%
market share of the metropolitan Detroit gaming market.  Greektown
Casino has also been rated as the "Best Casino in Michigan" and
"Best Casino in Detroit" numerous times in annual readers' polls
in Detroit's two largest newspapers.

The Company and seven of its affiliates filed for Chapter 11
protection on May 29, 2008 (Bankr. E.D. Mich. Lead Case No.
08-53104).  Daniel J. Weiner, Esq., Michael E. Baum, Esq., and
Ryan D. Heilman, Esq., at Schafer and Weiner PLLC, represent the
Debtors in their restructuring efforts.  Judy B. Calton, Esq., at
Honigman Miller Schwartz and Cohn LLP, represents the Debtors as
their special counsel.  The Debtors chose Conway MacKenzie &
Dunleavy as their financial advisor, and Kurtzman Carson
Consultants LLC as claims, noticing, and balloting agent.  Clark
Hill PLC serves as counsel to the Official Committee of Unsecured
Creditors.

Greektown Holdings listed assets and debts of $100 million to
$500 million in its bankruptcy petition.

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


GULF FLEET: Gets Third Interim Okay to Use Cash Collateral
----------------------------------------------------------
Gulf Fleet Holdings, Inc., et al., sought and obtained, for the
third time, interim authorization from the Hon. Robert Summerhays
of the U.S. Bankruptcy Court for the Western District of Louisiana
to use the cash securing their obligations to their prepetition
lenders until June 22, 2010.

On May 17, 2010 and May 28, 2010, the Court conducted interim
hearings on the Debtors' request to use cash collateral.  On
May 18, 2010, the Court entered the first interim emergency
order authorizing Debtors to use cash collateral.  On May 29,
2010, the Court entered the second interim order authorizing the
continued use of cash collateral.

As of the Petition Date, the Debtors estimate that they had
$1.2 million of cash collateral in accounts maintained at Comerica
Bank and Iberia Bank.  The Debtors entered into:

     a. a $67 million revolving credit and term loan agreement,
        dated as of May 2007, as amended on August 2007 and
        January 2010, with (a) Comerica Bank, as lender and
        administrative agent (the Agent); (b) BBVA Compass Bank;
        (c) ING Capital, LLC; and (d) PNC National Association.
        As of the Petition Date, the Debtors allegedly owe a total
        sum of approximately $37.5 million under the Credit
        Agreement;

     b. a $6 million Term B Loan Agreement, dated May 2007, and
        amended on January 2010, with Brightpoint.  As of the
        Petition Date, the Debtors owe approximately $7.6 million
        under this subordinated debt agreement;

      c. a $6 million term loan term loan agreement and security
        agreement, dated as of October 2008, and amended on
        January 2010, with LBC Credit Partners II, L.P.  As of the
        Petition Date, the Debtors allegedly owe approximately
        $6.2 million under this agreement;

     d. $4.25 million term loan and security agreement, dated as
        of October 2008, and amended on January 2010 with Bank One
        Equity Investors-BIDCO, Inc.  As of the Petition Date, the
        Debtors allegedly owe approximately $3.9 million under
        this agreement;

     e. $1.2 million retail loan and security agreement, dated as
        of August 2006, with Bank of America.  As of the Petition
        Date, about $1.1 million is owed under this agreement;

     f. a factoring agreement, dated September 2009, with Gulf
        Fleet Financing, LLC.  Pursuant to this agreement, Gulf
        Financing purchased accounts receivable with a face amount
        of approximately $2.9 million from the Debtors for a
        purchase price of approximately $2.9 million; and

     g. two convertible subordinated notes in favor of Gulf Fleet
        Financing, LLC, in the amounts of $5,452,600 and
        $2,897,400 respectively, and both of which are dated
        January 2010.

Benjamin W. Kadden, Esq., at Lugenbuhl, Wheaton, Peck, Rankin &
Hubbard, one of the attorneys for the Debtors, explained that the
Debtors need to use its prepetition lenders' cash collateral to
fund their Chapter 11 case, pay suppliers and other parties.  The
Debtors will use the collateral pursuant to a budget, a copy of
which is available for free at:

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

In exchange for using the cash collateral, the Debtors will grant
the Agent valid, perfected, and enforceable replacement liens on
and first priority postpetition security interests in all assets
of any of the Debtors.  To the extent the Replacement Liens are
insufficient to provide the Agent with adequate protection, an
allowed administrative superpriority expense claim against each
Debtor on all of the Postpetition Collateral, and to the extent
allowed by law, the right to continue to accrue and add to the
Prepetition Indebtedness expenses of the Agent, Senior Bank
Lenders or Subordinate Lenders, incurred and to be incurred in
connection with the Chapter 11 Cases including negotiating,
monitoring, and implementing the Cash Collateral granted under
this Second Interim Order.

The Official Committee of Unsecured Creditors objected to certain
relief granted to the lenders regarding further use of cash
collateral.

The Court has set a final hearing for June 22, 2010, at 1:30 p.m.
on the Debtors' request to use cash collateral.

                       About Gulf Fleet

Lafayette, Lousiana-based Gulf Fleet Holdings, Inc. -- along with
affiliates Star Marine, LLC; Gulf Wind, LLC; Gulf Service, LLC;
Gulf Worker, LLC; Hercules Marine, LLC; Gulf Fleet, LLC; Gulf
Fleet Marine, Inc.; Gulf Fleet Management, LLC; Gulf Fleet
Offshore, LLC; and Gulf Ocean Marine Services, LLC -- filed for
Chapter 11 bankruptcy protection on May 14, 2010 (Bankr. W.D. La.
Case No. 10-50713).  The Company listed $100,000,001 to
$500,000,000 in assets and $50,000,001 to $100,000,000 in
liabilities.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
June 2, 2010, the Hon. Robert Summerhays of the U.S. Bankruptcy
Court for the Western District of Louisiana extended, at the
behest of Gulf Fleet Holdings, Inc., et al., the deadline for the
filing of schedules of assets and liabilities and statement of
financial affairs for an additional 30 days or until June 27,
2010.  The Debtors' schedules and statements were initially due on
May 28, 2010, but the Debtors asked for additional time to gather
together the necessary information to complete their schedules and
statements.


GULF FREEWAY: 1st Int'l Bank Asks Court to Bar Cash Use
-------------------------------------------------------
1st International Bank asks the U.S. Bankruptcy Court for the
Southern District of Texas, in Houston, to prohibit Gulf Freeway
Plaza LLC, formerly known as La Hacienda Business Park L.L.C.,
from using the bank's cash collateral.

The bank said Gulf Freeway as borrower executed and delivered on
January 21, 2005, a promissory note for $2,720,000 and payable to
the order of 1st International Bank as Lender.  The Note has been
modified and extended three times.  The Note is secured by a real
property and an Assignment of Rents dated January 21, 2005.

According to the bank, the Debtor failed to make a December 28,
2009 payment on the Note.  The bank had posted the Property for
July 6, 2010 foreclosure sale.  The Debtor filed for bankruptcy to
avoid the sale.  As of the Petition Date, the bank says, the
Debtor owes the bank $2,383,490 plus interest accruing at the
daily rate of $527.7135 under the Note.

The bank says the rentals and revenues due under all leases and
subleases covering the Property and in all other revenues arising
from or generated by operation of the Property constitute the cash
collateral of the bank as that term is defined in Section 363(a)
of the Bankruptcy Code.  The bank objects to the Debtor's use of
the cash collateral.  The bank says the Debtor has not sought its
permission to use the cash collateral.

The bank is represented in the case by:

     Patrick J. Schurr, Esq.
     SCHEEF & STONE, L.L.P.
     2601 Network Boulevard, Suite 102
     Frisco, Texas 75034
     Tel: (214) 472-2100
     Fax: (214) 472-2150
     E-mail: Patrick.schurr@solidcounsel.com

Houston, Texas-based Gulf Freeway Plaza LLC, fdba La Hacienda
Business Park LLC, filed for Chapter 11 bankruptcy protection on
May 27, 2010 (Bankr. S.D. Tex. Case No. 10-34332).  John L. Green,
Esq., who has an office in Houston, Texas, assists the Company in
its restructuring effort.  The Company listed $12,700,000 in
assets and $6,180,532 in liabilities.


HALO COMPANIES: Posts $800,500 Net Loss for Q1 2010
---------------------------------------------------
Halo Companies, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $800,554 on $2,031,925 of revenue for the
three months ended March 31, 2010, compared with net income of
$267,395 on $2,327,024 of revenue for the same period ended
March 31, 2009.

The Company's balance sheet at March 31, 2010, showed $3,414,609
in assets, $2,830,944 of liabilities, and $583,665 of
stockholders' equity.

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

               http://researcharchives.com/t/s?64a5

Allen, Tex.-based Halo Companies, Inc., is a holding company with
subsidiaries operating primarily in the consumer financial
services industry, providing services related to personal debt,
credit, mortgage, real estate, loan modification and insurance.

Montgomery Coscia Greilich LLP, in Plano, Tex., 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 the Company has incurred losses since its inception and
has not yet established profitable operations.


HANA BIOSCIENCES: Posts $5.5 Million Net Loss for Q1 2010
---------------------------------------------------------
Hana Biosciences, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $5,472,912 for the three months ended
March 31, 2010, compared with a net loss of $5,626,355 for the
same period ended March 31, 2009.

The Company's balance sheet as of March 31, 2010, showed
$5,637,717 in assets and $28,391,391 of liabilities, for a
stockholders' deficit of $22,753,674.

The Company does not generate any recurring revenue and will
require substantial additional capital before it will generate
cash flow from its operating activities, if ever. The Company's
currently available capital is only sufficient to fund its
operations through the end of June 2010 and will require the
Company to significantly reduce its current level of expenses and
may impede its progress toward the continued development of its
product candidates.  Accordingly, the Company's continued
operations are entirely dependent upon immediately obtaining
additional capital and it does not currently have any committed
sources of such additional capital.  The Company will be unable to
continue development of its product candidates unless it is able
to obtain additional funding through equity or debt financings or
from payments in connection with potential strategic transactions.

"If the Company is unable to raise additional capital, it may be
required to cease operations altogether.  These conditions raise
substantial doubt as to 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?64a2

                      About Hana Biosciences

Hana Biosciences, Inc., is a South San Francisco, California-based
biopharmaceutical company dedicated to developing and
commercializing new and differentiated cancer therapies designed
to improve and enable current standards of care.

BDO Seidman, LLP, in San Francisco, 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 the
Company has suffered recurring losses from operations and has a
net capital deficiency.


HARRAH'S ENTERTAINMENT: $43-Mil. Offer Tops Bid for Thistledown
---------------------------------------------------------------
Dow Jones Daily Bankruptcy Review reports that Harrah's
Entertainment Inc. emerged on top again during the second auction
for Magna Entertainment Corp.'s Thistledown racetrack, agreeing to
purchase the Ohio assets in exchange for $43 million.

                   About Harrah's Entertainment

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.

As of 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.

                           *     *     *

As reported by the Troubled Company Reporter on April 15, 2010,
Standard & Poor's Ratings Services raised its corporate credit and
issue-level ratings on Las Vegas-based Harrah's Entertainment and
its wholly owned subsidiary, Harrah's Operating Co., along with
all issue-level ratings on Harrah's debt, by one notch.  S&P
raised the corporate credit rating to 'B-' from 'CCC+'.

The TCR also said Moody's Investors Service affirmed Harrah's
Entertainment's Caa3 Corporate Family Rating, Caa3 Probability of
Default Rating, and SGL-4 Speculative Grade Liquidity were
affirmed.

                 About Magna Entertainment

Based in Aurora, Ontario, Magna Entertainment Corp. is North
America's largest owner and operator of horse racetracks based on
revenue.  The Company develops, owns and operates horse racetracks
and related pari-mutuel wagering operations, including off-track
betting facilities.  MEC also develops, owns and operates casinos
in conjunction with its racetracks where permitted by law.

MEC owns and operates AmTote International, Inc., a provider of
totalisator services to the pari-mutuel industry, XpressBet(R), a
national Internet and telephone account wagering system, as well
as MagnaBet(TM) internationally.  Pursuant to joint ventures, MEC
has a 50% interest in HorseRacing TV(R), a 24-hour horse racing
television network, and TrackNet Media Group LLC, a content
management company formed for distribution of the full breadth of
MEC's horse racing content.

Following its failure to meet obligations to lenders led by PNC
Bank, National Association, and Wells Fargo Bank, National
Association, and controlling shareholder MI Developments Inc.'s
decision not to provide further financial backing, Magna
Entertainment Corp. and 24 affiliates filed for Chapter 11 on
March 5, 2009 (Bankr. D. Del. Lead Case No. 09-10720).

Marcia L. Goldstein, Esq., and Brian S. Rosen, Esq., at Weil,
Gotshal & Manges LLP, have been engaged as bankruptcy counsel.
Mark D. Collins, Esq., L. Katherine Good, Esq., and Maris J.
Finnegan, Esq., at Richards, Layton & Finger, P.A., are the
Debtors' local counsel.  Miller Buckfire & Co. LLC is the Debtors'
investment banker and financial advisor.  Kurtzman Carson
Consultants LLC is the claims and noticing agent for the Debtors.

Magna Entertainment Corp. had total assets of $1.054 billion and
total liabilities of $947.3 million based on unaudited
consolidated financial statements as of December 31, 2008.


HARVEST OAKS: Unsecured Creditors Won't Have Official Committee
---------------------------------------------------------------
Marjorie K. Lynch, the U.S. Bankruptcy Administrator for the
Eastern District of North Carolina, notified the U.S. Bankruptcy
Court that she was unable to appoint an official committee of
unsecured creditors in the chapter 11 case of Harvest Oaks Drive
Associates, LLC.

Ms. Lynch explained that there were insufficient indications of
willingness from the unsecured creditors to serve in the
committee.

Raleigh, North Carolina-based Harvest Oaks Drive Associates, LLC,
filed for Chapter 11 bankruptcy protection on April 21, 2010
(Bankr. E.D. N.C. Case No. 10-03145).  Trawick H Stubbs, Jr.,
Esq., at Stubbs & Perdue, P.A., assists the Company in its
restructuring effort.  The Company listed $15,832,000 in assets
and $14,634,161 in debts.


HAWAIIAN TELCOM: Appoints Richard Jalkut as Chairman
----------------------------------------------------
Hawaiian Telcom Holdco announced the nomination of Kurt M. Cellar
to its board of directors and the selection of Richard A. Jalkut
as chairman of the board, effective upon the Company's emergence
from Chapter 11, BankruptcyData.com reports.

"Our new board nominees each have extremely impressive backgrounds
in building and managing successful companies in the
communications industry," said Eric K. Yeaman, president and chief
executive officer of Hawaiian Telcom.  "We look forward to their
strategic guidance as we further establish Hawaiian Telcom as the
state's leading communications provider. I am also excited to
welcome Richard Jalkut as our new Chairman of the Board. Richard's
vast experience in the industry and his proven leadership ability
will help successfully drive this company forward."

Cellar currently serves on several other boards including Aventine
Renewable Energy, Inc., The Penn Traffic Company, Inc. and Six
Flags Entertainment.  Jalkut is the president and C.E.O. of U.S.
TelePacific Corporation.


                       About Hawaiian Telcom

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

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

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

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

Bankruptcy Judge Lloyd King entered on December 30, 2009, an order
confirming a plan of reorganization for Hawaiian Telcom.


HENRY MARINE: Files for Chapter 11 Bankruptcy in Brooklyn
---------------------------------------------------------
Henry Marine Service Inc. made a voluntary filing under Chapter 11
in the U.S. Bankruptcy Court in Brooklyn, New York, to prevent the
Internal Revenue Service from seizing the Company's three
tugboats, according to silive.com.

According to the report, the Company fell behind on its taxes
after committing $3 million to environmentally improve the
vessels, which included installing new engines.

The Company listed assets of less than $50,000 and liabilities of
between $1 million and $10 million.


HUNG TRAN: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Hung T. Tran
        5014 Royal Estates Ct.
        San Jose, CA 95135

Bankruptcy Case No.: 10-55939

Chapter 11 Petition Date: June 7, 2010

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

Judge: Charles Novack

Debtor's Counsel: Shawn R. Parr, Esq.
                  Parr Law Group, PC
                  1625 The Alameda #101
                  San Jose, CA 95125
                  Tel: (408) 267-4500
                  E-mail: shawn@parrlawgroup.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/canb10-55939.pdf

The petition was signed by Hung T. Tran.


INDIGO LAKES: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Indigo Lakes LLC
        312 Indigo Drive
        Daytona Beach, FL 32114
        Tel: (561) 542-6669

Bankruptcy Case No.: 10-25990

Chapter 11 Petition Date: June 7, 2010

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

Debtor's Counsel: William J. Ridings Jr., Esq.
                  1375 Gateway Blvd.
                  Boynton Beach, FL 33426
                  Tel: (561) 767-3049
                  Fax: (561) 767-3031
                  E-mail: wridings@atlanticlegalgroup.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 Kenneth W. Brown.


INNATECH LLC: Finalizes Sale of Richmond Plant
----------------------------------------------
Micah Sommer at the Palladium-Item reports that Innatech LLC
finalized the sale of its assets May 28, including a Richmond,
Michigan, location that specializes in automotive parts, to
Engineered Plastic Components, according to documents provided by
a former Innatech employee.

Headquartered in Rochester, Michigan, Innatech LLC, dba Dynamic,
manufactures and designs "highly-engineered injection molded
components and assemblies."  Innatech's are sold to Tier I and
Tier II automotive suppliers and to customers in the packaging,
office furniture, appliances, household goods, toys, and personal
care markets.  Innatech employs almost 150 people at three
facilities located in Michigan, Indiana and Ohio.

The Company filed for Chapter 11 bankruptcy protection on
March 23, 2010 (Bankr. E.D. Mich. Case No. 10-49380).  Robert D.
Gordon, Esq., who has an office in Birmingham, Michigan, assists
the Company in its restructuring effort.  The Company estimated
its assets and debts at $10,000,001 to $50,000,000.


IREX TECHNOLOGIES: Financial Woes Prompt Chapter 11 Filing
----------------------------------------------------------
iRex Technologies filed for bankruptcy under Chapter 11, blaming
financial woes on delays during the FCC approval process of its
DR800 e-book reader.  A person familiar with the filing said the
e-book reading launch was held up by the FCC and missed the
critical window to be placed on shelves for the holiday shopping
season, according to electronista.  Netherlands-based iRex
Technologies develops electronic paper technology.


J & J CONSTRUCTION: Files Schedules of Assets & Liabilities
-----------------------------------------------------------
J & J Construction Group, Inc., has filed with the U.S. Bankruptcy
Court for the Northern District of Georgia its schedules of assets
and liabilities, disclosing:

  Name of Schedule                    Assets           Liabilities
  ----------------                    ------           -----------
A. Real Property                    $7,076,800
B. Personal Property                $6,515,000
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                     $5,400,840
E. Creditors Holding
   Unsecured Priority
   Claims                                                 $1,246
F. Creditors Holding
   Unsecured Non-priority
   Claims                                             $2,539,026
                                   -----------       -----------
      TOTAL                        $13,591,800        $7,941,112

Roswell, Georgia-based J & J Construction Group, Inc., filed for
Chapter 11 bankruptcy protection on May 31, 2010 (Bankr. N.D. Ga.
Case No. 10-76169).  Rodney L. Eason, Esq., at The Eason Law Firm,
assists the Company in its restructuring effort.  The Company
listed $10,000,001 to $50,000,000 in assets and $1,000,001 to
$10,000,000 in liabilities.


J & J CONSTRUCTION: Section 341(a) Meeting Scheduled for July 1
---------------------------------------------------------------
The U.S. Trustee for Region 21 will convene a meeting of J & J
Construction Group, Inc.'s creditors on July 1, 2010, at 1:00 p.m.
The meeting will be held at Third Floor - Room 365, Russell
Federal Building, 75 Spring Street SW, Atlanta, GA 30303.

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

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

Roswell, Georgia-based J & J Construction Group, Inc., filed for
Chapter 11 bankruptcy protection on May 31, 2010 (Bankr. N.D. Ga.
Case No. 10-76169).  Rodney L. Eason, Esq., at The Eason Law Firm,
assists the Company in its restructuring effort.  The Company
listed $10,000,001 to $50,000,000 in assets and $1,000,001 to
$10,000,000 in liabilities.


JEN HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Jen Holdings, Inc.
          dba Mike Quinn Pumping Company
        5790 Rogers Street
        Las Vegas, NV 89118

Bankruptcy Case No.: 10-20522

Chapter 11 Petition Date: June 7, 2010

Court: U.S. Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Bruce A. Markell

Debtor's Counsel: Timothy P. Thomas
                  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: $1,000,001 to $10,000,000

According to the schedules, the Company says that assets total
$2,961,066 while debts total $5,658,687.

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/nvb10-20522.pdf

The petition was signed by Quinn Isley, president.


JEVIC TRANSPORTATION: Access to Lenders' Cash Expires on June 30
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Jevic Holding Corp., et al., to use their prepetition secured
lenders' cash collateral until June 30, 2010.

The Debtors will use the cash collateral to analyze claims filed,
determine if a structure for winding down these Chapter 11 cases
is feasible, pay monthly fixed costs for document retention,
claims and noticing agent services, limited payroll, and limited
professional fees.

As adequate protection for any diminution in value of the secured
party's collateral, the Debtors will grant the secured party
adequate protection liens and superpriority administrative expense
claims, subject to the carve out.

Based in Delanco, New Jersey, Jevic Transportation Inc. --
http://www.jevic.com/-- provides trucking services.  The company
has two units: Jevic Holding Corp. and Creek Road Properties.
Neither of the units have assets nor operations.  The company and
its affiliates filed for chapter 11 protection on May 20, 2008
(Bankr. D. Del. Case No. 08-11008).  Domenic E. Pacitti, Esq., and
Michael W. Yurkewicz, Esq., at Klehr Harrison Harvey Branzburg &
Ellers, in Wilmington, Delaware, represent Jevic Transportation.
The U.S. Trustee for Region 3 has appointed five creditors to
serve on an Official Committee of Unsecured Creditors.  Robert J.
Feinstein, Esq., Bruce Grohsgal, Esq., and Maria A. Bove, Esq., at
Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware,
represent the Official Committee of Unsecured Creditors.

Before filing for bankruptcy, the Debtors initiated an orderly
wind-down process.  As a part of the wind-down process, the
Debtors have ceased substantially all of their business and
terminated approximately 90% of their employees.  The Debtors
continue to manage the wind-down process in attempt to deliver all
of the freight that is in their system and to retrieve their
assets.

When the Debtors filed for protection against their creditors,
they listed assets and debts between $50 million and $100 million.
As reported in the Troubled Company Reporter on Jan. 3, 2009,
The company reported a net loss of $296,469 on $0 revenues for the
month of September 2008.  At Sept. 30, 2008, the company had total
assets of $28,934,350, total liabilities of $36,188,467, and
stockholders' deficit of $7,254,117.


JOSE VACA: Case Summary & 6 Largest Unsecured Creditors
-------------------------------------------------------
Joint Debtors: Jose Vaca
               Mercedes Vaca
               517 E. Carey Avenue
               North Las Vegas, NV 89030

Bankruptcy Case No.: 10-20510

Chapter 11 Petition Date: June 7, 2010

Court: U.S. Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Linda B. Riegle

Debtor's Counsel: Samuel A. Schwartz, Esq.
                  701 E. Bridger Avenue, Suite 120
                  Las Vegas, NV 89101
                  Tel: (702) 385-5544
                  Fax: (702) 385-2741
                  E-mail: sam@schwartzlawyers.com

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

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

According to the schedules, the Joint Debtors' say that assets
total $601,790 while debts total $1,410,587.

A copy of the Joint Debtors' list of 6 largest unsecured
creditors filed together with the petition is available for
free at http://bankrupt.com/misc/nvb10-20510.pdf

The petition was signed by the Joint Debtors.


K-V PHARMACEUTICAL: Earns $108.6 Million in Q3 Ended Dec. 31
------------------------------------------------------------
K-V Pharmaceutical Company filed its quarterly report on Form
10-Q, reporting net income of $108.6 million on $147.5 million of
revenue for the three months ended December 31, 2009, compared
with a net loss of $95.1 million on $27.6 million of revenue for
the same period ended December 31, 2008.

The Company's balance sheet as of December 31, 2009, showed
$584.5 million in assets, $440.9 million of liabilities,
and $143.6 million of stockholders' equity.

As reported in the Troubled Company Reporter on March 29, 2010,
KPMG LLP, in St. Louis, Missouri, espressed substantial doubt
about the Company's ability to continue as a going concern after
auditing the Company's financial statements for the fiscal year
ended March 31, 2009.  The independent auditors noted that the
Company suspended the shipment of all products manufactured by the
Company and must comply with a consent decree with the FDA before
approved products can be reintroduced to the market.  "Significant
negative impacts on operating results and cash flows from these
actions including the potential inability of the Company to raise
capital; suspension of manufacturing; significant uncertainties
related to litigation and governmental inquiries; and debt
covenant violations raise substantial doubt about the Company's
ability to continue as a going concern."

For periods subsequent to December 31, 2009, the Company expects
losses to continue because it is unable to generate any
significant revenues from its own manufactured products until it
is able to resume shipping certain or many of its approved
products, which currently is not expected to occur until the
fourth quarter of calendar year 2010 at the earliest.  In
addition, the Company must meet ongoing operating costs as well as
costs related to the steps it is currently taking to prepare for
reintroducing its approved products to the market.  If it is not
able to obtain the FDA's clearance to resume manufacturing and
distribution of its approved products in a timely manner and at a
reasonable cost, its financial position, results of operations,
cash flows and liquidity will continue to be materially adversely
affected.  "These conditions raise substantial doubt about our
ability to continue as a going concern."

The Company believes that it is not in compliance with one or more
of the requirements of its mortgage loan arrangement as of
March 31, 2009, June 30, 2009, September 30, 2009, and
December 31, 2009.  Failure by the Company to comply with the
requirements of the mortgage loan arrangement or to otherwise
receive a waiver from the mortgage lender for any noncompliance
could result in its outstanding mortgage debt obligation
accelerating and immediately becoming due and payable.

A full-text copy of the quarterly report for the period ended
December 31, 2009, is available at no charge at:

                 http://researcharchives.com/t/s?64a3

K-V Pharmaceutical Company reported a net loss of $54.0 million on
$3.3 million of revenue for the three months ended September 30,
2009, compared with a net loss of $43.6 million on $131.1 million
on revenue for the three months ended September 30, 2008.

A full-text copy of the quarterly report for the period ended
September 30, 2009, is available at no charge at:

                 http://researcharchives.com/t/s?64a4

Bridgeton, Missouri-based K-V Pharmaceutical Company (NYSE:
Kva/KVb) -- http://www.kvpharmaceutical.com/-- is a fully
integrated specialty pharmaceutical company that develops,
manufactures, markets, and acquires technology-distinguished
branded prescription pharmaceutical products.  The Company markets
its technology-distinguished products through Ther-Rx Corporation,
its branded drug subsidiary.


KERYX BIOPHARMACEUTICALS: Posts $4.0 Million Net Loss in Q1 2010
----------------------------------------------------------------
Keryx Biopharmaceuticals, Inc., filed its quarterly report on Form
10-Q, reporting a net loss of $4,015,000 on no revenue for the
three months ended March 31, 2010, compared with net income of
$451,000 on $3,330,000 of for the same period ended March 31,
2009.

The Company's balance sheet as of March 31, 2010, showed
$36,721,000 in assets, $8,170,000 if liabilities, and $28,551,000
of stockholders' equity.

As reported in the Troubled Company Reporter on March 29, 2010,
KPMG 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
substantial recurring losses from operations, deficiency in
equity, limited cash, cash equivalents, and short-term investment
securities, and illiquid investments in auction rate securities.

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

                  http://researcharchives.com/t/s?64a1

Based in New York, Keryx Biopharmaceuticals, Inc., is a
biopharmaceutical company focused on the acquisition, development
and commercialization of medically important pharmaceutical
products for the treatment of life-threatening diseases, including
cancer and renal disease.


KINSLEY FOREST: Plan Confirmation Hearing Set for July 20
---------------------------------------------------------
The Hon. Jerry W. Venters of the U.S. Bankruptcy Court for the
Western District of Missouri will consider at a hearing on
July 20, 2010, at 1:30 p.m., approval of Kinsley Forest Estates,
LLC's Disclosure Statement and confirmation of the proposed Plan
of Reorganization.  Objections, if any, are due on July 13, 2010.

The Court has preliminarily approved the Disclosure Statement.

According to the Disclosure Statement, the Plan provides (i) the
sale of a portion of the property for the HUD 22(d)(4) program,
free and clear of all liens and encumbrances, (ii) the renewal of
the loan, or (iii) the auction of the remaining portion of the
property.

Under the Plan, the secured claim of Hillcrest Bank will be paid
from the proceeds of any sale or transfer of the property, up to
$7,660,000 plus interest at the non-default rate.

There is one unsecured claim amounting to $2,297, which will be
paid (i) in full if the loan is renewed; or (ii) will receive any
proceeds remaining after distribution of Classes 1-3, if property
is liquidated.

The partners' interest will be subordinate to the claims and they
will not receive a distribution under the Plan, unless all claims
are paid in full.

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

                   About Kinsley Forest Estates

Lenexa, Kansas City-based Kinsley Forest Estates, LLC, filed for
Chapter 11 bankruptcy protection on March 2, 2010 (Bankr. W.D. Mo.
Case No. 10-40896).  Nancy S. Jochens, Esq., at Jochens Law
Office, Inc., assists the Company in its restructuring effort.
According to the schedules, the Company has assets of $16,250,485,
and total debts of $7,859,000.


LOWER BUCKS: Has Until August 12 to Propose Chapter 11 Plan
-----------------------------------------------------------
The Hon. Eric L. Frank of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania extended Lower Bucks Hospital, et
al.'s exclusive periods to file and solicit acceptances for the
proposed Chapter 11 Plan until August 12, 2010, and October 10,
2010, respectively.

As reported in the Troubled Company Reporter on May 20, 2010, the
Debtors requested for extension of their exclusive periods until
September 11 and November 9.

The Debtors said they need additional time to discuss with
potential buyers of the their assets and considering business
alternatives.  The Debtors are exploring two basic options for
their reorganization -- a stand-alone plan of reorganization, well
as a sale of substantially all of the Debtors' assets -- to
determine which alternative will provide the greatest benefit.

Bristol, Pennsylvania-based Lower Bucks Hospital is a nonprofit
hospital based in Bristol, Pennsylvania.  The Hospital is
currently licensed to operate 183 beds.  Together with affiliates
Advanced Primary Care Physicians and Lower Bucks Health
Enterprises, Inc., Lower Bucks owns a 36-acre campus with several
medical facilities.  The Hospital's emergency room serves
approximately 30,000 patients annually.  For the fiscal year
ending June 30, 2009, Lower Bucks had $114 million in consolidated
revenues.

Lower Bucks Hospital filed for Chapter 11 bankruptcy protection on
January 13, 2010 (Bankr. E.D. Pa. Case No. 10-10239).  The
Hospital's affiliates -- Lower Bucks Health Enterprises, Inc, and
Advanced Primary Care Physicians -- also filed Chapter 11
petitions.  Jeffrey C. Hampton, Esq., and Adam H. Isenberg, at
Saul Ewing LLP, assist the Hospital in its restructuring effort.
Donlin, Recano & Company, Inc., is the Hospital's claims and
notice agent.  The Hospital listed $50,000,001 to $100,000,000 in
assets and $50,000,001 to $100,000,000 in liabilities.


LYONDELL CHEMICAL: Outcome Exceeds Expectations, Investor Says
--------------------------------------------------------------
The Wall Street Journal's Mara Lemos Stein reports that Andreas
Heeschen -- whose ProChemie Holding joined Len Blavatnik's Access
Industries as a 50-50 investor in LyondellBasell during its
restructuring -- has only good things to say about the U.S.
bankruptcy system.  "To go in and save such an internationally
diversified company, it's impressive," he said in a meeting
Wednesday at Dow Jones's offices in Manhattan, according to the
Journal.  "That the management team and the creditor groups could
interact in such a way . . . it's thanks to the bankruptcy system
in this country."

According to the Journal, Mr. Heeschen declined to disclose the
returns on his LyondellBasell investment but said the outcome
exceeds the expectations the investors had a year ago, given the
grim outlook for the industry at the time.  As LyondellBasell
regains its feet, it's "a big boys' game" now, Mr. Heeschen said.

The Journal says Mr. Heeschen had his last day on LyondellBasell's
board on Wednesday, when new investors took over at
LyondellBasell, which emerged from bankruptcy in late April.

                      About Lyondell Chemical

LyondellBasell Industries is one of the world's largest polymers,
petrochemicals and fuels companies.  It is the global leader in
polyolefins technology, production and marketing; a pioneer in
propylene oxide and derivatives; and a significant producer of
fuels and refined products, including biofuels.  Through research
and development, LyondellBasell develops innovative materials and
technologies that deliver exceptional customer value and products
that improve quality of life for people around the world.
Headquartered in The Netherlands, LyondellBasell --
http://www.lyondellbasell.com/-- is privately owned by Access
Industries.

Basell AF and Lyondell Chemical Company merged operations in 2007
to form LyondellBasell Industries, the world's third largest
independent chemical company.  LyondellBasell became saddled with
debt as part of the US$12.7 billion merger.  On January 6, 2009,
LyondellBasell Industries' U.S. operations and one of its European
holding companies -- Basell Germany Holdings GmbH -- filed
voluntary petitions to reorganize under Chapter 11 of the U.S.
Bankruptcy Code to facilitate a restructuring of the company's
debts.  The case is In re Lyondell Chemical Company, et al.,
Bankr. S.D.N.Y. Lead Case No. 09-10023).  Seventy-nine Lyondell
entities, including Equistar Chemicals, LP, Lyondell Chemical
Company, Millennium Chemicals Inc., and Wyatt Industries, Inc.
filed for Chapter 11.  In May 2009, one of the cases was dismissed
-- Case No. 09-10068 -- because it is duplicative of Case No. 09-
10040 relating to Debtor Glidden Latin America Holdings.

The Hon. Robert E. Gerber presides over the case.  Deryck A.
Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in New York,
serves as the Debtors' bankruptcy counsel.  Evercore Partners
serves as financial advisors, and Alix Partners and its subsidiary
AP Services LLC, serves as restructuring advisors.  AlixPartners'
Kevin M. McShea acts as the Debtors' Chief Restructuring Officer.
Clifford Chance LLP serves as restructuring advisors to the
European entities.  Lyondell Chemical estimated that consolidated
assets total US$27.12 billion and debts total US$19.34 billion as
of the bankruptcy filing date.

Lyondell has obtained approximately US$8 billion in DIP financing
to fund continuing operations.  The DIP financing includes two
credit agreements: a US$6.5 billion term loan, which comprises a
US$3.25 billion in new loans and a US$3.25 billion roll-up of
existing loans; and a US$1.57 billion asset-backed lending
facility.

LyondellBasell Industries AF S.C.A. and another affiliate were
voluntarily added to Lyondell Chemical's reorganization filing
under Chapter 11 on April 24, 2009, in order to seek protection
against claims by certain financial and U.S. trade creditors.  On
May 8, 2009, LyondellBasell Industries added 13 non-operating
entities to Lyondell Chemical Company's reorganization filing
under Chapter 11 of the U.S. Bankruptcy Code.  All of the entities
are U.S. companies and were added to the original Chapter 11
filing for administrative purposes.

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


MAGNA ENTERTAINMENT: Harrah's $43-Mil. Tops Bid for Thistledown
---------------------------------------------------------------
Dow Jones Daily Bankruptcy Review reports that Harrah's
Entertainment Inc. emerged on top again during the second auction
for Magna Entertainment Corp.'s Thistledown racetrack, agreeing to
purchase the Ohio assets in exchange for $43 million.

                   About Harrah's Entertainment

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.

As of 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.

                           *     *     *

As reported by the Troubled Company Reporter on April 15, 2010,
Standard & Poor's Ratings Services raised its corporate credit and
issue-level ratings on Las Vegas-based Harrah's Entertainment and
its wholly owned subsidiary, Harrah's Operating Co., along with
all issue-level ratings on Harrah's debt, by one notch.  S&P
raised the corporate credit rating to 'B-' from 'CCC+'.

The TCR also said Moody's Investors Service affirmed Harrah's
Entertainment's Caa3 Corporate Family Rating, Caa3 Probability of
Default Rating, and SGL-4 Speculative Grade Liquidity were
affirmed.

                 About Magna Entertainment

Based in Aurora, Ontario, Magna Entertainment Corp. is North
America's largest owner and operator of horse racetracks based on
revenue.  The Company develops, owns and operates horse racetracks
and related pari-mutuel wagering operations, including off-track
betting facilities.  MEC also develops, owns and operates casinos
in conjunction with its racetracks where permitted by law.

MEC owns and operates AmTote International, Inc., a provider of
totalisator services to the pari-mutuel industry, XpressBet(R), a
national Internet and telephone account wagering system, as well
as MagnaBet(TM) internationally.  Pursuant to joint ventures, MEC
has a 50% interest in HorseRacing TV(R), a 24-hour horse racing
television network, and TrackNet Media Group LLC, a content
management company formed for distribution of the full breadth of
MEC's horse racing content.

Following its failure to meet obligations to lenders led by PNC
Bank, National Association, and Wells Fargo Bank, National
Association, and controlling shareholder MI Developments Inc.'s
decision not to provide further financial backing, Magna
Entertainment Corp. and 24 affiliates filed for Chapter 11 on
March 5, 2009 (Bankr. D. Del. Lead Case No. 09-10720).

Marcia L. Goldstein, Esq., and Brian S. Rosen, Esq., at Weil,
Gotshal & Manges LLP, have been engaged as bankruptcy counsel.
Mark D. Collins, Esq., L. Katherine Good, Esq., and Maris J.
Finnegan, Esq., at Richards, Layton & Finger, P.A., are the
Debtors' local counsel.  Miller Buckfire & Co. LLC is the Debtors'
investment banker and financial advisor.  Kurtzman Carson
Consultants LLC is the claims and noticing agent for the Debtors.

Magna Entertainment Corp. had total assets of $1.054 billion and
total liabilities of $947.3 million based on unaudited
consolidated financial statements as of December 31, 2008.


MARK ALLEN WYNNE: U.S. Trustee Unable to Form Creditors Committee
-----------------------------------------------------------------
Charles F. McVay, U.S. Trustee for Region 7, notified the U.S.
Bankruptcy Court for the Western District of Texas that he was
unable to appoint an official committee of unsecured creditors in
the Chapter 11 cases of Mark Allen Wynne, et al.

The U.S. Trustee explained that there were insufficient
indications of willingness from the unsecured creditors to serve
in the committee.

San Antonio, Texas-based Mark Allen Wynne filed for Chapter 11
bankruptcy protection on March 29, 2010 (Bankr. W.D. Texas Case
No. 10-51127).

These affiliates of the Debtor filed separate Chapter 11
petitions:

   -- Premier General Holdings, LTD (Case No. 10-50606) on
      February 19, 2010; and

   -- Premier General Holdings, LTD (Case No. 10-51005) on
      March 17, 2010


MARTIN MOSQUEDA: Case Summary & 14 Largest Unsecured Creditors
--------------------------------------------------------------
Joint Debtors: Martin Mosqueda
               Macrina Mosqueda
               1439 East Lincoln Street
               Escondido, CA 92027

Bankruptcy Case No.: 10-09881

Chapter 11 Petition Date: June 6, 2010

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

Debtor's Counsel: Joseph J. Rego, Esq.
                  Law Office of Joseph Rego
                  8765 Aero Drive, Suite 306
                  San Diego, CA 92123
                  Tel: (858) 598-6628
                  Fax: (858) 598-6631
                  E-mail: joerego@regolaw.com

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

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

A list of the Company's 14 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/casb10-09881.pdf

The petition was signed by Martin Mosqueda and Macrina Mosqueda.


MC PRECAST: Court Converts Case to Chapter 7 Liquidation
--------------------------------------------------------
The Hon. W. H. Drake of the U.S. Bankruptcy Court for the Northern
District of Georgia converted the Chapter 11 case of MC Precast,
Inc., to one under Chapter 7 of the Bankruptcy Code.

Newnan, Georgia-based MC Precast, Inc., filed for Chapter 11
bankruptcy protection on February 8, 2010 (Bankr. N.D. Ga. Case
No. 10-10466).  J. Robert Williamson, Esq., at Scroggins and
Williamson, assists the Company in its restructuring effort.  The
Company listed $10,000,001 to $50,000,000 in assets and
$10,000,001 to $50,000,000 in liabilities.


MDRNA INC: Posts $9.5 Million Net Loss for Q1 2010
--------------------------------------------------
MDRNA, Inc., filed its quarterly report on Form 10-Q, reporting a
net loss of $9,490,000 on $184,000 of revenue for the three months
ended March 31, 2010, compared with net income of $7,281,000 on
$14,151,000 of revenue for the same period ended March 31, 2009.

The Company's balance sheet as of March 31, 2010, showed
$8,597,000 in assets and $18,120,000 of liabilities, for a
stockholders' deficit of $9,523,000.

As reported in the Troubled Company Reporter on March 26, 2010,
KPMG LLP, in Seattle, Washington, 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, recurring negative cash flows from
operations, and accumulated deficit.

As of March 31, 2010, the Company had an accumulated deficit of
$272,507,000 and expects to incur losses in the future as it
continues its research and development activities.  At March 31,
2010, the Company had a working capital deficit of $970,000 and
$3,786,000 in cash, including $1,156,000 in restricted cash.

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

                 http://researcharchives.com/t/s?64a0

Bothell, Wash.-based MDRNA, Inc. is a biotechnology company
focused on the discovery, development and commercialization of
pharmaceuticals based on RNA interference ("RNAi").


MECHANICAL RUBBER: Case Summary & 13 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Mechanical Rubber
        77 Forester Avenue
        Warwick, NY 10990

Bankruptcy Case No.: 10-36684

Chapter 11 Petition Date: June 7, 2010

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

Judge: Cecelia G. Morris

Debtor's Counsel: Joseph J. Haspel, Esq.
                  40 Matthews Street, Suite 301
                  Goshen, NY 10924
                  Tel: (845) 294-8950
                  Fax: (845) 294-3843
                  E-mail: jhaspel@haspellaw.net

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

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

According to the schedules, the Company says that assets total
$935,100 while debts total $1,030,604.

A copy of the Company's list of 13 largest unsecured
creditors filed together with the petition is available for
free at http://bankrupt.com/misc/nysb10-36684.pdf

The petition was signed by Cedric Glasper, president.


MOJAVE VALLEY: Files for Chapter 7 Bankruptcy in Las Vegas
----------------------------------------------------------
Casino developers Mojave Valley Resort Inc. and Mojave Valley
Resort Casino Co. filed for Chapter 7 liquidation in the U.S.
Bankruptcy Court in Las Vegas, according to Steve Green of Las
Vegas Sun.

According to the report, the bankruptcy filing came as trial was
set to start in a 2004 U.S. Securities and Exchange Commission
lawsuit that alleged Mojave made fraudulent misrepresentations to
municipal bond investors who helped fund a plan to develop casinos
and housing projects on Indian land near Laughlin.

The lawsuit, Las Vegas Sun relates, claimed that Mojave falsely
stated that $12.75 million in bond issued in 1999 to partially
fund the developments were secured by security interest in the
companies' lease dating to 1993 of 528 acres of Fort Mojave Indian
Tribe Land.

Mojave listed $49,000 in assets and $21.2 million in liabilities,
including $9.5 million owed to Desert Springs Community Corp.


MOSER ENTERPRISES: Inability to Pay Loan Cues Bankruptcy Filing
---------------------------------------------------------------
Colleen Lobner at Chicago Business reports Moser Enterprises Inc.
filed for bankruptcy under Chapter 11.  The filing came after the
Company was unable to pay off or finance a $20 million loan due
May 1, 2010, held by Midwest Bank & Trust, which was shutdown by
regulators and its operation were taken over by FirstMerit Corp.

Naperville-based Moser Enterprises Inc. operates a residential and
commercial development firm.  The Company listed $3.8 million in
assets and $27.2 million in debts.


MPF CORP: Filed Amended Chapter 11 Plan of Reorganization
---------------------------------------------------------
BankruptcyData.com reports that MPF Corp. filed an Amended
Chapter 11 Plan of Reorganization and related Disclosure Statement
with the U.S. Bankruptcy Court.

According to the Disclosure Statement, "The Plan contemplates the
sale of the Acquired Assets to the Purchaser.  The Debtors will
seek authority, in connection with Confirmation of the Plan, to
sell the Acquired Assets to the Purchaser, pursuant to the
Assignment and Purchase Agreement.  The parties will execute the
Assignment and Purchase Agreement on or before three days prior to
the Confirmation Hearing..  The Assignment and Purchase Agreement
provides for the assignment by MPF and MPF-01 of all of their
right, title, and interest, in and to the Acquired Assets free and
clear of all liens, claims, encumbrances, and interests, other
than Permitted Encumbrances.  The Assignment and Purchase
Agreement also provides that the Debtors will transfer to the
Purchaser the Debtors' right, title, and interest in (i) certain
designs, drawings reports and other records in the possession of
the Debtors, and (ii) any equipment, material or facilities for
which title or possession has been previously delivered to the
Debtors or for the Debtors' benefit under a Vendor Contract in the
possession of the original Vendor or any other Vendor..In addition
to, and independent of, any other consideration to be provided
under the Assignment and Purchase Agreement for the purchase and
sale of the Acquired Assets, the Purchaser will (a) make a cash
payment of $104,000,000 in United States of America Dollars to MPF
and MPF-01 on the Closing Date, in full, without any deduction,
withholding or set-off, and free of all bank charges, (b) assume
the Assumed Liabilities in accordance with the Novation Agreements
and/or the Confirmation Order, and (c) release MPF-01 from its
obligation to pay the Cure Amount under the Cosco Contract. In
addition, under the terms of Section 2.6(c) of the Assignment and
Purchase Agreement, the Purchaser may make an additional cash
payment to MPF to the extent that the aggregate amount of the
initial cash payment and any excess funds transferred to DvB
pursuant to Section 4.02 of the Plan, is less than (ii) the
aggregate amount of the DIP Loan Claims and the DvB Secured Claim;
provided, however, that the aggregate amount of the initial cash
payment and the additional cash payment shall not exceed
$105,000,000 United States of America Dollars. Further, under the
terms of the Novation Agreement with W„rtsil„ Norway AS, W„rtsil„
Norway AS will be permitted to call on the DvB Guarantee upon the
completion of certain milestone work, and DvB will release the
funds held in the cash collateral account supporting the DvB
Guarantee to satisfy the payment of the Cure Amount and the
completed milestone work, and DvB will release the funds held in
the cash collateral account supporting the DvB Guarantee to
satisfy the payment of the Cure Amount and the completed milestone
work."

                          About MPF Corp.

Headquartered in Bermuda, MPF Corp. Ltd. -- http://www.mpf-
corp.com/ -- engages in deep water oil and gas exploration.  The
company was established on April 25, 2006.  The company and
debtor-affiliate MPF Holding US LLC filed separate petitions for
Chapter 11 relief on Sept. 24, 2008 (Bankr. S.D. Tex. Case Nos.
08-36086 and 08-36084).  MPF-01 followed on Sept. 25, 2008.

D. Bobbitt Noel, Jr., Esq. at Vinson & Elkins LLP, represents the
Debtors as counsel.  When the Debtors filed for protection from
creditors, they listed assets of $100 million to $500 million, and
the same range of debts.

The Bermuda Proceedings and the Chapter 11 cases in the U.S. run
as parallel proceedings, which is coordinated to effectuate the
Debtors' goal of providing for a restructuring of their businesses
or sale of assets as may be in the best interests of their estates
and creditors.


NASH FINCH: Moody's Upgrades Corporate Family Rating to 'B1'
------------------------------------------------------------
Moody's Investors Service upgraded Nash Finch Company's debt
ratings, including its Corporate Family and Probability of Default
Ratings to B1 from B2, and its convertible senior subordinated
notes to B3 from Caa1.  The ratings outlook remains positive.

The upgrades reflect Nash Finch's relatively stable operating
performance and solid credit metrics despite the ongoing
challenging economic environment.  With low volatility and limited
vulnerability to changes in economic conditions, the company's
Military Distribution segment has provided some offset to weakness
in its Food Distribution and Retail segments, although at a lower
gross profit margin.  For the latest twelve month period ending
March 27, 2010, Debt/EBITDA and EBITA/Interest remained fairly
stable at 3.3x and 2.9x, respectively.  Liquidity remains good,
supported by the expectation for continued positive free cash flow
generation and availability under its revolving credit facility,
although somewhat tempered by continued sizeable outstanding
borrowing.

Nash Finch's ratings are constrained by its modest scale and
competitive position in the grocery retailing and food
distribution segments, and low margin levels.  Sales and margins
in these businesses have weakened over the past year due to lower
comparable sales and a deflationary pricing environment.  On a
combined basis, in the first quarter of 2010, sales and EBITDA in
these segments declined 4% and 14%, respectively, while EBITDA
margin declined to 2.4% from 2.6% last year.  The rating considers
Moody's concern that margin improvement could be limited in the
near term due to the uncertain pricing environment and ongoing
competitive pressures in some of Nash Finch's segments.

The positive ratings outlook reflects the expectation that the
company will maintain good liquidity, conservative financial
management and solid credit metrics while continuing its growth
strategy and modest returns to shareholders.  A ratings upgrade
would require material and sustained margin improvement while
maintaining credit metrics near current levels and good liquidity.
The outlook could return to stable through any further margin
declines, or should credit metrics or liquidity erode through
material debt-funded acquisitions, dividends or share repurchases.

These ratings were upgraded:

  -- Corporate Family Rating to B1 from B2;

  -- Probability of Default Rating to B1 from B2;

  -- $322 million convertible senior subordinated notes due 2035
     to B3 (LGD6, 92%) from Caa1 (LGD6, 91%)

The prior rating action on Nash Finch was on March 25, 2008, when
Moody's confirmed the company's B2 Corporate Family Rating with a
positive outlook.

Nash Finch's ratings were assigned by evaluating factors that
Moody's considers relevant to the credit profile of the issuer,
the company's (i) business risk and competitive position compared
with others within the industry; (ii) capital structure and
financial risk; (iii) projected performance over the near to
intermediate term; and (iv) management's track record and
tolerance for risk.  Moody's compared these attributes against
other issuers both within and outside Nash Finch's core industry
and believes the company's ratings are comparable to those of
other issuers with similar credit risk.

Nash Finch, headquartered in Edina, Minnesota, reports three
operating segments: food distribution, military food distribution,
and retail supermarkets.  The company distributes food to
retailers and military commissaries and it also operates 54
supermarkets primarily in the upper Midwest region of the United
States.  Revenue for the 12 months ending March 27, 2010, exceeded
$5.2 billion.


NATIONAL FRANCHISE: Case Summary & 3 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: National Franchise Developers of Indiana, LLC
        1049 E. Michigan Street
        Indianapolis, IN 46202

Bankruptcy Case No.: 10-08513

Chapter 11 Petition Date: June 7, 2010

Court: U.S. Bankruptcy Court
       Southern District of Indiana (Indianapolis)

Judge: Anthony J. Metz III

Debtor's Counsel: Edward B. Hopper II, Esq.
                  Bingham, Farrer & Wilson
                  342 Massachusetts Avenue, Suite 300
                  Indianapolis, IN 46204
                  Tel: (317) 261-4740, Ext. 321
                  Fax: 317-261-4740
                  E-mail: ehopper@bfwlawyers.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 3 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/insb10-08513.pdf

The petition was signed by Rodney Bynum, member.


NEW LEAF: Withdraws Prospectus on Resale of 3,847,064 Shares
------------------------------------------------------------
Pursuant to Rule 477(a) promulgated under the Securities Act of
1933, as amended, New Leaf Brands, Inc., requested the Securities
and Exchange Commission to consent to the withdrawal of its
Registration Statement on Form S-1 (File No. 333-156537)
originally filed on December 31, 2008, together with all exhibits
thereto.  The Prospectus covered the resale of up to 3,847,064
shares of the Company's common stock by stockholders.

                       About New Leaf Brands

Scottsdale, Ariz.-based New Leaf Brands, Inc. develops, markets
and distributes healthy and functional ready-to-drink teas under
the New Leaf(R) brand.

The Company's balance sheet at March 31, 2010, revealed
$6.6 million in total assets and $6.1 million in total
liabilities, for a $521,333 million total stockholders' equity.

                           *     *     *

According to the Troubled Company Reporter on April 8, 2010, Mayer
Hoffman McCann P.C., in Phoenix, Ariz., expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company has suffered
recurring losses from operations, has a working capital
deficiency, was not in compliance with certain financial covenants
related to debt agreements, and has a significant amount of debt
maturing in 2010.


NEWARK GROUP: Files for Ch. 11 in New Jersey with Prepack Plan
--------------------------------------------------------------
The Newark Group Inc. filed a Chapter 11 petition on June 9 in
Newark, New Jersey (Bankr. D. N.J. Case No. 10-27694).

Newark Group filed a prepackaged Chapter 11 plan together with the
petition.  It will seek approval of the explanatory disclosure
statement and confirmation of the Plan at a combined hearing on
July 27.

In early May, the Company solicited votes on the plan.  Holders of
impaired classes of claims and stock have voted in favor of the
Plan.

The terms of the Plan are:

   * $175 million in 9.75% unsecured subordinated notes will be
     converted into 96.5% of the new equity.  Holders of these
     notes are expected to recover 75.4%.

   * Trade suppliers and unsecured creditors owed $57 million are
     unimpaired (will be paid in full).

   * Pursuant to a settlement, Frederick G. von Zuben will
     receive partial payment for his unsecured note claim.

   * Holders of 84% of the existing stock will receive 1.5% of the
     stock of the reorganized company plus warrants to acquire an
     additional 15% of the new stock.  The new stock provided to
     existing shareholders is worth $2.4 million

   * The Company's employee stock ownership plan trust, which
     currently owns 16% of the equity will receive 2% of the new
     common stock. The ESOP will have stock worth $3.1 million.

The subordinated notes traded on June 2 at $65, according to
Trace, the bond-price reporting system of the Financial Industry
Regulatory Authority, a report by Bloomberg News said.

The Debtors will fund the Chapter 11 cases with two separate
financing credit facilities:

   (1) Newark will have $50 million in revolving credit financing
       from lenders led by Wells Fargo Bank, N.A., as agent.
       After emergence from bankruptcy, the revolving credit will
       rise to $70 million.

   (2) Another financing will come from Orix Finance Corp.  Newark
       Group owes $42.8 million on an asset-backed loan facility
       and $73.6 million on a secured term loan.  Orix agreed to
       provide a $110 million term loan that will pay off an
       existing term loan and pay down an existing revolving
       credit.

Copies of the Plan and the Disclosure Statement is available for
free at:

   http://bankrupt.com/misc/NewarkGroup_DS.pdf
   http://bankrupt.com/misc/NewarkGroup_Plan.pdf

                       Road to Bankruptcy

Robert H. Mullen, CEO of Newark, says the Company, like others in
the industry, has suffered from a significant reduction in demand
and revenue in the past two years.  At the same time, the Company
was confronted with increased costs.  For the fiscal year ended in
April 2010, revenue was $723 million and the net loss was $32
million.  In fiscal 2008, the $19.7 million net loss resulted from
$1 billion revenue.

As a result, the Company faced liquidity issues that, among other
things, significantly strained its ability to service its debt
under its $175 million prepetition senior unsecured subordinated
notes due 2014.  Since March 2009, the Company has been unable to
make scheduled semiannual interest payments on the notes.

Newark Group expects that their restructuring under Chapter 11
will provide the Company with the capital structure and liquidity
necessary to continue operating as a going concern as a result of,
among other things: (a) the reduction of the Company's total
prepetition debt by more than $200 million (b) significant
reductions in ongoing interest expense which will improve cash
flow; and (c) the resolution of contractual defaults under its
prepetition credit agreements.

                     About the Newark Group

With headquarters in Cranford, New Jersey, The Newark Group, Inc.
is an integrated global producer of 100% recycled paperboard and
paperboard products with significant manufacturing and marketing
operations in North America and Europe.  The Newark Group is
primarily a manufacturer of industrial converting grades of
paperboard, core-board, and coated and uncoated folding carton
board, and is among the largest producers of these grades in North
America.

Two other affiliates -- Jackson Drive Corp. and NP Cogen, Inc --
also filed for Chapter 11.

Kenneth A. Rosen, Esq., Paul Kizel, Esq., Jeffrey D. Prol, Esq.,
and Suzanne Iazzetta, Esq., at Lowenstein Sandler PC, serve as
counsel to the Debtors.

Kurtzman Carson Consultants serves as balloting, claims and
noticing agent.  Jefferies & Company serves as investment banker.
Alixpartners, LLP, serves as restructuring financial advisors.


NEWARK GROUP: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: The Newark Group, Inc.
        20 Jackson Drive
        Cranford, NJ 07016

Bankruptcy Case No.: 10-27694

Type of Business: The Newark Group, Inc., manufactures and
                  sells recycled paperboard and paperboard
                  products.  The company operates in three
                  segments: Paperboard, Converted Products
                  and International.

Chapter 11 Petition Date: June 9, 2010

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

Bankruptcy Judge:  Novalyn L. Winfield

Debtor's Counsel:  Kenneth Rosen, Esq.
                   Lowenstein Sandler
                   65 Livingston Avenue
                   Roseland, NJ 07068
                   Tel. (973) 597-2500
                   Email: krosen@lowenstein.com

Debtor's
Investment
Banker:            Jefferies & Company

Debtor's
Restructuring
Financial
Advisors:          AlixPartners LLP

Debtor's
Accounting
Advisors:          Deloitte & Touche LLP

Debtor's Claims,
Balloting
& Noticing Agent:  Kurtzman Carson & Consultants LLC

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

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

Debtor-affiliates filing separate Chapter 11 petitions:

  Entity                              Case No.
  ------                              --------
Jackson Drive Corp.                 10-27696
  Assets: $1,000,000 to $10,000,000
  Debts: $1,000,000 to $10,000,000
NP Cogen, Inc.                      10-27699
  Assets: $500,000 to $1,000,000
  Debts: $100,000,000 to $500,000,000

The petitions were signed by Robert H. Mullen, President and Chief
Executive Officer.

Newark Group's List of 20 Largest Unsecured Creditors:

  Entity/Person                 Nature of Claim    Claim Amount
  -------------                 ---------------    ------------
The Bank of New York            Note Debt Under    $204,527,605
As Indenture Trustee            Indenture
101 Barclay Street -- 8W
New York, NY 10286

Pension Benefit Guaranty        Trade Debt          $28,421,816
Attn:  Office of the General
Counsel
1200 K Street, N.W.
Washington, DC 20005

VonZuben, Frederick             Promissory Note      $4,800,000
135 East 74th Street
New York, NY 10021

International Paper Recycling   Trade Debt           $1,931,051

Target                          Trade Debt           $1,590,087

Kroger Company                  Trade Debt             $911,470

Temple Inland                   Trade Debt             $763,025

GP Harmon Recycling             Trade Debt             $745,429

Rumpke Container Services       Trade Debt             $643,365

Ekman Recycling                 Trade Debt             $606,422

Waste Management                Trade Debt             $545,961

Meijer Distribution Inc.        Trade Debt             $520,496

Great A and P Company, Inc.     Trade Debt             $465,111

Jasar Recycling                 Trade Debt             $458,319

Alabama Power Company           Trade Debt             $404,407

International Paper Company     Trade Debt             $400,491

JB Hunt Transport               Trade Debt             $332,836

Polyfiber LLC                   Trade Debt             $319,527

CGLIC Bloomfield EASC           Trade Debt             $309,822

Atmos Energy Marketing          Trade Debt             $271,576


NEXT 1 INTERACTIVE: Kreamer Weisman Raises Going Concern Doubt
--------------------------------------------------------------
Next 1 Interactive, Inc., filed on June 8, 2010, its annual report
on Form 10-K for the fiscal year ended February 28, 2010.

Kramer, Weisman and Associates, LLP, in Davie, Fla., expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
had an accumulated deficit of $29,961,571 and working capital
deficit of $2,137,631 at February 28, 2010, net losses for the
year ended February 28, 2010, of $11,864,232 and cash used in
operations during the year ended February 28, 2010, of $5,594,142.

The Company reported a net loss of $11,864,232 on revenue of
$1,320,225 for the year ended February 28, 2010, compared to a net
loss of $3,045,831 on $2,755,608 of revenue for the year ended
February 28, 2009.

The Company's balance sheet as of February 28, 2010, showed
$15,405,745 in assets, $11,597,412 of liabilities, and $3,808,333
of shareholders' equity.

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

                  http://researcharchives.com/t/s?649b

Weston, Fla.-based Next 1 Interactive, Inc. is a multi-faceted
interactive media company whose key focus is real estate and
travel.  The Company delivers targeted content via digital
platforms including Satellite, Cable, Broadcast, Broadband, Web,
Print and Mobile.  Its media platforms include a 24/7 full time
lifestyle programming TV Network called "R&R TV", a real estate
Video-On-Demand channel called Home TV on Demand, a web radio
network called "R&R Radio" and multiple websites including
"RRTV.com" which features live streaming of its television network
over the web.


NMP INVESTORS: Case Summary & 17 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: NMP Investors, LLC
        1030 La Bonita Drive, Suite 314
        San Marcos, CA 92078

Bankruptcy Case No.: 10-09920

Chapter 11 Petition Date: June 7, 2010

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

Judge: Louise DeCarl Adler

Debtor's Counsel: Vatche Chorbajian, Esq.
                  Law Offices of Vatche Chorbajian
                  12707 High Bluff Drive, Suite 100
                  San Diego, CA 92130
                  Tel: (858) 759-8822

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

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

The petition was signed by Stephen L. Taylor, manager.

Debtor's List of 17 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Club V SPE, LLC           Secured Loan           $16,558,989
c/o Coastal Capital
Real Estate Advisors, Inc.
85 Liberty Ship
Way, Ste 106,
Sausalito, CA 94965

Andrew L. Younquist       Construction Liens    $2,900,000
Construction, Inc.
3187 Read Hill Ave.,
Ste 200
Costa Mesa, CA 92626

First Regional Bank       Agreement for         $2,650,000
Trust Services,           investment return on
Custodian                 original capital
5950 La Place Court,      contribution
Carlsbad, CA 92008

Robert Wisse,             Loan and investment   $514,061
19 Arrowood Circle,       return due
Ryebrook, NY 10573

Vantaggio HOA c/o         HOA dues              $294,673
Power Prop. Mgmt.
3023 Washington Blvd.,
Marina del Rey, CA 90292

Law Offices of            Attorneys Fees        $120,000
Vatche Chorbajian,
APC

Resident Security         Security Deposits     $108,000
Deposits

Szabo Associates, Inc.    Collecting on         $17,663
                          advertising account

Riverstone Residential    Property Management   $9,923
Group                     Services

My Best Friends           Cleaning Services     $8,610
Services, Inc.

California Franchise      State Taxes           $6,942
Tax Board

CST Co., Inc.             Collections on        $1,758
                          advertising account

Sicari Plumbing           Plumbing Services     $1,258

Scott Tschappat           Repairs/Maintenance   $300

LA Department of          Utilities             $282
Water and Power

AT&T                      Phone Service         $147

Apartments 27-7.com       Advertising           $54


NOBEL GROUP: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Nobel Group, Inc.
        20990 Homestead Road
        Cupertino, CA 95014

Bankruptcy Case No.: 10-55902

Chapter 11 Petition Date: June 6, 2010

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

Judge: Arthur S. Weissbrodt

Debtor's Counsel: Wayne A. Silver, Esq.
                  Law Offices of Wayne A. Silver
                  333 W El Camino Real #310
                  Sunnyvale, CA 94087
                  Tel: (408) 720-7007
                  E-mail: w_silver@sbcglobal.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 Gregory T. Malley, company's president.


NORTEL NETWORKS: Appeals Court Denies Hearing for Disabled Workers
------------------------------------------------------------------
The Ontario Court of Appeal denied a request for a hearing from a
group of about 40 disabled employees to overturn a Canadian
judge's decision approving a settlement with Nortel Networks
Corp.

The Court of Appeal said that Ontario Superior Court Judge
Geoffrey Morawetz exercised his discretion "to carefully balance
the various interests at stake" in approving the settlement
agreement.

"In our view he made no demonstrable error in doing so. The
settlement cannot be said to be unreasonable," the Court of
Appeals said.

Judge Morawetz approved on March 31 a settlement agreement, which
requires Nortel to pay benefits to its former and disabled
employees until the end of the year in return for an agreement
not to sue those involved in the management and funding of the
company's pension and health and welfare funds, according to a
report by Winnipeg Free Press.

"It's definitely a lot of bad news for this group," Joel Rochon
of Rochon Genova LLP, who represents the disabled workers, told
Bloomberg News in a phone interview.

"The pressure is now on the federal government to take
appropriate steps to get these bills passed to protect these
workers," Mr. Rochon said, referring to the proposals that
Canada's opposition parties have introduced to change bankruptcy
law so that former employees of companies that seek court
protection do not lose pensions and disability benefits.

The 40 disabled employees, a minority among Nortel's 300 disabled
workers and 19,500 others covered by the agreement, argued the
time limit on benefits will leave them in poverty after the plan
expires, according to a separate report by Montreal Gazette.

                      About Nortel Networks

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

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

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

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

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

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

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

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


NORTH PHILLY: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: North Philly Works, Inc.
        1945 7th Avenue
        New York, NY 10026
        Tel: (646) 220-6062

Bankruptcy Case No.: 10-14684

Chapter 11 Petition Date: June 7, 2010

Court: U.S. Bankruptcy Court
       Eastern District of Pennsylvania (Philadelphia)

Judge: Jean K. FitzSimon

Debtor's Counsel: Kafi M. Lindsay, Esq.
                  Bennett & Walker
                  100 S. Broad Street, Suite 2130
                  Philadelphia, PA 19103
                  Tel: (267) 456-7371
                  E-mail: kafi.lindsay@gmail.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 Imar Hutchins, president.


NUTRACEA: Gets Court Approval for Class Action Suit Settlement
--------------------------------------------------------------
NutraCea disclosed that the United States District Court for the
District of Arizona has granted preliminary approval of the
previously announced settlement of the securities class action
lawsuit against NutraCea and certain former officers and
directors.  The lawsuit was pending in United States District
Court for the District of Arizona and the same claims were also
filed in the United States Bankruptcy Court for the District of
Arizona. The settlement provides full and complete settlement for
all claims against all defendants.

The settlement remains subject to approval by the Bankruptcy Court
and final approval by the District Court. A hearing on final
approval of the settlement by the District Court is scheduled for
October 1, 2010.

W. John Short, Chairman and CEO, commented, "The court's
preliminary approval is an important step in finalizing the
settlement of the shareholder class action lawsuit.  We are
optimistic that this lawsuit will be fully resolved at the October
1 final approval hearing, but as we all know, until the court's
decision has been rendered there can be no assurance that the
settlement will become final.  In the meantime, our team at
NutraCea is focused on growing our company for the benefit of our
customers, creditors, employees and shareholders and we look
forward to the final resolution of this lawsuit."

Anyone who purchased NutraCea shares between April 2, 2007 and
February 23, 2009 may be entitled to a share of the settlement.
Class members will receive a notice setting forth more details
about the settlement, including how to submit a claim form.

                           About NutraCea

NutraCea is a world leader in production and utilization of
stabilized rice bran.  NutraCea holds many patents for stabilized
rice bran (SRB) production technology and proprietary products
derived from SRB.  NutraCea's proprietary technology enables the
creation of food and nutrition products to be unlocked from rice
bran, normally a waste by-product of standard rice processing.

Phoenix, Arizona-based Nutracea, a California corporation, filed
for Chapter 11 bankruptcy protection on November 10, 2009 (Bankr.
D. Ariz. Case No. 09-28817).  S. Cary Forrester, Esq., at
Forrester & Worth, PLLC, assists the Company in its restructuring
effort.  The Company listed $50,000,001 to $100,000,000 in assets
and $10,000,001 to $50,000,000 in liabilities.


OPUS EAST: Lease Decision Period Extended until August 25
---------------------------------------------------------
The United States Bankruptcy Court for the District of Delaware
has further extended the time by which Jeoffrey L. Burtch, the
Chapter 7 trustee for the Opus East Debtors, must cause to assume
or reject the executory contracts and unexpired property leases
of the Opus East Debtors, through and including August 25, 2010.

The Court entered its order after R. Grant Dick IV, Esq., at
Cooch and Taylor P.A., in Wilmington, Delaware, certified that no
objections were filed to the Chapter 7 Trustee's request.

                          About Opus East

Rockville-based Opus East LLC has developed more than 13.3 million
square feet of space since starting operations in 1994.  It filed
for Chapter 7 liquidation in the U.S. Bankruptcy Court for the
District of Delaware.  Opus East LLC listed $100 million to
$500 million in debts, against $50 million to $100 million in
assets in its Chapter 7 petition.

Bankruptcy Creditors' Service, Inc., publishes Opus West
Bankruptcy News.  The newsletter tracks the separate Chapter 11
proceedings of Opus West Corp. and Opus South Corp. and Chapter 7
proceedings of Opus East their related debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


OPUS EAST: Receives Approval of APG Settlements
-----------------------------------------------
In separate filings, Jeoffrey L. Burtch, the Chapter 7 trustee
for the Opus East Debtors' estates, asks Judge Walrath to approve
two separate "profit participation and escrow agreements" he
entered into with the United States of America, acting through
the Secretary of the Army, and the Commonwealth Land Title
Insurance Company, as escrow agent, in relation to the sale of
certain property interests of the Debtors in an Aberdeen Proving
Grounds development site.

The Chapter 7 Trustee also seeks approval of a distribution of
funds on deposit with the Escrow Agent.

As previously reported, the Chapter 7 Trustee sought and obtained
Court approval to sell certain property interests in the Aberdeen
Site to St. John Properties, Inc.  Debtors APG I LLC and APG II
LLC are ground tenants for Lots 1 and 2 in Land Bay F of the
Aberdeen Project Site and as ground tenants, the Debtors are
contractually obligated to pay to the U.S. Government a "profit
participation fee" that included the amount of "net sales
proceeds" realized as a result of the transactions authorized by
the Court's sale order.

Dale R. Dube, Esq., at Cooch and Taylor, in Wilmington, Delaware,
relates that the Chapter 7 Trustee and the U.S. Government were
unable to calculate the Net Sales Proceeds because of the nature
and timing of the transactions authorized by the Sale Order.

Accordingly, the Chapter 7 Trustee and the Government agreed to
address the Net Sales Proceeds issue by having the Trustee
segregate from the sale proceeds and deposit with the Escrow
Agent $67,976 for APG I and $477,188 for APG, Mr. Dube tells the
Court.  He notes that the amounts are to be administered pursuant
to the terms of two Escrow Agreements.

Mr. Dube avers that the Chapter 7 Trustee and the Government have
complied with the terms of the Escrow Agreements by producing
required documentation in support of the calculation of Net Sales
Proceeds and by engaging in good faith and arm's-length
negotiations.

To fully address the matter on the profit participation fees, the
parties wish to enter into settlement agreement, which provides
that:

  -- The Chapter 7 Trustee and Government acknowledge and agree
     that the Escrow Agreements remain in full force and effect
     and is ratified and affirmed;

  -- Upon the Court's approval of the Proposed Settlement
     Agreement, the Chapter 7 Trustee and the Government will
     authorize the Escrow Agent to promptly distribute the
     principals of the Escrow Funds and any interests accrued;

  -- The distribution of the Escrow Fund principals and any
     accrued interest will be as follows:

        (a) $52,449 for APG I and $380,593 for APG II principal
            sums will be distributed to the Government, together
            with all accrued interests on the Escrow Funds; and

        (b) The remaining principal balance of the Escrow Funds,
            $15,527 for APG I and $96,595 for APG II, will be
            distributed to the Chapter 7 Trustee;

  -- Distributions to the Government will be made only after the
     Escrow Agent receives completed "W-9" forms from the
     Government, at which time the amounts to be distributed to
     the Government will be transferred to separate federally
     insured escrow accounts; and

  -- The Lot 1 and 2 Escrow Agreements will be completed upon
     the disbursement of the Escrow Funds by the Escrow Agent.

                           *     *     *

In separate filings, Dale R. Dube, Esq., at Cooch and Taylor
P.A., in Wilmington, Delaware, certified that no objections were
filed to the requests for approval of two separate "profit
participation and escrow agreements" Jeoffrey L. Burtch, as the
Chapter 7 trustee for the Opus East Debtors, entered into with
the United States of America, acting through the Secretary of the
Army, and the Commonwealth Land Title Insurance Company, as
escrow agent, in relation to the sale of certain property
interests of the Opus East Debtors in an Aberdeen Proving Grounds
development site.

Accordingly, the Court approved the two APG Settlements in
separate orders.

                          About Opus East

Rockville-based Opus East LLC has developed more than 13.3 million
square feet of space since starting operations in 1994.  It filed
for Chapter 7 liquidation in the U.S. Bankruptcy Court for the
District of Delaware.  Opus East LLC listed $100 million to
$500 million in debts, against $50 million to $100 million in
assets in its Chapter 7 petition.

Bankruptcy Creditors' Service, Inc., publishes Opus West
Bankruptcy News.  The newsletter tracks the separate Chapter 11
proceedings of Opus West Corp. and Opus South Corp. and Chapter 7
proceedings of Opus East their related debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


OPUS SOUTH: Waters Edge Files Post-Confirmation Report for Q1
-------------------------------------------------------------
Waters Edge One LLC submitted to the Court a post-confirmation
operating report for the quarter ended March 31, 2010.

The Chapter 11 Plan of Waters Edge was confirmed on February 18,
2010, and was subsequently declared effective on March 1, 2010.

The Post-Confirmation Operating Report reflects cash receipts and
cash disbursements of Waters Edge for the reporting period.

                      Waters Edge One LLC
                  Cash Receipts & Disbursements
              For the quarter ended March 31, 2010

Cash - beginning of period                                   $-

Cash Receipts:
Cash sales                                                   -
Collection of accounts receivable                            -
Proceeds from litigation                                     -
Exit financing                                      $4,431,045
Unclaimed distributions                                      -
Interest income                                              -
                                                    ----------
Total cash receipts                                $4,431,045

Cash Disbursements:
Claims of bankruptcy professionals                 $4,431,045
                                                    ----------
Total disbursements                                $4,431,045

Cash Balance End of Quarter                                 $0
                                                    ==========

                         About Opus South

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

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

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

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


PALISADES COUNTRY: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Palisades Country Club LLC
        6400 Grand Lacuna Blvd
        Lake Worth, FL 33467
        Tel: (561) 542-6669

Bankruptcy Case No.: 10-25994

Chapter 11 Petition Date: June 7, 2010

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

Judge: Erik P. Kimball

Debtor's Counsel: William J. Ridings Jr., Esq.
                  1375 Gateway Blvd
                  Boynton Beach, FL 33426
                  Tel: (561) 767-3049
                  Fax: (561) 767-3031
                  E-mail: wridings@atlanticlegalgroup.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 Kenneth W. Brown.


PAUL TRANSPORTATION: Gets Final OK to Factor Invoices to RTS
------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Oklahoma
issued a final order authorizing Paul Transportation, Inc., to:

     -- factor its invoices to RTS Financial Services, Inc.,
        at a rate of 1.5% with a 3.5% reserve and with full
        recourse;

     -- execute and deliver to RTS a proposed factoring agreement;

     -- grant liens on and security interests in all Accounts; and

     -- use cash collateral throughout the pendency of its
        Chapter 11 case, and provide adequate protection to RTS.

According to its request, the Debtor, to survive, began factoring
to its invoices to RTS months before the bankruptcy filing.  While
factoring its invoices may be an ordinary course of business
activity in which the Debtor could engage without Court approval,
the Debtor noted that factoring on the terms and conditions set
forth in the Factoring Agreement with RTS appears to involve
elements of secured financing and assets disposition, both of
which require Court approval.

The Debtor explained that if it is not permitted to immediately
continue factoring its invoices, its cash flow will be disrupted,
which will render the Debtor unable to operate in the ordinary
course of its business and to timely pay its ongoing operational
expenses.

According to the Debtor's motion, these creditors may assert
secured interests in the Debtor's assets:

     * Afco Insurance Finance;
     * Brown & Brown of Central OK;
     * Citizens Bank of Oklahoma;
     * Commercial Credit Group Inc.;
     * Coppermark Bank;
     * FCC Equipment Financing;
     * GE Capital Corp.;
     * Colonial Pacific Leasing Corporation;
     * Transport International Pool, Inc.;
     * GMAC;
     * Paccar Financial Corp.;
     * Paul Logistics, Inc.;
     * Dell Financial;
     * IBM Credit LLC;
     * National American Insurance Company;
     * Toyota Financial Services, Inc.;
     * Transadvantage, Inc.;
     * Union Bank of Chandler;
     * Wells Fargo Equipment Finance; and
     * RTS

Matthew C. Goodin, Esq. -- mgoodin@klinefirm.org -- at Kline,
Kline, Elliott & Bryant, P.C., in Oklahoma City, on the Debtor's
behalf, told the Court that, to the extent any of the creditors
asserted lien interests against the Debtor's prepetition accounts
receivable, those liens appear to have either been subordinated to
RTS' interests, or released entirely.

General Electric Capital Corporation, Transport International
Pool, Inc. d/b/a Trailer Fleet Services, and Colonial Pacific
Leasing Corporation objected to the Debtor's request to use cash
collateral.  The objection indicates that, as of the May 18, 2010
Petition Date, Paul Transportation owed:

     (1) GE Capital in excess of $6,886,336 under a Truck Lease
         Agreement;

     (2) TIP in excess of $5,125,411, consisting of $4,116,029 in
         unpaid principal and $1,009,382 in past due interest and
         fees, under various promissory notes.

     (3) CPLC in excess of $1,218,450 under loan and security
         agreements.

All such amounts are due and payable.

The GE entities noted that based on the Debtor's conduct and
prepetition performance, they have significant concern as to the
Debtor's ability to satisfy its chapter 11 obligations and confirm
a plan of reorganization.  The GE entities said the Objection was
filed out of an abundance of caution.

The GE entities are represented in the case by:

     William H. Hoch, Esq.
     Nkem A. House, Esq.
     CROWE & DUNLEVY, A Professional Corporation
     20 North Broadway, Suite 1800
     Oklahoma City, OK 73102-8273
     Tel: (405) 235-7700
     Fax: (405) 239-6651

RTS Financial Services is represented in the case by:

     Edward M. Zachary, Esq.
     BRYAN CAVE, LLP
     Two North Central Avenue, #2200
     Phoenix, AZ 85004

        -- and --

     John W. Mee, III, Esq.
     MEE, MEE, HOGE & EPPERSON, PLLP
     50 Penn Place
     1900 Northwest Expressway, Suite 1400
     Oklahoma City, OK 73118

The interim order indicated that stipulations and agreements were
reached at the hearing on the Motion on May 20, 2010.

                     About Paul Transportation

Enid, Oklahoma-based Paul Transportation Inc. -- dba PTI;
Trucking; Paul Transportation; Paul Transportation Systems, Inc.;
and Paul's Transportation -- operates 125 company trucks and uses
an additional 51 owner/operators to provide flatbed transportation
services across the lower 48 states.

Paul Transportation filed for Chapter 11 bankruptcy protection on
May 18, 2010 (Bankr. W.D. Okla. Case No. 10-13022).  G. David
Bryant, Esq.; Matthew Clay Goodin, Esq.; and Stephen W. Elliott,
Esq., at Kline, Kline, Elliott & Bryant, assist the Company in its
restructuring effort.  In its schedules, the Debtor reported
$38,249,443 in total assets and $23,535,843 in total liabilities.


PAUL TRANSPORTATION: May Retain 169 Trailers
--------------------------------------------
The U.S. Bankruptcy Court for the Western District of Oklahoma
signed off on an agreed order that allows Paul Transportation,
Inc., to retain 169 of the trailers the Debtor purchased using
loans provided by Transport International Pool, Inc. d/b/a Trailer
Fleet Services.

TIP objected to the Debtor's bid to use cash collateral.  As of
May 18, 2010, TIP alleges that the Debtor owes $5,125,411 on
unpaid promissory notes.

The Debtor has returned 42 trailers to TIP prepetition.

With respect to the retained trailers, the Debtor agrees to
maintain proper insurance and keep the trailers in good working
condition, subject to normal use conditions, while continuing to
make six bi-monthly payments of $20,000 to TIP.

                     About Paul Transportation

Enid, Oklahoma-based Paul Transportation Inc. -- dba PTI;
Trucking; Paul Transportation; Paul Transportation Systems, Inc.;
and Paul's Transportation -- operates 125 company trucks and uses
an additional 51 owner/operators to provide flatbed transportation
services across the lower 48 states.

Paul Transportation filed for Chapter 11 bankruptcy protection on
May 18, 2010 (Bankr. W.D. Okla. Case No. 10-13022).  G. David
Bryant, Esq.; Matthew Clay Goodin, Esq.; and Stephen W. Elliott,
Esq., at Kline, Kline, Elliott & Bryant, assist the Company in its
restructuring effort.  In its schedules, the Debtor reported
$38,249,443 in total assets and $23,535,843 in total liabilities.


PENHALL HOLDING: Moody's Downgrades Default Ratings to 'Caa3'
-------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of Penhall
Holding Company -- probability of default to Caa3 from Caa2, and
corporate family to Ca from Caa2.  The rating outlook remains
negative.

The downgrades reflect an unsustainable leverage level, declining
backlog, upcoming debt maturities and a weaker than average
creditor recovery prospect.  In Moody's view U.S. non-residential
construction activity will decline about 10% in 2010 and stabilize
in 2011.  Potential for Penhall's securing enough highway
rehabilitation work to reverse the near-term financial stress
appears low, especially in light of exposure to California (a key
Penhall market) and the southwestern U.S.  The revolver expires in
July 2011, the unsecured term loan ($84 million accreted value)
matures in April 2012, while other debts ($11 million) mature
through mid-2011.  The Caa3 probability of default rating also
contemplates recent revolver and secured term loan amendments--
plus the company's option to accrue until maturity its unsecured
term loan interest -- these factors could help avoid near-term
activation of a challenging financial ratio covenant test.  The Ca
corporate family rating reflects application of Moody's Loss Given
Default Methodology with a 40% recovery assumption.  The recovery
assumption has been lowered to 40% from 50%.  Poor tangible asset
to debt coverage, weak earnings outlook and small size drove
Moody's changed recovery view-- which caused the two, versus one,
notch corporate family rating downgrade.

Ratings:

Penhall Holding Company

  -- Probability of default to Caa3 from Caa2

  -- Corporate family to Ca from Caa2

  -- $60 million unsecured term loan due April 2012 affirmed at
     Ca, to LGD 6, 93% from LGD 5, 89%

Penhall International Corp.

  -- $175 million 12% second lien notes due August 2014 to Caa3
     LGD 4, 54% from Caa2 LGD 3, 43%

Moody's last rating action on Penhall occurred June 16, 2009, when
the probability of default rating was downgraded to Caa2 from
Caa1.

Penhall Holding Company is the largest provider of concrete
cutting, breaking and highway grinding services in North America.
Penhall provides a broad range of services including equipment
rental with experienced operators who can operate equipment, and
project managers for more complex requirements.  The company
operates 35 locations in 18 states and maintains over 800 pieces
of equipment, in the U.S. and Canada.


PETTUS PROPERTIES: Case Summary & 7 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Pettus Properties, Inc.
        14040 S. Tryon Street
        Charlotte, NC 28278

Bankruptcy Case No.: 10-31632

Chapter 11 Petition Date: June 8, 2010

Court: U.S. Bankruptcy Court
       Western District of North Carolina (Charlotte)

Judge: George R. Hodges

Debtor's Counsel: Richard M. Mitchell, Esq.
                  Mitchell & Culp, PLLC
                  1001 Morehead Square Drive, Suite 330
                  Charlotte, NC 28203
                  Tel: (704) 333-0630
                  Fax: (704) 333-4975
                  E-mail: rmmatty@mitchellculp.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 $0
while debts total $10,558,975.

The petition was signed by J.H. Pettus, president.

Debtor's List of 7 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
BB & T Gary Finch                  Trade                $3,149,500
Commercial Real Estate Group
200 S. College Street, 2nd Floor
Charlotte, NC 28202

Parker, Poe, Adams & Bernstein     Professional Fees       $34,427
Three Wachovia Center
401 S. Tryon Street, #3000
Charlotte, NC 28202

The Budd Group                     Trade                   $20,641
Accounts Receivable
2325 South Stratford Road
Winston-Salem, NC 27103

PAR Realty Investors               Loan                    $11,189

BB & T                             Loan                     $9,825

James Access Control               Trade                    $4,630

Greer & Walker, LLP                Professional Fees        $4,625


PROJECT ORANGE: Files Schedules of Assets and Liabilities
---------------------------------------------------------
Project Orange Associates, LLC, filed with the U.S. Bankruptcy
Court for the Southern District of New York its schedules of
assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property            $9,728,500
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                   $19,695
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $15,430,687
                                 -----------      -----------
        TOTAL                     $9,728,500      $15,450,382

New York-based Project Orange Associates, LLC, filed for Chapter
11 bankruptcy protection on April 29, 2010 (Bankr. S.D.N.Y. Case
No. 10-12307).  Timothy W. Walsh, Esq., at DLA Piper LLP (US),
assists the Company in its restructuring effort.  The Company
estimated its assets and debts at $10,000,001 to $50,000,000.


PROSPECT HOMES: Files for Chapter 11 Protection
-----------------------------------------------
Aaron Kremer at Richmond BizSense reports that Prospect Homes
filed for Chapter 11 bankruptcy protection armed with a plan of
liquidation, wherein unsecured creditors will net get any money.

According to the report, the Company lacked adequate funding to
complete projects and could not continue to pay bills when became
due because secured lenders had begun on collateral.  The Company
said sales fell 40% in 2008, and by 2009, homes were selling for
less than the debt owed on those properties.

Company president Joe Audi provided more than $1 million in
debtor-in-possession financing to the company, Mr. Kremer notes.

Prospect Homes engages in home building.


PROTECTION ONE: Entity Exercises Option to Buy 48.8-Mil. Shares
---------------------------------------------------------------
Protection Acquisition Sub Inc. exercised its option to purchase
directly from the Protection One Inc. 48,868,142 newly-issued
shares of Common Stock at the Offer Price and in exchange for an
unsecured, non-negotiable and non-transferable promissory note
issued by Acquisition Sub to the Company in the aggregate
principal amount of $757,456,201, bearing interest at 10% per
annum, compounded monthly, with principal and interest due one
year after the purchase of the Top-Up Shares, prepayable in whole
or in part without premium or penalty.

The Top-Up Shares, when combined with the number of shares of
Common Stock owned by Parent and Acquisition Sub immediately prior
to the exercise of the Top-Up Option, represented at least 90% of
the outstanding Common Stock.  The Top-Up Shares were issued
without registration under the Securities Act of 1933.

                         NASDAQ Delisting

Protection One said in a regulatory filing that it no longer
fulfills the numerical listing requirements of NASDAQ Stock
Market.  Accordingly, on June 4, 2010, at the Company's request,
NASDAQ filed with the Securities and Exchange Commission a
Notification of Removal from Listing and/or Registration under
Section 12(b) of the Securities Exchange Act of 1934, as amended,
on Form 25 thereby effecting the delisting of the Common Stock
from NASDAQ and the deregistration of the Common Stock under
Section 12(b) of the Exchange Act.

                        About Protection One

Protection One, Inc. -- http://www.ProtectionOne.com/-- is
principally engaged in the business of providing security alarm
monitoring services, including sales, installation and related
servicing of security alarm systems for residential and business
customers.  The Company also provides monitoring and support
services to independent security alarm dealers on a wholesale
basis.  Affiliates of Quadrangle Group LLC and Monarch Alternative
Capital LP own roughly 70% of the Company's common stock.

As of March 31, 2010, the Company had total assets of
$562.853 million against total liabilities of $624.631 million,
resulting in stockholders' deficit of $61.778 million.


QB2 HOLDINGS: Section 341(a) Meeting Scheduled for June 29
----------------------------------------------------------
The U.S. Trustee for Region 7 will convene a meeting of QB2
Holdings, LP's creditors on June 29, 2010, at 1:00 p.m.  The
meeting will be held at the Austin Room 118, Homer Thornberry
Building., 903 San Jacinto, Austin, TX 78701.

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

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

Austin, Texas-based QB2 Holdings, LP, filed for Chapter 11
bankruptcy protection on May 31, 2010 (Bankr. W.D. Tex. Case No.
10-11526).  Stephen W. Sather, Esq., at Barron & Newburger, P.C.,
assists the Company in its restructuring effort.  The Company
listed $10,000,001 to $50,000,000 in assets and $1,000,001 to
$10,000,000 in liabilities.


RICHARD THOMPSON: Case Summary & 11 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Richard Paul Thompson, Jr.
        1171 Beach Blvd
        Jacksonville Beach, FL 32250

Bankruptcy Case No.: 10-04915

Chapter 11 Petition Date: June 7, 2010

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

Debtor's Counsel: Bryan K. Mickler, Esq.
                  5452 Arlington Expressway
                  Jacksonville, FL 32211
                  Tel: (904) 725-0822
                  Fax: (904) 725-0855
                  E-mail: court@planlaw.com

Scheduled Assets: $1,662,598

Scheduled Debts: $3,412,184

A list of the Company's 11 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flmb10-04915.pdf

The petition was signed by Richard Paul Thompson, Jr.


ROBERT VACCARO: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Joint Debtors: Robert J. Vaccaro
               Maryann Vaccaro
               18 Raintree Court
               Holmdel, NJ 07733

Bankruptcy Case No.: 10-27442

Chapter 11 Petition Date: June 7, 2010

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

Judge: Kathryn C. Ferguson

Debtor's Counsel: Jules L. Rossi, Esq.
                  Law Office of Jules L. Rossi
                  208 Main Street
                  Asbury Park, NJ 07712
                  Tel: (732) 774-5520
                  Fax: (732) 744-5870
                  E-mail: jlrbk423@aol.com

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

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

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

The petition was signed by the Joint Debtors.


RUSTICK LLC: Gets Okay to Hire Dilworth Paxson as Bankr. Counsel
----------------------------------------------------------------
Rustick, LLC, obtained authorization from the Hon. Thomas P.
Agresti of the U.S. Bankruptcy Court for the Western District of
Pennsylvania to employ Dilworth Paxson LLP as bankruptcy counsel.

Dilworth Paxon will, among other things:

     a. prepare applications, pleadings, briefs, memoranda and
        other documents and reports as may be required;

     b. represent the Debtor at all hearings and adversary
        proceedings;

     c. represent the Debtor in its dealings with the estate's
        creditors and other parties-in-interest; and

     d. prepare a Plan and Disclosure Statement, as well as
        appropriate motions relating to the Debtor's liquidating
        plan and proposed auction sale.

Dilworth Paxson will be paid based on the hourly rates of its
personnel:

        Partners                         $350-$725
        Associates                       $225-$350
        Paralegals                       $130-$150

James J. Rodgers, a partner at Dilworth Paxson, assured the Court
that the firm is "disinterested" as that term is defined in
Section 101(14) of the Bankruptcy Code.

Kane, Pennsylvania-based Rustick, LLC, filed for Chapter 11
bankruptcy protection on May 13, 2010 (Bankr. W.D. Pa. Case No.
10-10902).  The Company listed $1,000,001 to $10,000,000 in assets
and $50,000,001 to $100,000,000 in liabilities.


RUSTICK LLC: Gets OK to Tap Quinn Law as Local & Conflicts Counsel
------------------------------------------------------------------
Rustick, LLC, obtained authorization from the Hon. Thomas P.
Agresti of the U.S. Bankruptcy Court for the Western District of
Pennsylvania to employ Quinn Law Firm as local and conflicts
counsel.

Quinn Law will:

     a. give the Debtor legal advice with respect to matters
        involving Merrill Lynch and Bank of America;

     b. give the Debtor legal advice with respect to the local
        rules and practices of this Court; and

     c. perform other legal services for the Debtor which may be
        necessary, and which are not duplicative of the services
        provided to the Debtor by Dilworth.

Lawrence C. Bolla, Esq., a member at Quinn Law, said that the firm
will be paid based on the hourly rates of its personnel:

        Lawyers                         $160-$325
        Paraprofessionals                 $65-$80

Quinn Law is "disinterested" as that term is defined in Section
101(14) of the Bankruptcy Code.

Kane, Pennsylvania-based Rustick, LLC, filed for Chapter 11
bankruptcy protection on May 13, 2010 (Bankr. W.D. Pa. Case No.
10-10902).  The Company listed $1,000,001 to $10,000,000 in assets
and $50,000,001 to $100,000,000 in liabilities.


RUSTICK LLC: Secures $1,390,000 DIP Loan From Merrill Lynch
-----------------------------------------------------------
Hon. Thomas P. Agresti of the U.S. Bankruptcy Court for the
Western District of Pennsylvania in Erie was scheduled on Thursday
to consider approval of Rustick, LLC's request to:

     -- obtain postpetition financing from Merrill Lynch Portfolio
        Management, Inc.;

     -- grant the claims of the DIP Lender superpriority claim
        status;

     -- grant the DIP Lender security interests in and liens on
        the DIP Collateral;

     -- authorize the Debtor to use Cash Collateral and to provide
        adequate protection to Pre-petition Secured Parties;

     -- authorize the Debtor to use the proceeds of the DIP
        Facility.

Merrill Lynch Portfolio Management is providing a delayed-draw
term loan of up to $1,390,000, which will include a CapEx Reserve
of up to $500,000.  The loan matures November 10, 2010.

The Debtor intends to sell its assets in the Chapter 11 case, and
requires immediate funding to continue in business as a going
concern pending such sale.

The Debtor sought to borrow up to $119,130 from the DIP Lender
with respect to the Term Loan and on an interim basis.

Merrill Lynch, Pierce, Fenner & Smith Incorporated or its
affiliates or successors holds 100% of the Pennsylvania Economic
Development Financing Authority's Solid Waste Disposal Revenue
Bonds in the aggregate amount of approximately $23.825 million.
The Bonds are secured by a first priority lien on all of the
Debtor's assets.  The Bank of New York Trust Company, N.A., as
successor to J.P. Morgan Trust Company, N.A., is Trustee under the
Bonds.

Merrill Lynch is also the holder of 100% of certain convertible
notes issued August 2005.  Merrill Lynch loaned additional funds
to the Debtor under a January 2007 Amended and Restated
Convertible Term Note for $14.0 million and a July 2009 Second
Amended and Restated Convertible Term Note for $15,625,000.
Merrill Lynch is also the holder of an August 2005 placement agent
note.  The Merrill Lynch Notes are secured by a lien on the equity
in Rustick.

As of March 31, 2010, the Debtor's liability for the subordinated
Merrill Lynch Note Claims is $20.9 million.  Of this amount,
$18.8 million is outstanding principal and accrued interest on the
Merrill Lynch Notes and $2.1 is outstanding principal and interest
on the Merrill Lynch Placement Note.

Roberta A. DeAngelis, acting United States Trustee for Region 3,
objected to the Debtor's request, saying local rule LR 4001-3
requires that the content of agreements concerning use of cash
collateral "shall comply with the Cash Collateral Guidelines
specified in the Court Procedures Manual."  The U.S. Trustee said
the lengthy and complex provisions of the Motion include
provisions which fail to conform to the requirements of LR 4001-3
and General Court Procedure Number 10.

The Debtor is represented by:

     Peter C. Hughes, Esq.
     Jennifer L. Maleski, Esq.
     DILWORTH PAXSON LLP
     1500 Market Street, Suite 3500E
     Philadelphia, PA 19102
     Tel: (215) 575-7000

          -- and --

     Lawrence C. Bolla, Esq.
     Nicholas R. Pagliari, Esq.
     QUINN BUSECK LEEMHUIS TOOHEY AND KROTO, INC.
     2222 West Grandview Boulevard
     Erie, PA 16506
     Tel: (814) 833-2222
     E-mail: lbolla@quinnfirm.com
             npagliari@quinnfirm.com

                       Plan of Reorganization

On the petition date, the Debtor filed a plan of reorganization
and accompanying disclosure statement that calls for a sale of
substantially all assets to a purchaser to be identified during an
auction and sale process.  Claims will be paid from the Plan Cash
on the Plan Effective Date, which will occur upon closing of the
sale of Debtor's assets.  No liens will be retained or granted.

The Plan documents indicate the Debtor, as of February 28, 2010,
has $27,932,920 in total assets to satisfy $39,268,645 in Secured
Claims, $7,260.55 in Priority Claims, and $27,429,597 in scheduled
General Unsecured Claims, as well as other claims and interests.

A full-text copy of the Debtor's Plan is available at no charge
at http://bankrupt.com/misc/RUSTICKLLC_Plan.pdf

A full-text copy of the Debtor's Disclosure Statement is available
at no charge at http://bankrupt.com/misc/RUSTICKLLC_DS.pdf

The United States Trustee has appointed an official committee of
unsecured creditors in the case.  The Committee has retained
Robert S. Bernstein, Esq., Kirk B. Burkley, Esq., and Bernstein
Law Firm, P.C. as counsel; and James W. Fox and Executive Sounding
Board Associates, Inc. as Financial Advisor.

                           About Rustick

Rustick, LLC, owns and operates a Subtitle D landfill located in
McKean County, Pennsylvania, which disposes of non-hazardous waste
from about 50 customers.  As a designated landfill to the McKean
County Solid Waste Plan, Rustick's customer base is local and
includes home and business owners, independent licensed haulers,
municipal governments, and large businesses and institutions
within McKean County and surrounding rural counties in Northwest
Pennsylvania.  The Landfill was acquired by the Debtor in 2005
from McKean County Solid Waste Authority for $17 million.

Kane, Pennsylvania-based Rustick, LLC, filed for Chapter 11
bankruptcy protection on May 13, 2010 (Bankr. W.D. Pa. Case No.
10-10902).


SALANDER-O'REILLY: Auction of European Art Disappointing
--------------------------------------------------------
Rachel Feintzeig at Dow Jones' Daily Bankruptcy Review reports
that the auction of European art from the gallery of Lawrence
Salander yielded disappointing results this week, an outcome that
surely left the company's creditors most disappointed of all.  The
auction was held at Christie's in New York.  Ms. Feintzeig relates
the creditors -- who include artists, collectors and investors
allegedly bilked out of $93 million by Mr. Salander's fraudulent
scheme -- are in line to see proceeds from the sale of the pricey
works of art.  But the paintings, which came from the studios of
artists like El Greco and Sir Peter Paul Rubens, only brought in
$2.1 million, falling short of the $2.3 million low estimate set
before the sale, Bloomberg reported, according to Ms. Feintzeig.
A third of the items up for grabs went unsold.

Ms. Feintzeig says the top-selling item at the auction came from
the studio of El Greco.  The painting, which depicts Jesus on his
knees, fetched $386,500 and was originally purchased by Mr.
Salander for $262,400, according to Bloomberg, Ms. Feintzeig
relates.

                      About Salander-O'Reilly

Established in 1976, New York-based Salander-O'Reilly Galleries
LLC -- http://www.salander.com/-- exhibited and managed fine art
from renaissance to contemporary.  On Nov. 1, 2007, three
creditors filed an involuntary chapter 7 petition against the
gallery (Bankr. S.D.N.Y. Case Number 07-13476).  The petitioners,
Carol F. Cohen of Two Swans Farm, Cavallon Family LP, and Richard
Ellenberg, disclosed total claims of more than $5 million.  Amos
Alter, Esq., at Troutman Sanders LLP and John Koegel, Esq., at The
Koegel Group LLP represent the petitioners.

On Nov. 9, 2007, the Debtor's case was converted to a chapter 11
proceeding (Bankr. S.D.N.Y. Case No. 07-30005).  Alan D. Halperin,
Esq., at Halperin Battaglia Raicht, LLP, represents the gallery.

Salander-O'Reilly Galleries was owned by Lawrence B. Salander and
his wife, Julie D. Salander, of Millbrook, New York.  The couple
also had membership interests in galleries including non-debtor
entities, Renaissance Art Investors and Salander Decorative Arts
LLC.  The couple filed for chapter 11 protection on Nov. 2, 2007
(Bankr. S.D.N.Y. Case No. 07-36735).  Douglas E. Spelfogel, Esq.,
and Richard J. Bernard, Esq. at Baker & Hostetler LLP and Susan P.
Persichilli, Esq., at Buchanan Ingersoll PC represent the Debtors
in their restructuring efforts.  When they filed for bankruptcy,
Mr. and Mrs. Salander listed assets and debts between $50 million
and $100 million.

Prior to bankruptcy, Mr. Salander resigned as Salander-O'Reilly
Galleries' manager and turned over the control to Triax Capital
Advisors LLC, an independent turnaround firm.  The U.S. Bankruptcy
Judge in Poughkeepsie, New York, converted the Chapter 11 case of
Salander and his wife to a liquidation in Chapter 7 in May 2008,
automatically bringing the appointment of a trustee.


SD TRUST: U.S. Trustee Forms 5-Member Creditors Committee
---------------------------------------------------------
W. Clarkson McDow, Jr., the U.S. Trustee for Region 4, appointed
five members to the official committee of unsecured creditors in
the Chapter 11 case of SD Trust, LLC.

The Creditors Committee members are:

1. Robert E. Alexander
   351 Cherokee Lake Road
   Tamassee, SC 29686
   Tel: (864) 944-5817

2. Dennis E. Pifer
   204 Windlake Drive
   Seneca, SC 29672
   Tel: (864) 723-5090

3. Jeff Greenberg
   Greenberg Investments
   128 Ratson Avenue
   Mill Valley, CA 94941
   Tel: (408) 316-1015

4. Ronald Priddy
   581 Tall Ship
   Salem, SC 29676
   Tel: (864) 723-4339

5. Cory S. Chambers
   30 Marina Village Way
   Salem, SC 29676
   Tel: (864) 944-2376

Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at the Debtor's
expense.  They may investigate the Debtor's business and financial
affairs.  Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.  Those
committees will also attempt to negotiate the terms of a
consensual Chapter 11 plan -- almost always subject to the terms
of strict confidentiality agreements with the Debtors and other
core parties-in-interest.  If negotiations break down, the
Committee may ask the Bankruptcy Court to replace management with
an independent trustee.  If the Committee concludes reorganization
of the Debtor is impossible, the Committee will urge the
Bankruptcy Court to convert the Chapter 11 cases to a liquidation
proceeding.

Greenville, South Carolina-based SD Trust, LLC, filed for Chapter
11 bankruptcy protection on April 30, 2010 (Bankr. D. S.C. Case
No. 10-03185).  Robert H. Cooper, Esq., at Greenville, South
Carolina, assists the Company in its restructuring effort.  The
Company estimated its assets and debts at $10,000,001 to
$50,000,000.


SD TRUST: Files Schedules of Assets and Liabilities
---------------------------------------------------
SD Trust, LLC, filed with the U.S. Bankruptcy Court for the
District of South Carolina its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                $9,068,150
  B. Personal Property              $442,432
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $12,978,293
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $3,330,108
                                 -----------      -----------
        TOTAL                     $9,510,582      $16,305,401

Greenville, South Carolina-based SD Trust, LLC, filed for Chapter
11 bankruptcy protection on April 30, 2010 (Bankr. D. S.C. Case
No. 10-03185).  Robert H. Cooper, Esq., at Greenville, South
Carolina, assists the Company in its restructuring effort.  The
Company estimated its assets and debts at $10,000,001 to
$50,000,000.


SEDONA DEVELOPMENT: Seeks July 1 Extension of Schedules Filing
--------------------------------------------------------------
Sedona Development Partners, LLC, and The Club At Seven Canyons,
LLC are seeking a 21-day extension -- through July 1, 2010 -- of
their deadline to file their Statements of Financial Affairs and
Schedules of Assets and Liabilities required by Section
521(a)(1)(B) of the Bankruptcy Code.

The Debtors note their cases complicated, involving more than
$65,000,000 in secured debt with several different secured
lenders.  There are also a variety of unsecured claimants and golf
club membership issues involving hundreds of members which must be
addressed in the Debtors' schedules.

The Debtors note that they have begun to prepare their Statements
and Schedules, but, as a purely practical matter, require
additional time to complete and file them with the Court.

Sedona Development Partners owns an 18-hole golf course and
related properties, including luxury villas, a practice park,
range house, tennis courts and related facilities in Sedona,
Arizona, known generally as Seven Canyons.  The Club at Seven
Canyons, LLC, operates the golf course and related facilities for
SDP.  SDP is the manager and sole member of the Club.

Sedona Development Partners filed for Chapter 11 bankruptcy
protection on May 27, 2010 (Bankr. D. Ariz. Case No. 10-16711).
The Club At Seven Canyons filed a separate Chapter 11 petition
(Bankr. D. Ariz. Case No. 10-16714).  John J. Hebert, Esq., Philip
R. Rudd, Esq., and Wesley D. Ray, Esq., at Polsinelli Shughart PC,
serve as the Debtor's bankruptcy counsel.  Lender Specialty Trust
is represented by Joseph E. Cotterman, Esq., and Nathan W.
Blackburn, Esq., at Gallagher & Kennedy, P.A.  Sedona listed
$10,000,001 to $50,000,000 in assets and $50,000,001 to
$100,000,000 in liabilities.


SEDONA DEVELOPMENT: Seeks to Use Specialty Trust Cash Collateral
----------------------------------------------------------------
Sedona Development Partners, LLC, and The Club At Seven Canyons,
LLC, seek authority from the U.S. Bankruptcy Court of the District
of Arizona to use, for a period of 90 days, cash which may be
claimed as "cash collateral" by Specialty Trust, Inc., in its
capacity as lender or purported agent for certain investors.

Although the Debtors do not believe that the cash generated by
their operations and sought to be used is, in fact, cash
collateral, they made the request in an abundance of caution and
to allow the continuation of their operations until such time as
the Court may determine the nature and extent of Specialty's
liens, if any exist, in the Debtors' postpetition revenues.  The
Debtors said the revenues implicated by their request would be
used in accordance with a budget, to pay the Debtors' ordinary and
necessary operating expenses.

The Debtors note that nearly all of their revenue is derived from
the golf course and related facilities owned by SDP and operated
by the Club.  In connection with the acquisition, development, and
operation of the Property, SDP entered into a series of loan
transactions with Specialty.

Specialty claims that there exists a principal balance due and
owing under the Loans in excess of $54,384,000.  Specialty alleges
that, among other things, one or more of the parcels comprising
the Property serve as collateral for the Loans.

The Debtors also indicated they'll use $24,000 of the cash to
repair a well pump necessary to keep the golf course watered and
green.  The Debtors said it absolutely imperative that the well
pump be repaired as soon as possible, because despite their best
efforts to maintain the course while the pump was down, the golf
course is already demonstrating the ill-effects of a lack of
sufficient water.

The Debtors' lawyers may be reached at:

     John J. Hebert, Esq.
     Philip R. Rudd, Esq.
     Wesley D. Ray, Esq.
     POLSINELLI SHUGHART PC
     3636 North Central Avenue, Suite 1200
     Phoenix, AZ 85012
     Tel: (602) 650-2000
     Fax: (602) 264-7033
     E-Mail: jhebert@polsinelli.com
             prudd@polsinelli.com
             wray@polsinelli.com

Attorneys for Specialty Trust are:

     Joseph E. Cotterman, Esq.
     Nathan W. Blackburn, Esq.
     GALLAGHER & KENNEDY, P.A.
     2527 E. Camelback Road
     Phoenix, AZ 85016-9225
     E-mail: jec@gknet.com
             nate.blackburn@gknet.com

Sedona Development Partners owns an 18-hole golf course and
related properties, including luxury villas, a practice park,
range house, tennis courts and related facilities in Sedona,
Arizona, known generally as Seven Canyons.  The Club at Seven
Canyons, LLC, operates the golf course and related facilities for
SDP.  SDP is the manager and sole member of the Club.

Sedona Development Partners filed for Chapter 11 bankruptcy
protection on May 27, 2010 (Bankr. D. Ariz. Case No. 10-16711).
The Club At Seven Canyons filed a separate Chapter 11 petition
(Bankr. D. Ariz. Case No. 10-16714).  Sedona listed $10,000,001 to
$50,000,000 in assets and $50,000,001 to $100,000,000 in
liabilities.


SEDONA DEVEVLOPMENT: Wants to Hire Highland Financial as CRO
------------------------------------------------------------
Sedona Development Partners, LLC, and The Club At Seven Canyons,
LLC, have sought permission from the U.S. Bankruptcy Court for the
District of Arizona to employ John Prince of Highland Financial
Consulting LLC as chief restructuring officer.

Highland Financial will:

     a) work closely with Debtors' legal counsel to facilitate
        preparation and filing of a Plan of Reorganization, assist
        in preparation and filing of statements and schedules,
        monthly operating reports, and any other operating
        required to facilitate the intended successful
        reorganization of the client;

     b) attend certain court hearings on behalf of the Debtors;
        and

     c) serve in the capacity as the Debtors' Chief Restructuring
        Officer, assisting with the financial oversight and
        management of all financial operations of client on as
        needed basis.

Highland Financial will be paid $135 per hour for its services.

To the best of the Debtors' knowledge, Highland Financial is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

Sedona, Arizona-based Sedona Development Partners, LLC, filed for
Chapter 11 bankruptcy protection on May 27, 2010 (Bankr. D. Ariz.
Case No. 10-16711).  Philip R. Rudd, Esq., at Polsinelli Shughart
PC, assists the Company in its restructuring effort.  The Company
listed $10,000,001 to $50,000,000 in assets and $50,000,001 to
$100,000,000 in liabilities.


SELF STORAGE: Case Summary & 22 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Self Storage of Walnut Creek, LLC
        2690 North Main Street
        Walnut Creek, CA 94597

Bankruptcy Case No.: 10-46516

Chapter 11 Petition Date: June 7, 2010

Court: United States Bankruptcy Court
       Northern District of California (Oakland)

Judge: Randall J. Newsome

Debtor's Counsel: Joel K. Belway, Esq.
                  Law Offices of Joel K. Belway
                  235 Montgomery St. #668
                  San Francisco, CA 94104
                  Tel: (415) 788-1702
                  E-mail: belwaypc@pacbell.net

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

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

The petition was signed by Sidney Corrie, Jr., president of
managing member.

Debtor's List of 22 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
CA Franchise Tax Board                           $12,000
P.O. Box 942857
Sacramento, CA 94267-0601

Nonna Cheatham                                   $495
2690 N. Main Street #CG110
Walnut Creek, CA 94597

Geoffrey Smith                                   $460
2690 N. Main Street #CB86
Walnut Creek, CA 94597

Allergy & Asthma Medical Group                   $435

Urban Bay Properties                             $345

Dianne S. Hammond                                $335

Harold J. Eisenberg                              $280

Insight Capital                                  $265

Greta Heintz                                     $260

Joanne M. Harrington                             $242

Denalect Alarm                                   $242

Deborah Bornheimer                               $242

Robert C. Bub Med. Association                   $242

Mike Whitehurst                                  $240

Suzanne Wyatt                                    $230

The Men's Wearhouse                              $230

David G. Patterson                               $230

Appel Law Firm LLP                               $230

Robert P. Gould                                  $210

James B. Lee                                     $205

Daniel J. Levy                                   $205

Lyn Walters                                      $205


SILGAN HOLDINGS: Moody's Assigns 'Ba1' Rating on New Facilities
---------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to Silgan Holdings
Inc. new secured credit facilities and revised the ratings outlook
to positive.  Moody's also affirmed the Ba2 Corporate Family
Rating.  The rating is in response to the company's announcement
that it has engaged Deutsche Bank Securities Inc. and Banc of
America Securities LLC to arrange a proposed new credit facility
to refinance its existing senior secured credit facility.  The
proceeds of the refinancing are expected to be used to pay down
the existing credit facility and to increase cash on hand.

The positive outlook reflects the company's success in improving
margins, low leverage and strong interest coverage.  The positive
outlook also reflects the company's stable profitability and
consistent free cash generation.  Although leverage is likely to
rise over time, Moody's expects that Silgan will pursue policies
to maintain credit metrics at a level strong enough to warrant an
upgrade over the rating horizon.

The Ba2 corporate family rating reflects the concentrated industry
structure, strong contract structures and stable profitability in
the company's primary segment.  The rating also reflects its
onsite presence with customers and barriers to entry in the
primary segment.

The corporate family rating is constrained by the company's
acquisitiveness, largely commoditized product line and
concentration of sales.  The rating is also constrained by the
lack of growth in the primary end market, less favorable operating
environment in the company's plastics and closures segments, and
the potential for increased operating risk over time stemming from
the company's acquisition strategy.  Contract structures and the
competitive environment are not as favorable in the company's
plastics and closures segments leading to more volatile operating
results.

Moody's took these rating actions:

  -- Assigned $550 million revolver due 2015, Ba1 (LGD 3, 36%)

  -- Assigned $300 million term loan A due 2016, Ba1 (LGD 3, 36%)

  -- Assigned CAD81 million term loan A due 2016, Ba1 (LGD 3, 36%)

  -- Assigned EUR125 million term loan A due 2016, Ba1 (LGD 3,
     36%)

  -- Affirmed $450 million senior secured first lien revolver due
     2011, Ba1 (LGD 3, 30%), expected to be withdrawn after the
     close of the transaction;

  -- Affirmed $345 million senior secured first lien term loan A
     due 2011, Ba1 (LGD 3, 30%), expected to be withdrawn after
     the close of the transaction;

  -- Affirmed $44 million senior secured first lien term loan B
     due 2012, Ba1 (LGD 3, 30%), expected to be withdrawn after
     the close of the transaction;

  -- Affirmed CAD $90 million Canadian term loan due 2012, Ba1
     (LGD 3, 30%).  expected to be withdrawn after the close of
     the transaction;

  -- Affirmed $250 million 7.25% senior unsecured notes due 2016,
     Ba3 (LGD 5, 81% from LGD 5, 77%);

  -- Affirmed $200 million 6.75% senior subordinated notes due
     2013, B1 (LGD 6, 94%);

  -- Affirmed corporate family rating, Ba2;

  -- Affirmed probability of default, Ba2;

  -- Revised the ratings outlook to positive from stable.

Moody's last rating action on Silgan occurred on May 4, 2009, when
Moody's affirmed the company's Ba2 corporate family rating and a
stable ratings outlook and rated the new senior unsecured notes
Ba3.

Headquartered in Stamford, Connecticut, Silgan Holdings Inc. is a
manufacturer of metal and plastic consumer goods packaging
products.  Silgan operates 66 plants throughout North and South
America, Europe and Asia and its consolidated net revenue for the
twelve months ended March 31, 2010, was approximately
$3.1 billion.


SILVER STAR: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Silver Star Development, L.P.
        801 W. 10th Street
        Fort Worth, TX 76102

Bankruptcy Case No.: 10-43870

Chapter 11 Petition Date: June 7, 2010

Court: U.S. Bankruptcy Court
       Northern District of Texas (Ft. Worth)

Judge: Russell F. Nelms

Debtor's Counsel: Richard G. Grant, Esq.
                  Roberts & Grant, PC
                  1304 John McCain Road
                  Colleyville, TX 76034
                  Tel: (214) 210-2929
                  Fax: (214) 224-0198
                  E-mail: rgrant@robertsandgrant.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 Larry Gentry, president of GP.

Debtor-affiliate filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
SSD Partners, L.L.C.                  10-43871            06/07/10


SIRIUS XM: Unit Deregisters Senior PIK Secured Notes Due 2011
-------------------------------------------------------------
XM Satellite Radio Inc. filed a Form 15 to cancel the registration
of its Senior PIK Secured Notes due 2011.  As of June 3, 2010,
nobody holds the Company's Senior PIK Secured Notes.

                       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.

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.

                           *     *     *

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.


SITHE/INDEPENDENCE FUNDING: Moody's Reviews 'Ba2' Bond Rating
-------------------------------------------------------------
Moody's Investors Service has placed the Ba2 rating of
Sithe/Independence Funding Corporation's senior secured bonds
under review for possible downgrade.  The review will consider the
impact of any rating action on Dynegy on the project rating in
light of the project's close relationship with Dynegy Holdings
Inc. and the relative absence of ring-fencing in place between
Dynegy and the project.  Dynegy's B2 Corporate Family Rating is
currently under review for possible downgrade as well.  Dynegy
owns Sithe; it is the sole holder of the project's $419 million of
unrated subordinated debt; and it is the guarantor of the
obligations of its affiliate, Dynegy Power Marketing, under DPM's
tolling and financial swap agreements with the project that
together relate to 90% of the project's energy output and
contribute a substantial portion of its gross margins.  That said,
Moody's notes that the majority of the project's cash flows come
from its contract with Consolidated Edison Company of New York (A3
stable) for 740 MW of capacity.

Sithe's rating was confirmed following Dynegy's downgrade last
year, but Moody's noted at the time that the rating could face
downward pressure if Dynegy's own credit quality deteriorated
further.  While Sithe's rating is not directly linked to Dynegy's,
it is not completely separated either.  The review will consider
the fact that Sithe does not benefit from certain ring-fencing
measures, including an independent director, that are
characteristic of many other project financings, particularly
those that are wholly-owned by non-investment grade companies.
One consequence of the project's lack of independence and its
exposure to Dynegy is its failure to exercise any of the remedies
available to it as a result of the continuing technical defaults
under the various project agreements with DHI's affiliates.  These
defaults are due to Dynegy's non-investment grade credit quality
and its failure to provide substitute guaranties of its
subsidiaries' obligations.

While senior lenders benefit from the very limited rights of the
subordinated debt until the senior notes are repaid in full, the
project's close and complex relationship with Dynegy could make it
easier for Dynegy to file Sithe for voluntary bankruptcy and seek
its substantive consolidation should Dynegy have to file itself.
Though the costs and risks associated with such a move could
exceed any benefits it provides, the way in which the project
calculates senior debt service coverage could increase Dynegy's
incentive to file the project for bankruptcy protection in order
to gain access to excess project cash flows.  Because the project
nets subordinated interest expense against cash flow available for
debt service, Moody's believes that the project's subordinated
debt obligations to Dynegy could potentially prevent it from
complying with its restricted payments test and making
distributions to Dynegy.

The review will also consider the reasons for the significant
deterioration in financial performance that the project exhibited
in the first quarter of 2010, when debt service coverage dropped
to 1.3x from 1.8x during the same period a year earlier, and the
prospects for improvement.

The last rating action on Sithe Funding occurred on May 5, 2009,
when the Project's rating was confirmed.

Sithe/Independence Funding Corporation is a wholly owned
subsidiary of Sithe/Independence Power Partners, L.P., which is a
1,064 MW natural gas fired cogeneration facility located in Oswego
County, New York.  Sithe Funding's debt is guaranteed by Sithe
Power (the project) and secured by all the assets of Sithe Power.
The project is owned by Dynegy Holdings Inc. (B2 CFR RUR Down) and
is capitalized with approximately $287 million of outstanding
senior secured notes and $419 million of subordinated debt held by
Dynegy.


SMART ONLINE: Sells More Convertible Secured Notes Due 2013
-----------------------------------------------------------
Smart Online, Inc. sold an additional convertible secured
subordinated note due November 14, 2013 in the principal amount of
$600,000 to a current noteholder.  The Company is obligated to pay
interest on the New Note at an annualized rate of 8% payable in
quarterly installments commencing September 2, 2010.  The Company
is not permitted to prepay the New Note without approval of the
holders of at least a majority of the aggregate principal amount
of the Notes then outstanding.

Headquartered in Durham, North Carolina, Smart Online, Inc. (OTC
BB: SOLN) -- http://www.smartonline.com/-- develops and markets
software products and services targeted to small  businesses that
are delivered via a Software-as-a-Service (SaaS), or SaaS, model.
The Company also provides website consulting services, primarily
in the e-commerce retail industry products and services.

                           *     *     *

The Company's balance sheet as of March 31, 2010, showed
$1,146,666 in assets and $17,453,810 of liabilities, for a
stockholders' deficit of $16,307,144.


SOUTHGATE BAPTIST: Case Summary & 9 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Southgate Baptist Church Inc.
        dba Southgate Christian School
        P.O. Box 5427
        Augusta, GA 30916

Bankruptcy Case No.: 10-11315

Chapter 11 Petition Date: June 7, 2010

Court: United States Bankruptcy Court
       Southern District of Georgia (Augusta)

Judge: Susan D. Barrett

Debtor's Counsel: James T. Wilson, Jr., Esq.
                  945 Broad St., Ste 220
                  P.O. Box 2112
                  Augusta, GA 30903
                  Tel: (706) 722-4933
                  Fax: (706) 722-0472
                  E-mail: pam@jtwilsonlaw.com

Scheduled Assets: $1,818,971

Scheduled Debts: $114,017

A list of the Company's 9 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/gasb10-11315.pdf

The petition was signed by Oliver Hobbs, Jr., company's CFO.


SPECIALTY PRODUCTS: Section 341(a) Meeting Scheduled for July 9
---------------------------------------------------------------
Roberta A. Deangelis, the Acting U.S. Trustee for Region 3 will
convene a meeting of Specialty Products Holding Corp. and Bondex
Intl., Inc.'s creditors on July 9, 2010, at 9:30 a.m.  The meeting
will be held at J. Caleb Boggs Federal Building, 2nd Floor, Room
2112, 844 King Street, Wilmington, Delaware 19801.

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

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

Cleveland, Ohio-based Specialty Products Holdings Corp., aka RPM,
Inc., filed for Chapter 11 bankruptcy protection on May 31, 2010
(Bankr. D. Del. Case No. 10-11780).  Daniel J. DeFranceschi, Esq.,
and Zachary I. Shapiro, Esq., at Richards Layton & Finger, assist
the Company in its restructuring effort.

Gregory M. Gordon, Esq., Dan B. Prieto, Esq., and Robert J. Jud,
Esq., at Jones Day are the Company's co-counsel.

Logan and Company is the Company's claims and notice agent.

The Company estimated its assets and debts at $100,000,001 to
$500,000,000.

The Company's affiliate, Bondex International, Inc., filed a
separate Chapter 11 petition on May 31, 2010 (Case No. 10-11779),
estimating its assets and debts at $100,000,001 to $500,000,000.


SPECIALTY PRODUCTS: Wants Schedules Filing Extended by 45 Days
--------------------------------------------------------------
Specialty Products Holding Corp., et al., have asked the U.S.
Bankruptcy Court for the District of Delaware to extend to 45 days
the deadline for the filing of schedules of assets and
liabilities, schedules of executor contracts and unexpired leases,
and statements of financial affairs.

Bankruptcy Rules 1007(b) and (c) require a Chapter 11 debtor to
file with its voluntary petition, or within 14 days thereafter,
its schedules.  Under Local Rule 1007-1(b), the deadline for
filing the schedules is automatically extended to 30 days from the
petition date if a debtor has more than 200 creditors.  Completing
the schedules and statements requires the Debtors to collect,
review and assemble a substantial amount of information.  The
Debtors' cases involve thousands of creditors and other parties-
in-interest.  Given the large number of creditors, and the
critical matters that the Debtors' management and professionals
were required to address prior to the commencement of the Debtors'
Chapter 11 cases, the Debtors need additional time to file the
schedules.

Cleveland, Ohio-based Specialty Products Holdings Corp., aka RPM,
Inc., filed for Chapter 11 bankruptcy protection on May 31, 2010
(Bankr. D. Del. Case No. 10-11780).  Daniel J. DeFranceschi, Esq.,
and Zachary I. Shapiro, Esq., at Richards Layton & Finger, assist
the Company in its restructuring effort.

Gregory M. Gordon, Esq., Dan B. Prieto, Esq., and Robert J. Jud,
Esq., at Jones Day are the Company's co-counsel.

Logan and Company is the Company's claims and notice agent.

The Company estimated its assets and debts at $100,000,001 to
$500,000,000.

The Company's affiliate, Bondex International, Inc., filed a
separate Chapter 11 petition on May 31, 2010 (Case No. 10-11779),
estimating its assets and debts at $100,000,001 to $500,000,000.


SSD PARTNERS: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: SSD Partners, L.L.C.
        801 W. 10th Street
        Fort Worth, TX 76102

Bankruptcy Case No.: 10-43871

Chapter 11 Petition Date: June 7, 2010

Court: U.S. Bankruptcy Court
       Northern District of Texas (Ft. Worth)

Judge: D. Michael Lynn

Debtor's Counsel: Richard G. Grant, Esq.
                  Roberts & Grant, PC
                  1304 John McCain Road
                  Colleyville, TX 76034
                  Tel: (214) 210-2929
                  Fax: 214-224-0198
                  E-mail: rgrant@robertsandgrant.com

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

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 Larry Gentry, president.

Debtor-affiliate filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Silver Star Development, L.P.         10-43870            06/07/10


STATION CASINOS: Frank Fertitta Has 41.7% of Existing Stock
-----------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, FCP Voteco, LLC; Thomas J. Barrack; Jr.;
Frank J. Fertitta III; and Lorenzo J. Fertitta, disclosed that
they beneficially own 41.7% equity stake in Station Casinos, Inc.,
as of May 4, 2010.

The Reporting Entities disclose that on May 25, Fertitta Gaming
LLC, G.C. Gaming, LLC, GCR Gaming, LLC, G.C. Aliante, LLC, entered
into a Settlement Agreement pursuant to which the parties agreed
to settle their dispute relating to GCR's motion filed in the U.S.
Bankruptcy Court on February 18, 2010.

As part of the Settlement Agreement, FG and the Greenspun Entities
have agreed to work together with Station Casinos, Inc.  and its
affiliates on the restructuring of the outstanding debt
obligations of SCI's subsidiaries Green Valley Ranch Gaming, LLC
and Aliante Gaming, LLC, and to attempt to acquire the assets or
equity interests of GVR and Aliante through the restructuring,
sale or auction of those entities.

                     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)


STORY BUILDING: Seeks to Use Cash to Maintain Walter Story Bldg
---------------------------------------------------------------
Hon. Erithe A. Smith of the U.S. Bankruptcy Court for the Central
District of California granted Story Building LLC interim
authority to use cash collateral to operate and maintain the
Walter P. Story Building so as to not suffer loss of tenants and
to maintain the value of the assets.

The Debtor said its primary source of cash is claimed to be the
cash collateral of Wells Fargo Bank, N.A., as trustee for the
Registered Holders of J.P. Morgan Chase Commercial Mortgage
Securities Corp., Commercial Mortgage Pass-Through Certificates,
Series 2004-C-1.

The Debtor said it must use cash to continue its business and fund
operations in support of its overall reorganization strategy.

The Debtor and Wells Fargo have entered into a stipulation to
govern the use of Cash Collateral.  Among other things, the
Stipulation requires that, commencing on June 11 and continuing
each month thereafter, the Debtor will make $1,798 in interest
payments to Wells Fargo.  In addition, the use of cash expires
June 15, 2010.

A full-text copy of the stipulation is available at no charge at
http://bankrupt.com/misc/STORYBUILDING_WellsFargoStip.pdf

The Court will convene a hearing to consider final approval of the
Debtor's request on June 15.

In its motion, the Debtor told the Court other creditors may
assert involuntary liens on the cash collateral -- Blackhawk
Security; Liftech Elevator; and U.S. Volt Electric.

The Debtor also said adequate protection is provided to Wells
Fargo because the bank is protected by a substantial equity
cushion in its collateral.  According to the Debtor, the original
purchase price for the building was $27,700,000.  It was valued at
more than $30,000,000 in 2008.  Assuming a decline consistent with
the market, the Debtor believes the current fair market value of
the building based on current occupancy is $17,000,000 to
$20,000,000.

Wells Fargo asserted a secured claim against the building pursuant
to a promissory note.  The non-default interest rate under the
Note is 5.6%.  According to the Debtor, the principal balance of
the Note is $11,561,397 as of April 8, 2010.  No other voluntary
liens are asserted against the building.

Story Building LLC is a real estate management company based in
Irvine, California.  The Company owns and operates a 13-story
historical building located in Downtown, Los Angeles, known as the
Walter P. Story Building, located at 610 S. Broadway.  The
building is primarily utilized as a jewelry plaza.  Sandford Frey,
Esq., at Creim Macias Koenig & Frey, LLP, in Los Angeles,
California, assists the Company in its restructuring effort.  The
Company estimated its assets and debts at $10,000,001 to
$50,000,000.


STORY BUILDING: Wants Filing of Schedules Extended until June 14
----------------------------------------------------------------
Story Building LLC has asked the U.S. Bankruptcy Court for the
Central District of California to extend the deadline for the
filing of schedules of assets and liabilities and statement of
financial affairs until June 14, 2010.

The schedules were due on May 31, 2010, but the Debtor wants a 14-
day extension of the deadline.  The Debtor says that there is
still a considerable amount of data that must be reviewed in order
to complete the necessary disclosures and required papers.  The
Debtor's counsel, Sandford L. Frey, Esq., at Creim Macias Koenig &
Frey LLP, still requires more information and assistance in
evaluating and organizing the date before the necessary documents
will be ready to file.

Irvine, California-based Story Building LLC filed for Chapter 11
bankruptcy protection on May 17, 2010 (Bankr. C.D. Calif. Case No.
10-16614).  Sandford Frey, Esq., who has an office in Los Angeles,
California, assists the Company in its restructuring effort.  The
Company estimated its assets and debts at $10,000,001 to
$50,000,000.


SUMNER REGIONAL: Files Schedules of Assets and Liabilities
----------------------------------------------------------
Sumner Regional Health Systems, Inc. has filed with the U.S.
Bankruptcy Court for the Middle District of Tennessee its
schedules of assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property              $104,897,609
  B. Personal Property           $76,082,388
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                              $159,537,463
  E. Creditors Holding
     Unsecured Priority
     Claims                                        $2,823,071
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $24,883,364
                                 -----------      -----------
        TOTAL                   $180,979,997     $187,243,898

Gallatin, Tennessee-based Sumner Regional Health Systems, Inc. --
dba Sumner Regional Medical Center, SRHS Professional Services,
Sumner Station, Sumner In-Patient Rehabilitation Unit,
Westmoreland Pharmacy, Imaging for Women at Sumner Station,
Diagnostic Center at Sumner Station, Outpatient Rehab Services at
Sumner Station, The Fitness Center at Sumner Station, Sumner
Crossroads, and Executive House Apartments -- filed for Chapter 11
bankruptcy protection on April 30, 2010 (Bankr. M.D. Tenn. Case
No. 10-04766).  Robert A. Guy, Esq., at Frost Brown Todd LLC,
assists the Company in its restructuring effort.  The Company
estimated its assets and debts at $100,000,001 to $500,000,000.


SUNESIS PHARMA: Stockholders Elect 2 as Directors
-------------------------------------------------
Sunesis Pharmaceuticals Inc.'s stockholders elected James W.
Young, Ph.D., and Homer L. Pearce, Ph.D. were elected as directors
to hold office until the 2013 Annual Meeting of Stockholders, and
Ernst & Young LLP as its independent registered public accountant.

South San Francisco, Calif.-based Sunesis Pharmaceuticas, Inc.
(NASDAQ: SNSS) -- http://www.sunesis.com/-- is a
biopharmaceutical company focused on the development and
commercialization of new oncology therapeutics for the treatment
of hematologic and solid tumor cancers.

                           *     *     *

As reported in the Troubled Company Reporter on April 6, 2010,
Ernst & Young, LLP, in Palo Alto, Calif., expressed substantial
doubt about the Company's ability to continue as a going concern
after auditing the Company's financial statements for 2009.  The
independent auditors noted that of the Company's recurring losses
from operations.


TAYLOR-WHARTON: Closes Sale of Huntsville Operations
----------------------------------------------------
Taylor-Wharton International LLC has completed the sale of the
assets of its Huntsville, Alabama cylinder operations and certain
of the assets of its Harrisburg, Pennsylvania cylinder operations
as part of its Chapter 11 restructuring.

The Hon. Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware authorized the sale to Norris Cylinder
Company under Section 363 of the U.S. Bankruptcy Code in an order
entered on June 9, 2010.

Proceeds of the sale will be distributed to the Company's
creditors under the terms of Taylor-Wharton's Plan of
Reorganization.  Judge Shannon confirmed the Plan on May 26, 2010.
The Company expects to emerge from Chapter 11 restructuring by
June 15, 2010.  The Plan will become effective on the same day the
Company emerges from Chapter 11.

                     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.


TERESA GUIDICE: Files for Chapter 11 Bankruptcy in New Jersey
-------------------------------------------------------------
Teresa Giudice and her husband Joe filed for bankruptcy under
Chapter 11 in the U.S. Bankruptcy Court in New Jersey, according
to CBS News Entertainment.

Jeanne MacIntosh at New York Post, citing papers filed with court,
says Teresa Giudice and her husband Joe owe creditors $10,853,648,
consists of:

   * $104,000 including $20,000 to Bloomingdale's Neiman Marcus,
     Nordstrom;

   * $1,280 monthly payment for Cadillac Escalade;

   * $2.6 million for eight mortgages on three homes;

   * $5.8 million Joe's business investments;

   * $85,600 home repairs;

   * $12,000 fertility treatments; and

   * $2,300 Phone bill.

Teresa Giudice portrays a role in Real Housewives of New Jersey.


TC GLOBAL: Registers 312,500 Shares Under 2010 Stock Option Plan
----------------------------------------------------------------
TC Global, Inc., filed with the Securities and Exchange Commission
a Form S-8 Registration Statement Under the Securities Act of 1933
to register 312,500 shares of common stock that may be issued
under the Company's 2010 Stock Option Plan.  The Company also
noted that pursuant to Rule 416(a) under the Securities Act of
1933, as amended, the Registration Statement also covers an
indeterminate number of additional shares of the Company's common
stock that may be necessary to adjust the number of shares
reserved for issuance pursuant to such option plan as the result
of any future stock split, stock dividend, recapitalization or
similar transaction.

The proposed maximum aggregate offering price is $512,500.

A full-text copy of the registration statement is available at no
charge at http://ResearchArchives.com/t/s?64a7

                       About Tully's Coffee

Headquartered in Seattle, Washington, TC Global, Inc., dba Tully's
Coffee -- http://www.tullyscoffeeshops.com/-- is a specialty
coffee retailer and wholesaler.  Through company owned, licensed
and franchised specialty retail stores in Washington, Oregon,
California, Arizona, Idaho, Montana, Colorado, Wyoming and Utah,
throughout Asia with Tully's Coffee International, and with its
global alliance partner Tully's Coffee Japan, Tully's premium
coffees are available at 545 branded retail locations globally.
TC Global also has the rights to distribute Tully's coffee through
all wholesale channels internationally, outside of North America,
the Caribbean and Japan.

TC Global Inc. dba Tully's Coffee reported $15.65 million in total
assets, $16.48 million in total liabilities and $1.64 million in
noncontrolling interest in joint venture, resulting to a
$2.47 million stockholders' deficit as of Dec. 27, 2009.


THORNWOOD FURNITURE: Files for Chapter 11 in Phoenix
----------------------------------------------------
Thornwood Furniture Manufacturing Inc., filed for Chapter 11
protection before the U.S. Bankruptcy Court for the District of
Arizona on Monday.  Thornwood listed assets and debts of
$10 million to $50 million in its petition.

Jacqueline Palank at Dow Jones Daily Bankruptcy Review reports
that Thornwood said in court papers it aims to file a Chapter 11
plan of reorganization that will pay its creditors in full and
restructure the debt owed to secured lender Marshall & Ilsley
Bank.  The bank has accused Thornwood of defaulting upon its
loans.

Thornwood is asking the Court to pay its nearly 250 full- and
part-time employees.  Thornwood said its employees are vital to
its ability to restructure.

Founded in 1987, Thornwood manufactures residential and commercial
furnishings at its 500,000-square-foot plant in Phoenix, Arizona.
Thornwood furnished the showpiece resort and casino of the
$8.5 billion City Center project in Las Vegas.


TIEGS FAMILY: Court Dismisses Reorganization Case
-------------------------------------------------
The Hon. Howard R. Tallman, of the U.S. Bankruptcy Court for
the District of Colorado dismissed the Chapter 11 case of Tiegs
Family Trust.

As reported in the Troubled Company Reporter on March 10, 2010,
the U.S. Trustee for Region 19 sought for the dismissal of the
Debtor's case because the Debtor is not eligible for bankruptcy
relief, and the Debtor has had negligible income from the petition
date on and has conducted no business activities of any kind.

Colorado Springs, Colorado-based Tiegs Family Trust filed for
Chapter 11 bankruptcy protection on November 23, 2009 (Bankr. D.
Colo. Case No. 09-35050).  According to the schedules, the Company
has assets of $16,655,259, and total debts of $13,406,089.


TISHMAN SPEYER: Keeps D.C. Buildings After Capital Injection
------------------------------------------------------------
The Wall Street Journal's Lingling Wei reports that a partnership
led by Tishman Speyer Properties will keep ownership of a
portfolio of Washington, D.C., office buildings after injecting
$700 million of fresh capital into the deal.  The report notes the
Tishman group has been in default since last summer on about $600
million of junior debt tied to the CarrAmerica portfolio, a group
of 28 buildings named after the real-estate investment trust that
used to own it.  Brookfield Properties Corp., which acquired about
half at that debt at a discount, had launched foreclosure
proceedings in April.

According to the Journal, the new capital will pay off that debt,
restoring the portfolio to health.  The Journal says the deal
represents a shot in the arm for Tishman Speyer, one of the
nation's most prominent landlords.  The reputation of the closely
held company been tarnished by high-profile problems with such
deals as CarrAmerica and New York's sprawling Peter Cooper Village
and Stuyvesant Town apartment complex, the Journal says.

The Journal recalls the Tishman partnership purchased the
CarrAmerica buildings, totaling 6.3 million square feet, from
private-equity giant Blackstone Group LP in a 2006 deal valued at
$2.8 billion.  As part of that transaction, Tishman brought in
about a dozen investors to provide about $600 million in equity,
including Lehman Brothers Holdings Inc. and SITQ, the real-estate
subsidiary of Canadian pension manager Caisse de Depot et
Placement du Quebec, people with knowledge of the matter said,
according to the Journal.

Sources told the Journal about half of the dozen initial investors
contributed to the $700 million new capital, including "a large
position" by SITQ and $100 million from Tishman itself.  By
doubling down, the group is showing its confidence in the
Washington market remain strong, the Journal said.

The Journal also reports that in addition to the just-retired $600
million debt, the portfolio has about $1.6 billion of senior debt,
which has remained current.

The CarrAmerica buildings are about 88%-leased to law firms,
lobbyists and other upscale tenants.

                       About Tishman Speyer

Tishman Speyer Properties lays claim to two of the most famous
slices of the Big Apple -- New York City's Chrysler Building and
Rockefeller Center.  The property company invests in, develops,
and/or operates commercial real estate.  Other well known holdings
include Berlin's Q 205 project (the first post-reunification
development in the city's center) and Chicago's Franklin Center
(one of the city's largest office properties).  The company owns
or has developed more than 115 million sq. ft. in Asia, Europe,
South America, and the US since it was founded in 1978. The
company also has projects in India, China, and Brazil, and owns
some 92,000 residential units around the world.


TMX FINANCE: Moody's Assigns Corporate Family Rating at 'B2'
------------------------------------------------------------
Moody's Investors Service assigned a B2 Corporate Family rating to
TMX Finance LLC and a B2 rating to the $225 million Senior Secured
Notes offering which lists TMX Finance LLC and TitleMax Finance
Corporation as borrowers.  This is an initial rating assignment.
The rating outlook is stable.

The B2 CFR reflects TMX's monoline nature, exposure to the deep
subprime consumer segment and relatively modest size.  Also, TMX's
limited geographic diversification (the company currently operates
principally in only four states) exposes it to potential state-
specific regulation or economic issues.  At the same time, Moody's
notes TMX's long history of operations in the fragmented subprime
lending space, solid secular demand fundamentals for its core
title lending product, and experienced management team.

While TMX has strong leverage metrics, the exclusive use of
secured funding (proforma) in the company's capital structure may
inhibit its ability to diversify funding sources, limiting
financial flexibility.  On the other hand, Moody's recognizes that
the new proposed note issuance would lower funding costs and
extend debt maturities, aiding the company's debt service and
liquidity profile.  In addition, Moody's notes that TMX has a
history of financial support from the major shareholder; however,
the ratings do not rely upon an expectation of future support.

TMX's store expansion plan raises concerns regarding execution
risk and quality control.  In addition, continued expansion of the
second lien loan business, though still a limited percentage of
total revenues, entails substantial credit risk in Moody's view as
it is a fundamentally different and riskier product offering than
TMX's core title loan product.  Moreover, due to its focus on the
subprime segment, TMX remains exposed to political, regulatory,
and litigation risks.  The extent of such risks is difficult
estimate, but regulatory focus on lenders operating in the
subprime consumer segment has heightened in recent years.

The notching for the B2 senior secured debt rating (equal to the
CFR, i.e. zero notches) reflects the fact that substantially all
of TMX's recourse indebtedness is secured.  Because TMX'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.

TMX is an auto title loan company headquartered in Savannah, GA.


TOUSA INC: Clerk Reports on Claims Transfers for February - May
---------------------------------------------------------------
A. February

The Clerk of the Bankruptcy Court recorded the transfers of
these entities' claims, totaling $18,116,189, in the Debtors'
cases for the month of February 2010:

                                         Claim      Claim
Transferor             Transferee           No.       Amt.
----------             ----------        ------- -----------
Strategic Capital      Jeffries Leveraged  4142  $17,939,801
Resources Inc.         Credit Products,
                       LLC

Builder Specialties    Hain Capital        3723     $113,194
Inc.                   Holdings, Ltd.

Builder Specialties    Hain Capital        3791     $113,194
Inc.                   Holdings, Ltd.

B. March

The Clerk of the Bankruptcy Court recorded the transfers of
these entities' claims, totaling $35,459,886, in the Debtors'
cases  to Jeffries Leveraged Credit Products LLC for the month of
March 2010:

Transferor                          Claim No.     Claim Amt.
----------                          ---------     ----------
Strategic Capital Resources           1159       $20,607,443
Residential Funding Company, LLC      3196        14,852,443

The total amount of claims that changed hands for the month of
March exceeds the total amount of claims transferred in February.

C. April

The Clerk of the Bankruptcy Court recorded the transfer of Arden
Realty Limited Partnership's Claim No. 4007 to Jeffries Leveraged
Credit Products LLC for $352,493 for the month of April 2010.

The amount of the Claim transferred for April is lower compared
to the amount of claims traded in March.

D. May

The Clerk of the Bankruptcy Court recorded the transfer of
Blufish Design Studio's $44,167 claim to ASM Capital LP for the
month of May 2010.

In another claim transfer notice, Jeffries transferred Claim No.
4142 to Castle Creek Arbitrage Ltd. on May 27, 2010.
Subsequently, however, Castle Creek Arbitrage sought permission
from the Court to withdraw the claim transfer notice, citing that
the document was filed with certain inaccuracies and will be
corrected in a subsequent filing.

                          About Tousa Inc.

Headquartered in Hollywood, Florida, TOUSA Inc. (Pink Sheets:
TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A.
Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P.,
TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder
in the United States, operating in various metropolitan markets in
10 states located in four major geographic regions: Florida, the
Mid-Atlantic, Texas, and the West.

The Debtor and its debtor-affiliates filed for separate Chapter 11
protection on January 29, 2008 (Bankr. S.D. Fla. Case No. 08-
10928).  The Debtors have selected M. Natasha Labovitz, Esq.,
Brian S. Lennon, Esq., Richard M. Cieri, Esq., and Paul M. Basta,
Esq., at Kirkland & Ellis LLP; and Paul Steven Singerman, Esq., at
Berger Singerman, to represent them in their restructuring
efforts.  Lazard Freres & Co. LLC is the Debtors' investment
banker.  Ernst & Young LLP is the Debtors' independent auditor and
tax services provider.  Kurtzman Carson Consultants LLC acts as
the Debtors' Notice, Claims & Balloting Agent.

TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba
Eagle Homes, filed for Chapter 11 Protection on July 30, 2008
(Bankr. S.D. Fla. Case No. 08-20746).  It listed assets between
$1 million and $10 million, and debts between $1 million and
$10 million.


TRIDIMENSION ENERGY: Has $6.75MM in DIP Loans from Amegy, BMO
-------------------------------------------------------------
Hon. Stacey G. C. Jernigan of the U.S. Bankruptcy Court for the
Northern District of Texas, in Dallas, will convene a hearing on
June 22, 2010, at 9:30 a.m., to consider final approval of the
request of TriDimension Energy, L.P., TDE Property Holdings, LP,
Axis E&P, LP, Axis Onshore, LP, Axis Marketing, LP, Ram Drilling,
LP, TDE Operating GP LLC and TDE Subsidiary GP LLC to use cash
collateral and obtain postpetition financing.

On May 27, 2010, the Court granted the Debtors permission to:

     -- use cash collateral of Amegy Bank, N.A., BMO Capital
        Markets Financing, Inc., and Union Bank, N.A., in their
        capacity as prepetition lenders, and Amegy, as agent for
        the Pre-Petition Lenders, pursuant to a budget;

     -- obtain postpetition credit from Amegy and BMO Capital
        Markets Financing, Inc., with Amegy serving as agent for
        the Post-Petition Lenders, up to an amount advanced,
        whether in a single advance or numerous advances from time
        to time, in an amount not to exceed $2,150,000 on an
        interim basis, and $6,750,000 on a final basis, cumulative
        of any amounts advanced on an interim basis;

     -- grant first priority liens and adequate protection to the
        DIP Agent and Post-Petition Lenders with respect to their
        interests in the DIP Collateral;

     -- grant adequate protection to the Agent and the
        Pre-Petition Lenders with respect to their interests in
        the Pre-Petition Collateral; and

     -- authorize the Debtors to make payments to royalty and
        working interest owners on account of the prepetition sale
        of oil and gas in amounts consistent with the budget.

The DIP loan matures September 30, 2010.

The Court's interim order expires June 25.

Amegy and the Pre-Petition Lenders assert a secured claim for at
least $43,599,949 against the Debtors pursuant to a 2008 loan
agreement.  The Debtors granted the Secured Lenders liens on
substantially all of the Debtors' assets.

In addition, the Debtors said certain holders of $6 million in
unsecured claims, including contracts and subcontractors, may
assert liens on the Collateral.

Amegy is represented in the case by:

     Charles S. Kelley, Esq.
     Andres G. Romay, Esq.
     MAYER BROWN LLP
     700 Louisiana Street, Suite 3400
     Houston, TX 77002-2730
     Fax: (713) 238-2634

                     About TriDimension Energy

TriDimension Energy, L.P., and its operating subsidiaries, TDE
Property Holdings, LP, Axis E&P, LP, Axis Onshore, LP, Axis
Marketing, LP, and Ram Drilling, LP, are engaged in the
acquisition, development, exploration, production, and sale of oil
and natural gas in Louisiana and Mississippi.  The Company leases
approximately 165,218 gross acres of oil and gas property, and
have proven reserves of approximately 5.1 million barrels of oil
based on fourth quarter 2009 data.

TriDimension Energy, L.P. and seven of its affiliated companies
filed for Chapter 11 on May 21, 2010 (Bankr. N.D. Tex. Case No.
10-33565).

The Company has retained Vinson & Elkins LLP as their lead
bankruptcy counsel, Ottinger Hebert, L.L.C. as their special
counsel, FTI Consulting, Inc. as their financial advisors, and
Stephens Inc. as their investment bankers.


UNO RESTAURANT: Pa's Revenue Department Objects to Plan
-------------------------------------------------------
BankruptcyData.com reports that the Commonwealth of Pennsylvania's
Department of Revenue filed with the U.S. Bankruptcy Court an
objection to Uno Restaurant Holdings' First Amended Joint Plan of
Reorganization.

According to the objection, the Plan attempts to restrict the
Commonwealth's ability to exercise its state court remedies
against non-debtor parties in violation of the discharge
limitations and fails to provide that tax debts are not discharged
until paid in full.

              About Uno Restaurant Holdings Corporation

Boston, Massachusetts-based Uno Restaurant Holdings Corporation --
http://www.unos.com/-- has 179 company-owned and franchised
full-service Uno Chicago Grill restaurants located in 28 states,
the District of Columbia, Puerto Rico, South Korea, the United
Arab Emirates, Honduras, Kuwait, and Saudi Arabia.  The company
also operates a fast casual concept called Uno Due Go(R), a quick
serve concept called Uno Express, and a consumer foods division
which supplies airlines, movie theaters, hotels, airports, travel
plazas, schools and supermarkets with both frozen and refrigerated
private-label foods and branded Uno products.

The Company and 152 affiliates filed for Chapter 11 bankruptcy
protection on January 20, 2010 (Bankr. S.D.N.Y. Lead Case No.
10-10209).  The Company listed $100,000,001 to $500,000,000 in
assets and $100,000,001 to $500,000,000 in liabilities.

Weil, Gotshal & Manges LLP assist the Debtors in their
restructuring effort.  CRG Partners Group LLC is the restructuring
advisor.  Kurtzman Carson Consultants LLC serves as noticing and
claims agent.


US AIRWAYS: Live Webcast Presentation at BoA Conference on June 15
------------------------------------------------------------------
US Airways (NYSE: LCC) President Scott Kirby will present at the
Bank of America Merrill Lynch Global Transportation Conference on
June 15, 2010.  Kirby's presentation will be webcast live at
9:25 a.m. ET at www.usairways.com.

An archive of the webcast will be available on the company's
website through July 2.  Listeners to the webcast will need a
current version of MediaPlayer or RealPlayer software and at
least a 28.8 kbps connection to the Internet.

                       About US Airways

US Airways -- http://www.usairways.com/-- along with US Airways
Shuttle and US Airways Express, operates more than 3,000 flights
per day and serves more than 190 communities in the U.S., Canada,
Mexico, Europe, the Middle East, the Caribbean, Central and South
America.

Under a Chapter 11 plan declared effective on March 31, 2003,
USAir emerged from bankruptcy with the Retirement Systems of
Alabama taking a 40% equity stake in the deleveraged carrier in
exchange for $240 million infusion of new capital.

US Airways and its subsidiaries filed another Chapter 11 petition
on September 12, 2004 (Bankr. E.D. Va. Case No. 04-13820).  Brian
P. Leitch, Esq., Daniel M. Lewis, Esq., and Michael J. Canning,
Esq., at Arnold & Porter LLP, and Lawrence E. Rifken, Esq., and
Douglas M. Foley, Esq., at McGuireWoods LLP, represented the
Debtors in their restructuring efforts.  The USAir II bankruptcy
plan became effective on September 27, 2005.  The Debtors
completed their merger with America West on the same date. (US
Airways Bankruptcy News; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).

                        *     *     *

As of December 31, 2009, US Airways had total assets of
$7,454,000,000, including $2,331,000,000 in total current assets,
against total current liabilities of $2,789,000,000 and total
noncurrent liabilities and deferred credits of $5,020,000,000,
resulting in $355,000,000 stockholders' deficit.

US Airways Group carries Moody's "Caa1" Long-Term rating, LT Corp.
family rating and probability of default rating.  Outlook is
negative.

US Airways Group carries Standard & Poor's "B-" LT Foreign Issuer
Credit rating and LT Local Issuer credit rating.  Outlook is also
negative.

US Airways Group carries Fitch's "CCC" LT Issuer default rating
and "C" Senior unsecured debt rating.  Outlook is also negative.


US AIRWAYS: Reports May Traffic Results
---------------------------------------
US Airways Group, Inc. (NYSE: LCC) announced May and year-to-date
2010 traffic results. Mainline revenue passenger miles (RPMs) for
the month were 5.2 billion, up 1.8 percent versus May 2009.
Mainline capacity was 6.3 billion available seat miles (ASMs), up
1.7 percent versus May 2009.  Passenger load factor was a record
82.9 percent for the month of May, up 0.1 points versus May 2009.

US Airways President Scott Kirby said, "Our May consolidated
(mainline and Express) passenger revenue per available seat mile
(PRASM) increased approximately 18 percent versus the same period
last year while total revenue per available seat mile increased
approximately 19 percent on a year-over-year basis.  As we head
into the busy summer travel period, we continue to be optimistic
as the revenue environment remains robust with continued strength
in close-in bookings and overall yields."

For the month, US Airways' preliminary on-time performance as
reported to the U.S. Department of Transportation (DOT) was
85.3 percent with a completion factor of 99.4 percent, up 6.1
points and 0.3 points respectively from May 2009.

This summarizes US Airways Group's traffic results for the month
and year-to-date ended May 31, 2010 and 2009, consisting of
mainline operated flights as well as US Airways Express flights
operated by wholly owned subsidiaries PSA Airlines and Piedmont
Airlines:

                      US Airways Mainline
                              May

                                    2010        2009  % Change

Mainline Revenue Passenger Miles (000)

Domestic                       3,754,345   3,889,930      (3.5)
Atlantic                       1,028,464     885,673      16.1
Latin                            415,363     328,316      26.1
                                ---------   ---------
Total                          5,198,172   5,103,919       1.8

Mainline Available Seat Miles (000)

Domestic                       4,487,370   4,582,373      (2.1)
Atlantic                       1,231,782   1,132,695       8.7
Latin                            553,866     450,821      22.9
                                ---------   ---------
Total                          6,273,018   6,165,889       1.7

Mainline Load Factor (%)

Domestic                            83.7        84.9  (1.2) pts
Atlantic                            83.5        78.2   5.3  pts
Latin                               75.0        72.8   2.2  pts
                                ---------   ---------
Total Mainline Load Factor          82.9        82.8   0.1  pts

Mainline Enplanements

Domestic                       3,887,049   3,921,300  (0.9)
Atlantic                         251,098     227,284  10.5
Latin                            317,968     269,373  18.0
                                ---------   ---------
Total Mainline Enplanements    4,456,115   4,417,957   0.9

                          Year To Date

                                   2010        2009  % Change

Mainline Revenue Passenger Miles (000)

Domestic                      17,449,686  18,327,424      (4.8)
Atlantic                       3,144,634   2,907,969       8.1
Latin                          2,397,880   2,165,407      10.7
                               ----------  ----------
Total                         22,992,200  23,400,800      (1.7)

Mainline Available Seat Miles (000)

Domestic                      21,253,794  22,133,398      (4.0)
Atlantic                       4,160,636   4,035,285       3.1
Latin                          3,172,897   2,861,109      10.9
                               ----------  ----------
Total                         28,587,327  29,029,792      (1.5)

Mainline Load Factor (%)

Domestic                            82.1        82.8  (0.7) pts
Atlantic                            75.6        72.1   3.5  pts
Latin                               75.6        75.7  (0.1) pts
                                ---------   ---------
Total Mainline Load Factor          80.4        80.6  (0.2) pts

Mainline Enplanements

Domestic                      18,225,986  18,867,796  (3.4)
Atlantic                         773,886     749,903   3.2
Latin                          1,776,371   1,723,072   3.1
                               ----------  ----------
Total Mainline Enplanements   20,776,243  21,340,771  (2.6)

                       US Airways Express
               (Piedmont Airlines, PSA Airlines)
                              May

                                   2010        2009    % Change

Express Revenue Passenger Miles (000)
Domestic                        188,330     184,860     1.9

Express Available Seat Miles (000)
Domestic                        259,279     265,823    (2.5)

Express Load Factor (%)
Domestic                           72.6        69.5     3.1  pts

Express Enplanements
Domestic                        707,623     675,285     4.8

                          Year To Date

                                   2010        2009    % Change

Express Revenue Passenger
Miles (000) Domestic            822,001     831,359    (1.1)

Express Available Seat
Miles (000) Domestic          1,217,082   1,285,587    (5.3)

Express Load Factor (%)
Domestic                           67.5        64.7     2.8  pts

Express Enplanements
Domestic                      3,041,158   3,084,865    (1.4)

               Consolidated US Airways Group, Inc.
                              May

                                   2010         2009  % Change

Consolidated Revenue Passenger Miles (000)

Domestic                      3,942,675    4,074,790    (3.2)
Atlantic                      1,028,464      885,673    16.1
Latin                           415,363      328,316    26.5
                               ---------    ---------
Total                         5,386,502    5,288,779     1.8

Consolidated Available Seat Miles (000)

Domestic                      4,746,649    4,848,196    (2.1)
Atlantic                      1,231,782    1,132,695     8.7
Latin                           553,866      450,821    22.9
                              ----------   ----------
Total                         6,532,297    6,431,712     1.6

Consolidated Load Factor (%)

Domestic                           83.1        84.0  (0.9) pts
Atlantic                           83.5        78.2   5.3  pts
Latin                              75.0        72.8   2.2 pts
                              ----------  ----------
Total                              82.5        82.2   0.3  pts

Consolidated Enplanements

Domestic                      4,594,672   4,596,585    (0.0)
Atlantic                        251,098     227,284    10.5
Latin                           317,968     269,373    18.0
                              ----------  ----------
Total                         5,163,738   5,093,242     1.4

                          Year To Date

                                   2010       2009  % Change

Consolidated Revenue Passenger Miles (000)

Domestic                     18,271,687   19,158,783    (4.6)
Atlantic                      3,144,634    2,907,969     8.1
Latin                         2,397,880    2,165,407    10.7
                              ----------   ----------
Total                        23,814,201   24,232,159    (1.7)

Consolidated Available Seat Miles (000)

Domestic                     22,470,876   23,418,985    (4.0)
Atlantic                      4,160,636    4,035,285     3.1
Latin                         3,172,897    2,861,109    10.9
                              ----------   ----------
Total                        29,804,409   30,315,379    (1.7)

Consolidated Load Factor (%)

Domestic                           81.3        81.8  (0.5) pts
Atlantic                           75.6        72.1   3.5  pts
Latin                              75.6        75.7  (0.1) pts
                              ----------  ----------
Total                              79.9        79.9    -   pts

Consolidated Enplanements

Domestic                     21,267,144  21,952,661    (3.1)
Atlantic                        773,886     749,903     3.2
Latin                         1,776,371   1,723,072     3.1
                              ----------  ----------
Total                        23,817,401  24,425,636    (2.5)

    US Airways is also providing a brief update on notable
    company accomplishments during the month of May:

    * Initiated new trans-Atlantic service to Rome's Fiumicino
      Airport from Charlotte, N.C, the airline's largest hub.
      Complimenting existing, daily year-round service from its
      Philadelphia hub, this flying brings the total number of
      nonstop, year-round trans-Atlantic offerings from
      Charlotte to four, including London-Gatwick, Frankfurt and
      Paris.

    * Inaugurated new nonstop, year-round service to Ottawa,
      Ontario from Charlotte, N.C.  The flight departs Charlotte
      for Ottawa at 8:15 p.m. daily and departs Ottawa daily for
      Charlotte at 7:50 a.m.

                       About US Airways

US Airways -- http://www.usairways.com/-- along with US Airways
Shuttle and US Airways Express, operates more than 3,000 flights
per day and serves more than 190 communities in the U.S., Canada,
Mexico, Europe, the Middle East, the Caribbean, Central and South
America.

Under a Chapter 11 plan declared effective on March 31, 2003,
USAir emerged from bankruptcy with the Retirement Systems of
Alabama taking a 40% equity stake in the deleveraged carrier in
exchange for $240 million infusion of new capital.

US Airways and its subsidiaries filed another Chapter 11 petition
on September 12, 2004 (Bankr. E.D. Va. Case No. 04-13820).  Brian
P. Leitch, Esq., Daniel M. Lewis, Esq., and Michael J. Canning,
Esq., at Arnold & Porter LLP, and Lawrence E. Rifken, Esq., and
Douglas M. Foley, Esq., at McGuireWoods LLP, represented the
Debtors in their restructuring efforts.  The USAir II bankruptcy
plan became effective on September 27, 2005.  The Debtors
completed their merger with America West on the same date. (US
Airways Bankruptcy News; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).

                        *     *     *

As of December 31, 2009, US Airways had total assets of
$7,454,000,000, including $2,331,000,000 in total current assets,
against total current liabilities of $2,789,000,000 and total
noncurrent liabilities and deferred credits of $5,020,000,000,
resulting in $355,000,000 stockholders' deficit.

US Airways Group carries Moody's "Caa1" Long-Term rating, LT Corp.
family rating and probability of default rating.  Outlook is
negative.

US Airways Group carries Standard & Poor's "B-" LT Foreign Issuer
Credit rating and LT Local Issuer credit rating.  Outlook is also
negative.

US Airways Group carries Fitch's "CCC" LT Issuer default rating
and "C" Senior unsecured debt rating.  Outlook is also negative.


US AIRWAYS: S. Kirby Says Merger Remains Likely
-----------------------------------------------
US Airways Group Inc. President Scott Kirby told a group of pilots
that the Tempe airline still is likely to merge with another
carrier, Phoenix Business Journal reports.

The report cites Delta Air Lines, United Airlines and American
Airlines as possible merger partners.

Phoenix Business Journal said in its report that Kirby and US
Airways Chief Executive Officer Doug Parker have long talked up
the need for airline consolidation to improve the industry's
bottom line and to allow for the consolidation of profitable
international and business routes.

                       About US Airways

US Airways -- http://www.usairways.com/-- along with US Airways
Shuttle and US Airways Express, operates more than 3,000 flights
per day and serves more than 190 communities in the U.S., Canada,
Mexico, Europe, the Middle East, the Caribbean, Central and South
America.

Under a Chapter 11 plan declared effective on March 31, 2003,
USAir emerged from bankruptcy with the Retirement Systems of
Alabama taking a 40% equity stake in the deleveraged carrier in
exchange for $240 million infusion of new capital.

US Airways and its subsidiaries filed another Chapter 11 petition
on September 12, 2004 (Bankr. E.D. Va. Case No. 04-13820).  Brian
P. Leitch, Esq., Daniel M. Lewis, Esq., and Michael J. Canning,
Esq., at Arnold & Porter LLP, and Lawrence E. Rifken, Esq., and
Douglas M. Foley, Esq., at McGuireWoods LLP, represented the
Debtors in their restructuring efforts.  The USAir II bankruptcy
plan became effective on September 27, 2005.  The Debtors
completed their merger with America West on the same date. (US
Airways Bankruptcy News; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).

                        *     *     *

As of December 31, 2009, US Airways had total assets of
$7,454,000,000, including $2,331,000,000 in total current assets,
against total current liabilities of $2,789,000,000 and total
noncurrent liabilities and deferred credits of $5,020,000,000,
resulting in $355,000,000 stockholders' deficit.

US Airways Group carries Moody's "Caa1" Long-Term rating, LT Corp.
family rating and probability of default rating.  Outlook is
negative.

US Airways Group carries Standard & Poor's "B-" LT Foreign Issuer
Credit rating and LT Local Issuer credit rating.  Outlook is also
negative.

US Airways Group carries Fitch's "CCC" LT Issuer default rating
and "C" Senior unsecured debt rating.  Outlook is also negative.


VALASSIS: $488.5 Million of 2015 Notes Tendered by Deadline
-----------------------------------------------------------
Valassis disclosed the expiration and final results of its cash
tender offer to purchase up to $270,000,000 aggregate principal
amount of its outstanding 8 1/4% Senior Notes due 2015.  The
tender offer was made pursuant to an Offer to Purchase, dated May
12, 2010, and the related Letter of Transmittal.

The Tender Offer expired at 12:00 midnight, New York City time, on
June 9, 201.  Based on information provided by the Depositary for
the Tender Offer, an aggregate principal amount of $488,581,000 of
the 2015 Notes was validly tendered and not validly withdrawn in
the Tender Offer, which exceeded the Maximum Tender Amount.
Valassis has accepted for purchase $269,876,000 aggregate
principal amount of the 2015 Notes pursuant to the terms of the
Tender Offer.  The 2015 Notes accepted for purchase were subject
to proration pursuant to the terms of the Tender Offer at a factor
of approximately 55% of the 2015 Notes validly tendered and not
withdrawn.  The 2015 Notes not accepted for purchase will be
promptly returned to the tendering holders or, if tendered through
the facilities of the Depository Trust Company (DTC), credited to
the relevant accounts at DTC in accordance with DTC procedures.
The settlement for the Tender Offer is expected to occur on June
11, 2010.

Holders of the 2015 Notes who validly tendered their 2015 Notes in
the Tender Offer at or prior to the Expiration Date will be
eligible to receive $1,070 per $1,000 principal amount of 2015
Notes accepted in the Tender Offer, plus accrued and unpaid
interest from the last interest payment date to, but not
including, June 11, 2010.

Immediately following the closing of the Tender Offer, an
aggregate principal amount of $257,124,000 of the 2015 Notes will
remain outstanding.

J.P. Morgan Securities Inc. acted as Dealer Manager in connection
with the Tender Offer. Wells Fargo Bank, National Association
acted as the Depositary and i-Deal LLC acted as the Information
Agent for the Tender Offer.

This announcement does not constitute an offer to buy or the
solicitation of an offer to sell securities.  The Tender Offer was
made solely by means of the Offer to Purchase and the related
Letter of Transmittal, which set forth the complete terms and
conditions of the Tender Offer.  In those jurisdictions where the
securities, blue sky or other laws require the Tender Offer to be
made by a licensed broker or dealer, the Tender Offer was deemed
to be made on behalf of Valassis by the Dealer Manager or one or
more registered brokers or dealers licensed under the laws of such
jurisdiction.

                          About Valassis

Valassis is one of the nation's leading media and marketing
services companies, offering unparalleled reach and scale to more
than 15,000 advertisers.  Its RedPlum media portfolio delivers
value on a weekly basis to over 100 million shoppers across a
multi-media platform -- in-home, in-store and in-motion.  Through
its interactive offering -- redplum.com -- consumers will find
compelling national and local deals online.  Headquartered in
Livonia, Michigan with approximately 7,000 associates in 28 states
and eight countries, Valassis is widely recognized for its
associate and corporate citizenship programs, including its
America's Looking for Its Missing Children(R) program.  Valassis
companies include Valassis Direct Mail, Inc., Valassis Canada,
Promotion Watch, Valassis Relationship Marketing Systems, LLC and
NCH Marketing Services, Inc.

As reported by the TCR on Feb. 3, 2010, Standard & Poor's Ratings
Services placed its 'B+' corporate credit rating for Livonia,
Michigan-based Valassis Communications Inc., along with all
associated issue-level ratings, on CreditWatch with positive
implications.


VIRGO INVESTMENTS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Virgo Investments, Inc.
        dba Econo Lodge Leesburg Conference Center
        aka Econo Lodge Leesburg
        fka Guesthouse Inn
        fka Shoney's Inn
        1308 N 14th Street
        Leesburg, FL 34748

Bankruptcy Case No.: 10-09910

Chapter 11 Petition Date: June 7, 2010

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

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

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

Estimated Debts: $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/flmb10-09910.pdf

The petition was signed by William E. Flynn, company's president.


VISICON SHAREHOLDERS TRUST: Case Summary & Creditors List
---------------------------------------------------------
Debtor: The Visicon Shareholders Trust, an Ohio Trust
        9077 The Lane
        Naples, FL 34109

Bankruptcy Case No.: 10-33736

Chapter 11 Petition Date: June 8, 2010

Court: U.S. Bankruptcy Court
       Southern District of Ohio (Dayton)

Judge: Guy R Humphrey

Debtor's Counsel: Ira H. Thomsen, Esq.
                  140 North Main Street, Suite A
                  P.O. Box 639
                  Springboro, OH 45066
                  Tel: (937) 748-5001
                  Fax: (937) 748-5003
                  E-mail: cornell76@aol.com

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

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

The petition was signed by David A. Meyers, trustee.

Debtor's List of 3 Largest Unsecured Creditors:

        Entity                      Nature of Claim   Claim Amount
        ------                      ---------------   ------------
Ohio Department of Taxation         Hope Hotel            $623,935
150 E. Gay Street, 21st Floor
Columbus, OH 43215

Ohio Department of Taxation         2006, 2007, 2009      $279,369
150 E. Gay Street, 21st Floor       Ohio Sales Taxes
Columbus, OH 43215

Bertchlynn Properties, LLC          unfinished contract    $36,218
3195 Dayton Xenia Road, Suite 900
Dayton, OH 45434


VISTEON CORP: JCI Says it Made Offer Based on Limited Info.
-----------------------------------------------------------
Johnson Controls Inc. confirmed on June 4, 2010, that it sent a
letter to Visteon Corp. stating it remains interested in pursuing
its proposal.

JCI previously made an unsolicited $1.25 billion bid for two of
Visteon's business units.

Reuters related in a June 10 report that JCI made its offer based
on limited information.  "We have submitted what we think is a
full and fair value bid, but we made that bid on the based on
very limited information," JCI Chief Financial Officer Bruce
McDonald told Reuters in an interview.

Mr. McDonald believes that there might be additional value to the
Visteon assets, but JCI just cannot make that determination
without access to more relevant documentation, according to David
Bailey of Reuters.

Reuters notes that the Visteon assets JCI seeks to acquire
"generated $6 billion of revenue in 2008, the last full year
before Visteon filed for bankruptcy."

Moreover, JCI has expressed discontent lack of active
communication from Visteon's end, Reuters adds.  "We have been
somewhat frustrated with Visteon's' unwillingness to engage in a
meaningful dialogue," Reuters quoted Mr. McDonald as saying.  "We
really cannot control it anymore.  The fate largely is out of our
hands right now."

                     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: Hain Capital Proposes to Appoint Trade Committee
--------------------------------------------------------------
Hain Capital Group, LLC, Liquidity Solutions, Inc., and Fulcrum
Credit Partners LLC ask Judge Sontchi to appoint an official
trade creditors committee.

Hain Capital, et al., relate that they hold unsecured claims
against the Debtors, which, pursuant to the proposed Chapter 11
Plan, are classified as Class H General Unsecured Claims.

Reuters cites that Hain Capital, et al.'s counsel as saying the
group holds about $20 million of Visteon's trade claims.

Hain Capital, et al., aver that an additional committee is
required to adequately represent the interests of the holders of
trade claims because those holders are unrepresented by the
existing Official Committee of Unsecured Creditors and have no
other avenue for participation.

Paul N. Silverstein, Esq., at Andrews Kurth LLP, in New York --
paulsilverstein@andrewskurth.com -- notes that (i) the Debtors'
7.00% and 8.25% Senior Notes, which are general unsecured claims,
currently trade at or near par; (ii) Visteon's common stock
presently trades at levels reflecting an equity value of between
$100 million and $200 million; and (iii) Johnson Controls, Inc.
was rebuffed in its efforts to purchase a substantial portion of
Visteon's business for $1.25 billion.  Meanwhile, he cites, the
Creditors' Committee supports the Third Amended Chapter 11 Plan
of Reorganization that guarantees the holders of Class H Claims a
recovery no better than 50% on account of their claims and, if
the Debtors' claim estimates are overly optimistic, could result
in distributions significantly lower than 50%.

"This is troubling for several reasons," Mr. Silverstein argues,
on behalf of Hain Capital, et al.

According to Mr. Silverstein, while it is apparent that the
Debtors' valuation will be an issue addressed at confirmation,
the plan supported by the Creditors' Committee provides no
mechanism for Trade Claims to receive the fair value of those
claims if the anticipated valuation fight demonstrates that those
claims are entitled to recoveries in excess of 50%.

"Capping recoveries to the Trade Claims without regard to the
ultimate determination of the Debtors' value makes very little
sense, especially in the context of these cases, where the
outlook of the Debtors and their industry seems to improve on a
regular basis," Mr. Silverstein tells the Court.

Moreover, Mr. Silverstein notes, while institutional investors
are literally tripping over each other to pay 100 cents on the
dollar to buy the Debtors' unsecured bonds solely for the
privilege of having the right to purchase reorganized Visteon's
equity through the rights offering, the Creditors' Committee has
determined that this privilege is not valuable enough to be
offered to all of the Debtors' unsecured creditors --
specifically holders of Trade Claims.

In light of the volume of trading in the Debtors' bonds and the
consistency in their pricing, the Creditors' Committee cannot
discount the value of the rights offering to its participants,
Mr. Silverstein asserts.

"All we want is to be let into the rights offering," Reuters
quoted Mr. Silverstein as saying.

Failure by the Creditors' Committee to ensure that all holders of
unsecured claims have the ability to participate in the rights
offering is inexplicable, and suggests, unfortunately, that the
Creditors' Committee has lost sight of its purpose  -- to protect
the interests of, and maximize value for, all unsecured
creditors, Mr. Silverstein says.

"Such inexplicable disparate plan treatment between trade
creditors and the Bonds, which is supported by the Creditors'
Committee, warrants the appointment of an official committee of
trade creditors pursuant to Section 1102(a)(2) of the Bankruptcy
Code," asserts Mr. Silverstein.

                     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: Proposes to Ink License Deal with TomTom
------------------------------------------------------
Visteon Corp. and its units ask Judge Sontchi to authorize Visteon
Global Technologies, Inc., and Visteon Technologies, LLC, to enter
into a license agreement with TomTom NV dated April 23, 2010.

The License Agreement relate to TomTom's interest in certain
patents related to the "Zexel" business.

The Debtors disclose that upon their spin off from Ford Motor
Company, assets related to a navigation company known as Zexel
which Ford acquired in the 1990s was transferred to them.  The
Zexel assets include related patents.  By 2002, the Debtors
exited the former Zexel business through divestiture, but
retained ownership of the Patents.

The Debtors inform the Court that TomTom approached them in mid-
2008 to discuss the potential acquisition of the Zexel Patents.
From that time through the present, the Debtors and TomTom have
engaged in detailed negotiations and related due diligence
concerning the Patents, TomTom's products, the navigation
marketplace, and reasonably royalty rates.

In addition to the ongoing discussions, within the past year, the
Debtors, through their Chinese joint venture Yanfeng Visteon
Automotive Electronics Co. Ltd., worked with TomTom to develop a
semi-embedded automotive navigation product.  The parties have
entered into a supply agreement under which Yanfeng manufactures
the product for TomTom.

Accordingly, to ensure the Debtors' receipt of appropriate
payment for TomTom's use of the Patents and to prevent potential
litigation from destroying the burgeoning relationship between
the parties, the Debtors and TomTom have agreed into the License
Agreement.

The License Agreement contemplates that the Debtors will grant
TomTom a retroactive and prospective limited, non-exclusive, non-
transferable, irrevocable, worldwide license to make, have-made,
use, sell, offer for sale, or import licensed devices.  A key
aspect of the License Agreement is that TomTom is paying a lump
sum royalty to the Debtors in order to settle claims that the
Debtors believe they have against TomTom based on certain of the
Patents.

Mark M. Billion, Esq., at Pachulski Stang Ziehl & Jones LLP, in
Wilmington, Delaware, maintains that entry into the License
Agreement:

  (a) will allow the Debtors to preserve and enhance their
      commercial relationship with TomTom, as well as
      effectively monetize the past use and product development
      potential of the Patents as they relate to TomTom's
      business.  Furthermore, the settlement of potential claims
      related to the Patents embodied in the License Agreement
      will allow the Debtors to avoid the costs and
      uncertainties associated with patent litigation, which the
      Debtors anticipate would be both protracted and complex;
      and

  (b) will allow the Debtors to focus their efforts to protect
      their valuable intellectual property rights on other
      entities that the Debtors believe have infringed on the
      Patents.  Entry into the License Agreement will also
      strengthen the Debtors' position in licensing negotiations
      with other potential entities that may have unlawfully
      used, or may be using, the Patents without a license.

The Debtors assert that the terms of the License Agreement
constitute valuable commercial information, public disclosure of
which would affect their ongoing litigation and negotiations with
other parties with respect to the Patents.  Thus, the Debtors
seek the Court's authority to file an unredacted version of the
License Agreement under seal pursuant to Section 107(b) of the
Bankruptcy Code.

A redacted version of the License Agreement is available for free
at http://bankrupt.com/misc/Visteon_TomTomAgmt.pdf

                     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)


WASHINGTON MUTUAL: Court Agrees to Expedite Hearing for Examiner
----------------------------------------------------------------
Bankruptcy Law360 reports that a Delaware bankruptcy court has
agreed to a request by Washington Mutual Inc. shareholders to hold
an expedited hearing to consider appointing an examiner to review
a proposed settlement of litigation among the bank, JPMorgan Chase
& Co. and the Federal Deposit Insurance Corp. that is a key part
of Washington Mutual's exit plan.

Despite an objection by Washington Mutual, Judge Mary Walrath of
the U.S. Bankruptcy Court for the District of Delaware on
Wednesday granted the official committee of equity security
holders' bid, according to Law360.

                      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: TPS Holders Want Documents Produced
------------------------------------------------------
A consortium of Trust Preferred Security Holders complains that
since the announcement of the purported Global Settlement
Agreement that forms the basis of Washington Mutual Inc.'s Plan,
the Debtors have chosen to engage in delay tactics aimed at
furthering their efforts to achieve confirmation of the Plan so as
to deliver significant benefits or valuable releases to JPMorgan
Chase Bank, National Association, insiders and other select
parties.

Marla Rosoff Eskin, Esq., at Campbell & Levine LLC, in
Wilmington, Delaware, notes that the Debtors initially agreed, in
late April 2010, to provide certain documents without the need to
engage in formal discovery.  However, the Debtors, among other
things, rebuffed efforts by the TPS Consortium to reach an
agreement regarding document production, as well as the TPS
Consortium's requests to meet and confer to discuss other
options.  In the end, the Debtors' promises to produce documents
in response to informal requests "proved empty," according to Ms.
Rosoff.

The TPS Consortium says that as the Disclosure Statement hearing
approaches, it seeks the Court's assistance in obtaining
documents critical to its preparation for that Hearing.

In particular, the TPS Consortium is seeking further information
regarding (i) the current status of the Trust Preferred
Securities, and (ii) the circumstances of the purported transfers
of those Securities to and from the Debtors, among other factors
relevant to an informed assessment of the Plan and the Settlement
Agreement, pursuant to which the Trust Preferred Securities would
be delivered to JPMorgan.

As a party-in-interest to the Chapter 11 cases, the TPS
Consortium insists that it is entitled to obtain discovery under
Rules 26 and 34 of the Federal Rules of Civil Procedure, made
applicable pursuant to Rules 9014, 7026 and 7034 of the Federal
Rules of Bankruptcy Procedure.

Against this backdrop, the TPS Consortium asks Judge Walrath to
compel the Debtors to:

  (i) immediately produce documents previously produced or
      received in connection with Rule 2004 Discovery; and

(ii) immediately produce documents already prepared for
      production as represented by Debtors' counsel.

                       Debtors Respond

The Debtors take issue that the TPS Consortium refuses to sign a
standard non-disclosure agreement to protect the confidentiality
of documents initially requested through an informal document
request, Mark D. Collins, Esq., at Richards, Layton & Finger,
P.A., in Wilmington, Delaware, tells the Court.

According to Mr. Collins, the TPS Consortium insisted on a
revision to the NDA that would allow it to use confidential
information so long as it uses its "best efforts" to file such
information under seal.  This revision "renders confidentiality
meaningless" as it would provide no appropriate safeguard for the
Confidential Information, which risk the Debtors cannot take, Mr.
Collins contends.

While most parties-in-interest have been and should be able to
assess the Disclosure Statement and the Plan without making
expedited document requests, the TPS Consortium complained that
they need the requested documents immediately in order to assess
the reasonableness of the Plan and the Global Settlement.  Even
if true, this analysis is properly conducted in the context of
Plan confirmation and formulating Plan confirmation objections,
Mr. Collins points out, citing a declaration filed by Vaughan
Petherbridge, Esq., at Weil Gotshal & Manges, LLP, in New York.

Accordingly, Mr. Collins notes, the Information is not needed
immediately.  The Debtors have proposed a confirmation hearing
date of July 20, 2010, with objections due June 25.  Moreover,
the TPS Consortium could have avoided this dispute by agreeing to
the reasonable terms of the NDA, which have been used by numerous
other parties, Mr. Collins adds.

                      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).


WESTCLIFF MEDICAL: Files Schedules of Assets & Liabilities
----------------------------------------------------------
Westcliff Medical Laboratories, Inc., has filed with the U.S.
Bankruptcy Court for the Central District of California its
schedules of assets and liabilities, disclosing:

  Name of Schedule                    Assets           Liabilities
  ----------------                    ------           -----------
A. Real Property                           $0
B. Personal Property              $61,210,303
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                      $56,624,000
E. Creditors Holding
   Unsecured Priority
   Claims                                                       $0
F. Creditors Holding
   Unsecured Non-priority
   Claims                                               $9,620,135
                                  -----------          -----------
      TOTAL                       $61,210,303          $66,244,135

Santa Ana, California-based Westcliff Medical is a provider of
clinical testing and pathology services at 170 locations in
California.  Westcliff filed a Chapter 11 petition on May 19 in
Santa Ana, California (Bankr. C.D. Calif. Case No. 10-16743).  Ron
Bender, Esq., who has an office in Los Angeles, California,
assists the Company in its restructuring effort.  The petition
said that assets and debts range from $50,000,001 to $100,000,000.
Parent BioLabs Inc. also filed for Chapter 11.  The parent has no
assets aside from owning Westcliff.


WESTCLIFF MEDICAL: Gets Interim Approval to Use GE Collateral
-------------------------------------------------------------
Biolabs, Inc., and Westcliff Medical Laboratories, Inc., obtained
interim permission from the Bankruptcy Court to use cash
collateral securing their obligations to their prepetition
lenders.

Prior to filing for bankruptcy, the Debtors signed an asset
purchase agreement with Laboratory Corporation of America and its
wholly owned subsidiary Wave Newco, Inc.  In their motion, the
Debtors told the Court that pending consummation of the asset sale
to Lab Corp. or to a successful overbidder, they need to use
revenue generated from the operation of their business -- that is,
the cash collateral -- to pay postpetition operating expenses.

The Debtors, as borrowers, are parties to a Credit Agreement dated
as of June 30, 2006, GE Business Financial Services, Inc., a
Delaware corporation (formerly known as Merrill Lynch Capital, a
division of Merrill Lynch Business Financial Services Inc.), for
itself as a lender and as administrative agent, CapitalSource
Finance, LLC and Sandelman Finance 2006-1, Ltd., as lenders.  The
Debtors granted to the Lenders senior liens and security interests
in substantially all of the Debtors' assets.

The Debtors are in default of their debts and obligations under
the Prepetition Loan Documents.  As of the Petition Date, the
Debtors were indebted and liable to the Lenders in the aggregate
amount of $58 million.

The Court held that the Agent and the Lenders are entitled to
adequate protection of their interest in the Prepetition
Collateral, including the Cash Collateral, for any diminution in
value of the Agent's or the Lenders' interests in the Prepetition
Collateral.

The DIP obligation is subject to a carve-out for (i) the unpaid
fees of the US Trustee pursuant to 28 U.S.C. Section 1930; and
(ii) the fees and expenses of the professionals retained by the
Debtor and the Committee appointed in the chapter 11 case and
allowed by the Court.

The Interim Order also provides that, if the Asset Sale occurs by
June 25, 2010, the Debtors are authorized and directed to use Cash
Collateral to pay to MTS Health Partners L.P. at the closing of
the Asset Sale all allowed and unpaid fees and expenses of MTS
under the MTS engagement letter dated, May 13, 2010, directly from
the sale proceeds of the Asset Sale; provided that if the Court
has not ruled on the allowance of fees and expenses sought by MTS
under the MTS Agreement at the time of closing of the Asset Sale,
the Debtors will escrow an amount equal to such fees and expenses
from the sale proceeds of the Asset Sale until the Court has ruled
on the matter.

A third interim cash collateral hearing is set for June 23, 2010,
at 10:00 a.m.

Randy Rogers, Esq., and Justin E. Rawlins, Esq., at Winston &
Strawn LLP, serve as attorneys for GE Business Financial Services,
Inc.

Benjamin S. Seigel, Esq., and Jeffrey K. Garfinkle, Esq., at
Buchalter Nemer, P.C., serve as attorneys for the Official
Committee of Unsecured Creditors.

                   About Westcliff and Biolabs

Santa Ana, California-based Westcliff Medical is a provider of
clinical testing and pathology services at 170 locations in
California.  Westcliff filed a Chapter 11 petition on May 19 in
Santa Ana, California (Bankr. C.D. Calif. Case No. 10-16743).  The
petition said that assets and debts range from $50,000,001 to
$100,000,000.  Parent BioLabs Inc. also filed for Chapter 11.  The
parent has no assets aside from owning Westcliff.

Westcliff said in a court filing that it was "simply not able to
operate sufficiently profitably to enable the debtors to repay
their debts."  There haven't been any payments on $56 million in
three secured term loans since early 2009.

Revenue of $97 million in 2009 resulted in a $13 million net loss.
In 2008, the net loss was $87 million on net revenue of
$84 million, according to a court filing.


WILLBROS GROUP: Awarded Pipeline Construction Project
-----------------------------------------------------
Willbros Group, Inc.'s Canadian unit, Willbros Construction
Services (Canada) L.P., has been awarded construction of
interconnecting pipelines as part of Statoil's Leismer
Infrastructure Pipelines (LIP) project.  The scope of work
comprises approximately 1.3 km of dual NPS 30 dilbit and diluent
pipelines, fibre optic conduit and other appurtenant facilities
south of Fort McMurray, Alberta.  The project connects the
Enbridge and Statoil Cheecham facilities and is scheduled for
construction in July and August 2010.

Randy Harl, President and Chief Executive Officer, commented,
"This award supports our belief that the Canadian market is
improving and we are seeing increased opportunities for our
pipeline construction unit as we move past the spring break up
season.  Canada is a strategic focus area for Willbros and I am
pleased that we have an opportunity to work for Statoil."

                     About Willbros Group

Willbros Group, Inc. is an independent contractor serving the oil,
gas, power, refining and petrochemical industries, providing
engineering, construction, turnaround, maintenance, life cycle
extension services and facilities development and operations
services to industry and government entities worldwide.

                               *     *     *

As reported in the Troubled Compay Reporter on May 24, 2010,
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.


WILLIAM NOLL: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: William Frederick Noll, III
        aka William F Noll, III
        6888 Trail Blvd.
        Naples, FL 34108

Bankruptcy Case No.: 10-13565

Chapter 11 Petition Date: June 6, 2010

Court: United States Bankruptcy Court
       Middle District of Florida (Ft. Myers)

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

Scheduled Assets: $2,965,982

Scheduled Debts: $7,485,857

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flmb10-13565.pdf

The petition was signed by William Frederick Noll, III.


WINDER RENEWABLE: Files Schedules of Assets and Liabilities
-----------------------------------------------------------
Winder Renewable Methane, LLC, filed with the U.S. Bankruptcy
Court for the Eastern District of Louisiana its schedules of
assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                $4,169,079
  B. Personal Property            $4,404,367
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $10,436,408
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $108,343
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                          $766,139
                                 -----------      -----------
        TOTAL                     $8,573,446      $11,310,890

In a separate filing, Worthmore Renewable Solutions, LLC, a
debtor-affiliate, filed its schedules of assets and liabilities,
disclosing total assets of $0 and total liabilities of
$10,821,497.

New Orleans, Louisiana-based Winder Renewable Methane, LLC, filed
for Chapter 11 bankruptcy protection on April 30, 2010 (Bankr.
E.D. La. Case No. 10-11489).  Douglas S. Draper, Esq., at Heller
Draper Hayden Patrick & Horn, LLC, assists the Company in its
restructuring effort.  The Company listed $10,000,001 to
$50,000,000 in assets and $1,000,001 to $10,000,000 in
liabilities.

The Debtor's affiliate, Worthmore Renewable Solutions, LLC, filed
a separate Chapter 11 petition on April 30, 2010 (Case No. 10-
11488).


ZINNIE'S EAST: Files for Chapter 11 to Restructure Debt
--------------------------------------------------------
Toby Sells at The Commercial Appeal reports that Zinnie's East
Inc. filed for bankruptcy under Chapter 11, seeking to reorganize
about $250,000 in debt.  The Company listed $199,532 in secured
debt and $50,405 in unsecured claims.

According to the report, the Company and First Tennessee Bank
entered into a consent order to reorganize the company's debt but
detail of the arrangement were not immediately available.

Zinnie's East Inc. operates Midtown bar and restaurant at 1718.


* Changes to Rule 2019 Lender Disclosure Nears
----------------------------------------------
Katherine Greene at Dow Jones Newswires reports that a proposed
amendment to the Federal Rules of Bankruptcy Procedure to change
disclosure rules for lenders in bankruptcy cases is one step
closer to becoming rule.  Rule 2019 requires lenders to disclose
their positions in companies that have filed for bankruptcy.
According to Dow Jones, the proposal, which comes from the U.S.
Court's Advisory Committee on Bankruptcy Rules, has come under
scrutiny because some lenders object to a provision that requires
them to disclose the price and date at which they bought their
positions.  That provision has been removed from the text of the
proposed revised rule, which may not be final until next year, Dow
Jones says.

The Wall Street Journal's Mike Spector relates the new rule's
language, drafted by a panel of judges and other bankruptcy
professionals, made the rounds in the email in-boxes of lawyers,
restructuring bankers and judges Wednesday.  Mr. Spector says the
official proposed rule now makes its way to another federal
judiciary committee before eventually heading to the Supreme Court
for review.  If the Supreme Court adopts the rule, Congress can
overturn it.

Mr. Spector notes that hedge funds had hinted they might take
their money out of bankruptcy cases if forced to reveal too much.
"It chills participation if you have to make the exhaustive
disclosure," said Martin Bienenstock, Esq., a lawyer at Dewey &
LeBoeuf who counts hedge funds among his clients, according to the
Journal.

According to the Journal, the new rule would make investors
disclose their "economic interest" in bankruptcy cases, including
debt, equity or short positions such as credit-default swaps,
which act as insurance against debt when it defaults.  The Journal
notes judges have expressed concern that investors banding
together on court committees have at times revealed their
underlying debt holdings but failed to disclose their CDS
positions.

The Journal further relates that investors on committees will have
to disclose the quarter and the year in which their positions were
acquired.  Disclosures are waived for positions acquired more than
a year before the company's bankruptcy filing.  If hedge funds
make arguments in court or solicit votes for confirmation of a
bankruptcy plan, additional disclosures will be required if
investment positions have changed since a previously filed
statement.

The Journal also relates many of these investors argued they
weren't subject to the current rule, based on technical legal
language related to whether their efforts amounted to acting as an
official "committee."  The new rule makes clear that any investor
banding together on a court-sanctioned committee will have to make
disclosures.


* Experts See Need for Restructurings in Health-Care Industry
-------------------------------------------------------------
Jacqueline Palank at Dow Jones Daily Bankruptcy Review reports
that Martin G. Bunin, Esq., a partner in the bankruptcy group with
the law firm of Alston & Bird, has predicted that hospitals and
other facilities will increasingly turn to debt restructurings or
bankruptcy as "important" solutions to their many ailments.  Mr.
Bunin was speaking during a teleconference sponsored by the
Turnaround Management Association on Tuesday.

Ms. Palank further relates David A. Rock, a managing partner with
Carl Marks Healthcare Partners LLC, said at the teleconference the
bottom lines of hospitals and other health-care providers, like
nursing homes and outpatient facilities, have suffered for several
years as insurers slash away at the amount of patients' care
they'll reimburse.

That trend has only been exacerbated by the economic downturn's
impact on state governments, which have responded by cutting
funding for Medicaid insurance programs and other health-care-
related expenses, Ms. Palank writes.

According to Ms. Palank, Mr. Rock said that, in response to
declining reimbursement rates, many providers in recent years have
developed sophisticated income-investment portfolios as a means to
boost their liquidity.  But the stock market's woes mean many of
those investments took dramatic hits.  "There has been some
recovery," Mr. Rock said, but "they haven't recovered to pre-
recession levels and still are significantly impacted by the loss
of income on the investment side."

Ms. Palank relates Suzanne Koenig, president and founder of SAK
Management Services LLC, said not-for-profit providers have
suffered especially amid the downturn because not only have their
investment incomes suffered, but also the charitable contributions
they could once count on for a boost have dried up.


* "Short-Term Maneuvers" Save Public Jobs, Risking Bond Defaults
----------------------------------------------------------------
Christopher Palmeri and Terrence Dopp at Bloomberg report that
states and cities haven't cut jobs with the same vigor as
companies even as they face deficits projected by the Center on
Budget and Policy Priorities and the National League of Cities to
reach $200 billion in the year beginning July 1.  That's raised
investor concerns about more public debt defaults, which totaled
$6.3 billion last year and $8.2 billion in 2008, the most in 30
years, says Distressed Debt Securities, a Miami Lakes, Florida,
newsletter.

"There are a lot of municipalities that really need to make deep
cuts and not just continue short-term maneuvers," said Ashton
Goodfield, a fund manager and head of municipal-bond trading at
DWS Investments in Boston, which holds $29 billion of public debt,
according to the Bloomberg report.


* Barclays Restructuring Pro Joins Greenberg Traurig
----------------------------------------------------
Bankruptcy Law360 reports that Greenberg Traurig LLP has bolstered
its business reorganization and bankruptcy practice with the
addition of Mark Manski, who returns to his legal roots after
serving as managing director for Barclays Capital, overseeing its
workout practice in the Americas.

Law360 says the firm announced Tuesday that Manski would work out
of its New York and Boston offices and focus his practice on
general corporate and real estate restructurings.


* BOOK REVIEW: The Executive Guide to Corporate Bankruptcy
----------------------------------------------------------
Authors: Thomas J. Salerno; Craig D. Hansen; Jordan A. Kroop
Publisher: Beard Books
Hardcover: 728 pages
List Price: $174.95

The newly revised edition of The Executive Guide To Corporate
Bankruptcy is perfectly timed.  As the global economy continues to
deteriorate, more and more companies are sinking into insolvency
with executives at their helm who need a crash course in
bankruptcy realities.  This excellent book will quickly get both
the seasoned executive and the uninitiated lawyer up to speed on
the bankruptcy process.

Salerno, Kroop and Hansen understand that the reorganization
process can be intimidating, puzzling, and generally unpleasant.
They penetrate the opaque gloom that some lawyers tend to
perpetuate.  Each chapter of this book addresses a different
aspect of the reorganization process, beginning with an overview
of the origins and purpose of US bankruptcy laws and ending with a
debunking of common myths about reorganization.  In between, they
discuss each chapter of the bankruptcy code; discussing the gamut
from liquidations through Chapter 11 sales and full-blown
reorganizations.  The authors' ability to distill the bankruptcy
code's complex language into comprehensible and manageable blocks
of information makes the book extremely readable.

The Executive Guide is full of pragmatic advice.  After laying out
the essential elements and key players in the restructuring
process, the authors get down to the nitty gritty of navigating a
distressed company through reorganization.  They realistically
assess the challenges that an executive should expect to face in
Chapter 11.  They discuss how to assuage and balance the concerns
of employees and key vendors, address the inevitable creditor
dissatisfaction with executive compensation, deal with members of
their professional team and work effectively as an executive whose
actions will be constantly scrutinized and second-guessed.  The
authors also provide the cautionary note that "executives
preparing to embark on a reorganization are usually too
preoccupied with business emergencies to think about the personal
toll that the process will exact."

One common flaw in books that try to be accessible while dealing
with technical topics is that they fall short in providing the
reader with a substantive understanding of the subject matter.
The Executive Guide to Corporate Bankruptcy avoids this pitfall.
The book's fourth and fifth chapters provide in-depth analysis of
the strategic decisions and steps that should be taken during the
restructuring process.  The authors explain the importance that
venue can have a case, the intricacies of first day motions and
how to prepare for confirmation.  There is a detailed discussion
of the sale of assets during the course of a Chapter 11
restructuring and the importance of making sure that major
constituencies are a part of the decision-making process.  They
also walk the reader through the specifics of a plan of a
reorganization, explaining the dynamics of the negotiation
process, especially how to understand and appreciate the needs of
your constituents and how to get a plan confirmed.

The icing on the cake for this book is the excellent appendix.
The final section of the book includes a user-friendly glossary of
commonly used bankruptcy terms and a reorganization timeline.  It
also includes sample documents such as debtor-in-possession (DIP)
financing agreements, operating reports, first day motions and
orders, management severance agreements, and more.  The summary of
management incentive stock plans implemented in recent
restructuring transactions is particularly informative.

This is a terrific book.  While geared to the non-lawyer
executive, it will also be a useful resource for any lawyer who
wants to gain practical familiarity with the bankruptcy process.
This should be a best seller in today's environment, though it may
need to be delivered to most executives in a brown paper wrapper.



                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard
C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez,
Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2010.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


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