TCR_Public/100615.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Tuesday, June 15, 2010, Vol. 14, No. 164

                            Headlines

ABITIBIBOWATER INC: Disc. Statement Hearing Slated for July 7
ABITIBIBOWATER INC: Amendment to Securitization Program Approved
ABITIBIBOWATER INC: Proposes to Renew Travelers Policies
ABITIBIBOWATER INC: Wants CCAA Stay Period Extended Until July 30
AMERICAN INT'L: Nan Shan Buyers No Closer to Approval of Deal

ANGARAKA LIMITED: Section 341(a) Meeting Scheduled for July 13
ARVCO CAPITAL: Case Summary & 7 Largest Unsecured Creditors
ASARCO LLC: Plan Admin. Wants Until Aug. 10 to Object to Claims
ASARCO LLC: Wants States' Sec. 503 Claims Dismissed
ASSOCIATED BANC: S&P Withdraws 'B' Counterparty Credit Rating

AVENTINE RENEWABLE: Expects Revenues of $552 Million in 2010
BLACK CROW: Affiliate Amends Schedules of Assets and Liabilities
BP PLC: US Government Wants Trust Fund Set Up to Pay Off Claims
BRIAN SWATMAN: Voluntary Chapter 11 Case Summary
BRUNDAGE-BONE: Wants to Sell Part of Property to City of Wichita

CABLEVISION SYSTEMS: Bresnan Deal to Upset Shareholders
CALIFORNIA COASTAL: Common Stock to be Delisted on NASDAQ June 21
CANWEST GLOBAL: Creditors OK Plan of Compromise and Arrangement
CHARLES TRICKLES: Case Summary & 20 Largest Unsecured Creditors
CHENIERE ENERGY: Stockholders Elect 4 as Directors

CIMINO BROKERAGE: Hearing Tomorrow on More Cash Collateral Use
CITIGROUP INC: To Sell Canadian MasterCard Business to CIBC
CITIGROUP INC: Prices Remarketing of 6% Senior Notes Due 2013
CLARE HOUSE: Case Summary & 39 Largest Unsecured Creditors
COEUR D'ALENE: June 30 Payment to Be Satisfied with Cash & Stock

COTTON 303: Section 341(a) Meeting Scheduled for July 15
COTTON 303: Wants to Hire Terry Leavitt as Bankruptcy Counsel
CRI HOTEL: Widens Net Loss to $326,000 in Q1 2010
DANIEL HUNT: Case Summary & 18 Largest Unsecured Creditors
DOROTHY 1: Case Summary & 8 Largest Unsecured Creditors

E.DIGITAL CORPORATION: Recurring Losses Cue Going Concern Doubt
ESCADA AG: Chapter 7 Conversion Request for U.S. Unit Withdrawn
ESCADA AG: Court Confirms U.S. Unit's Liquidation Plan
FANNIE MAE: Fannie-Freddie Fix At Least $160 Billion
FEDDERS CORP: Liquidating Trust Drops BofA, GE from Lawsuit

FILM DEPARTMENT: Posts $4.1 Million Net Loss for Q1 Ended March 31
FIREKEEPERS DEVELOPMENT: Moody's Raises Corp. Family Rating to B2
FISHER COMMUNICATIONS: Moody's Affirms 'B2' Corp. Family Rating
FORUM HEALTH: ONA Balks at Plan Proposed by Creditors
FREDDIE MAC: Fannie-Freddie Fix At Least $160 Billion

FREMONT GENERAL: Richard Sanchez Resigns as Interim President/CEO
FREMONT GENERAL: Exits Chapter 11 After 2 Years
GAMBLE EQUIPMENT: Voluntary Chapter 11 Case Summary
GARLOCK SEALING: Schedules Deadline Extended to July 20
GARLOCK SEALING: Seeks Nod for Ordinary Course Sale Transactions

GARLOCK SEALING: Wins OK of Asbestos Claimants Notice Procedures
GENERAL GROWTH: Seeks Approval of $33M Deal with Safeco
GENERAL MOTORS: $165 Mil. in Claims Change Hands in May
GENERAL MOTORS: UAW Retiree Trust Owns 87.5 Mil. Shares of Stock
GENERAL MOTORS: Canada Gen Owns 58 Million Shares of Stock

GENERAL MOTORS: Chevrolet & 3 Other Brands Hike Sales by 32%
GENERAL MOTORS: JPMorgan and Morgan Stanley to Underwrite IPO
GREEKTOWN HOLDINGS: Creditors Committee Sues Papases, et al.
GREEKTOWN HOLDINGS: May 2010 Casino Revenues Total $29.6MM
HAMPTON INN: Case Summary & 2 Largest Unsecured Creditors

HAMPTONS RESORTS: 3 Hotels in Bankruptcy; Has Deal to Sell Capri
HRH - ATLANTIC: Case Summary & 20 Largest Unsecured Creditors
HRH - BRISTOL: Case Summary & 20 Largest Unsecured Creditors
HRH - CAPRI: Case Summary & 20 Largest Unsecured Creditors
HSAD 3949: Files List of 16 Largest Unsecured Creditors

HSAD 3949: Section 341(a) Meeting Scheduled for June 29
HSAD 3949: Taps Wright Ginsberg as Bankruptcy Counsel
INN AT MISSOURI: Cash Collateral Hearing Continued Until June 30
INVERNESS MEDICAL: Moody's Retains 'B1' Corporate Family Rating
IRVINE SENSORS: Gets More Time to Regain NASDAQ Listing Compliance

JOHN ABRAHAM: Case Summary & 16 Largest Unsecured Creditors
JOHN BEARDSLEY: Oregon Court Approves Amended Chapter 11 Plan
JULI ANN SWEENY: Voluntary Chapter 11 Case Summary
KASDEN FUEL: Effects of 2008 Oil Price Swing Cue Bankruptcy Filing
KENYON CONCRETE: Case Summary & 5 Largest Unsecured Creditors

KINETEX RESOURCES: Expects to File Annual Report by June 28
KIRKLAND HUTCHESON: Confirmation Hearing Scheduled for June 26
LBM DEVELOPMENT: Case Summary & 3 Largest Unsecured Creditors
LEHMAN BROTHERS: Hearing on $255MM Park Ave. Investment on Wed.
LEHMAN BROTHERS: Proposes to Assign Contracts to Aurora

LEHMAN BROTHERS: Swedbank Ordered to Pay SEK82 Million
LEHMAN BROTHERS: Proposes Dechert as Special Counsel
LIBBEY INC: Reports Strategic Changes to Management Roles
LIBBEY INC: Richard Reynolds to Serve Executive VP & CFO
LIONS GATE: Icahn Debunks Firm's Latest Obfuscations

LOCATEPLUS HOLDINGS: To Seek Relisting With OTC Bulletin Board
MACKINAW POWER: Fitch Affirms 'BB-' Rating on $147 Mil. Loan
MAGIC BRANDS: Keeps Two Disputed Minnesota Locations
MARK ALLEN WYNNE: To Pay Claims from Assets, Future Income
MARMC TRANSPORTATION: Section 341(a) Meeting Scheduled for July 15

MARMC TRANSPORTATION: Taps Winship & Winship as Bankr. Counsel
MEDICAL EDUCATIONAL: Section 341(a) Meeting Scheduled for July 12
MEDICAL EDUCATIONAL: Wants Rafael Gonzalez Velez as Bankr. Counsel
MERUELO MADDUX: Wants to Use Cash Collateral Until September 30
MGM MIRAGE: City Center On Track to be Profitable

MICHAEL PATTERSON: Voluntary Chapter 11 Case Summary
MILLENNIUM MULTIPLE: Case Summary & 20 Largest Unsecured Creditors
MIRAMAX FILMS: Weinstein Co. Said to Raise $625MM Bid
MMFRE LIMITED: Case Summary & 9 Largest Unsecured Creditors
MORRIS MANAGEMENT: Case Summary & 17 Largest Unsecured Creditors

MOVIE GALLERY: Kaye's Motion to Lift Stay to Pursue Duties in MG I
MYERS MILL: Chapter 11 Trustee Sells Property to Central Land
NATIONAL SEMICONDUCTOR: S&P Raises Corp. Credit Rating From 'BB+'
NEXAIRA WIRELESS: Posts $1.2 Million Net Loss in Q2 Ended April 30
NORANDA ALUMINUM: S&P Raises Corporate Credit Rating to 'B'

NOVADEL PHARMA: Stockholders Reelect 4 as Directors
ONECAP HOLDING: Files for Bankruptcy After License Revoked
PACKAGING DYNAMICS: S&P Raises Corporate Credit Rating to 'B'
PROTECTIVE PRODUCTS: Has Until June 30 to File Reorganization Plan
RAMSEY HOLDINGS: Plan Confirmation Hearing Set for Today

REUNION INDUSTRIES: Bankruptcy Court Terminates Bankruptcy Case
RYAN SAPP: Voluntary Chapter 11 Case Summary
SABRE HOLDINGS: Moody's Gives Stable Outlook; Affirms 'B2' Rating
SB PARTNERS: Dworken Hillman Raises Going Concern Doubt
SCO GROUP: Loses Fight to Claim Unix Copyright Ownership

SEVEN FALLS: US Army Corps Revokes Permit
SCRANTON-LACKAWANNA HEALTH: S&P Gives Neg. Outlook on 'B-' Rating
SPIRIT FINANCE: S&P Raises Corporate Credit Rating to 'CCC-'
STATE LINE: Loan Default Prompts Chapter 11 Bankruptcy Filing
STATION CASINOS: Creditors Appeal Ruling to Sell Certain Assets

STATION CASINOS: Committee Seeking Stay Pending Appeal
SUNSHINE ENERGY: Files for Chapter 11 Bankruptcy Protection
SUNSHINE ENERGY TN I: Voluntary Chapter 11 Case Summary
SUNSHINE ENERGY TN II: Voluntary Chapter 11 Case Summary
SUPERIOR OFFSHORE: Judge Declines to Certify Class Suit

SYNUTRA INT'L: Posts $24.9 Million Net Loss in FY Ended March 31
TEXAS RANGERS: Taps Forshey & Prostok as Special Counsel
TOUSA INC: Wall Street Urges Reversal of Tousa Fraud Ruling
TRIBUNE CO: Bridge Lenders, U.S. Trustee Oppose Bonuses
TRICO MARINE: In Talks to Finance Chapter 11 Reorganization

TRIDENT RESOURCES: Reorganization Plan Obtains Court Approval
TROPICANA ENT: LandCo Opposes OpCo's Rejection of IP Agreements
TROPICANA ENT: Onex's Tropicana LV Holds Stockholder Meeting
TRUMP ENTERTAINMENT: Icahn Seeks Expedited Appeal of Trump's Plan
U.S. CONCRETE: BlackRock Inc. Owns 0.23% of Common Stock

UTSTARCOM INC: Amends Purchase Deals with Elite and E-Town
VALASSIS COMMUNICATIONS: Moody's Lifts Corp. Family Rating to Ba2
VERTIS HOLDINGS: Extension Expiration Dates of Unit's Notes
VISTEON CORP: Aurelius Entities Disclose 4.99% Equity Stake
VISTEON CORP: Trade Claimants Seek Their Own Committee

WISTERIA PARK: Voluntary Chapter 11 Case Summary
WOLF CREEK: Case Summary & 20 Largest Unsecured Creditors
XERIUM TECHNOLOGIES: Third Point Owns 5.0% of Common Stock
YRC WORLDWIDE: Gains Access to $22-Mil. After Facility Amendment
YRC WORLDWIDE: Outlines Plan to Address Short-Term Liquidity Needs

ZACK DAVIDSON: Judge Approves Forbearance Deal with Hypo Real
ZALE CORP: Unit Inks IT Services Agreement with ACS Commercial

* Bank Failures This Year Now 82 as 1 Bank Shut Friday
* Two Defaults Last Week Raise S&P's 2010 Tally to 38

* Berger Singerman's Reorganization Team Gets Chambers Ranking

* Large Companies With Insolvent Balance Sheets

                            *********

ABITIBIBOWATER INC: Disc. Statement Hearing Slated for July 7
-------------------------------------------------------------
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware will convene a hearing on July 7, 2010, at
1:30 p.m., to consider whether the Disclosure Statement of
AbitibiBowater, Inc., and its debtor-affiliates contains
"adequate information" to enable creditors to decide to accept or
reject the First Amended Joint Chapter 11 Plan of Reorganization.

Objections to the Disclosure Statement are due no later than
June 29, 2010.

The Debtors delivered to the Court their Disclosure Statement
accompanying the Plan, as amended, on May 24, 2010.

                     The Chapter 11 Plan

AbitibiBowater Inc. and certain of its U.S. and Canadian
subsidiaries on May 4, 2010, filed with courts in Canada and the
United States a Debtors' Joint Plan of Reorganization under
Chapter 11 of the Bankruptcy Code and CCAA Plan of Reorganization
and Compromise in draft form.

Administrative Claims; Priority Tax Claims; DIP Facility Claims;
Securitization Claims; and Adequate Protection Claims are not
classified.

Under the U.S. Debtors' Plan, non-disputed prepetition secured,
administrative, debtor-in-possession and other priority claims
would be paid in full in cash, or satisfied as otherwise agreed,
at emergence.  Unsecured claims would receive a pro rata share of
equity in the reorganized company upon emergence, subject to
certain conditions.  The Plan provides that the Company's current
common stock will be cancelled and holders will receive no
recoveries.

The plan framework doesn't indicate the particular claim
recoveries.  Notwithstanding, unsecured claims in Classes 6 and 7
are impaired, meaning holders of these claims may not see a full
recovery of their allowed claims.  Moreover, holders of claims in
Classes 6 and 7 are entitled to vote on the Plan.

A full-text copy of the U.S. Debtors' Plan is available at no
charge at http://bankrupt.com/misc/2070_ABHUSPlan.pdf

A full-text copy of the Canadian Debtors' Plan is available at no
charge at http://bankrupt.com/misc/2071_ABHCCAAPlan.pdf

                     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).


ABITIBIBOWATER INC: Amendment to Securitization Program Approved
----------------------------------------------------------------
AbitibiBowater Inc. and its units aver that their Securitization
Program, which is essentially a guaranteed receivables purchase
facility, is important to ensure that they have adequate liquidity
to conduct their business in the ordinary course.  To this end,
the Debtors amended and restated their prepetition Securitization
Program soon after filing for bankruptcy.  Among others, the 2009
Amendments (i) extended the maturity date of the Securitization
Program to June 2010; and (ii) provided the Debtors with the
option to further extend the maturity date through two additional
three-month extensions.  Exercising each Extension would cost the
estates a 1% extension fee and result in a higher rate of
interest payable for the duration of the Extension.

The Debtors now tell Judge Carey that they have negotiated a
further amendment of the Securitization Program to take advantage
of improving market conditions.  The Debtors, accordingly, sought
and obtained approval from Judge Carey to approve the amendment.

As a result of good faith, arm's-length negotiations, the
Debtors; Citibank, N.A., as agent; Citigroup Global Markets Inc.
and Barclays Capital Inc., as arrangers; the banks party to the
Program; and their advisors agree to these key terms for the 2010
Amendments:

  Maturity Date:    Extended for an additional 364 days
                    from the date of the order approving
                    the 2010 Amendments becomes effective.

                    Fifteen Month Extension and Eighteen
                    Month Extension provisions deleted.

  Commitment:       Purchase Limit reduced from $270 million
                    to $180 million in the aggregate.

  Interest
  Expense:          Interest cost reduced from LIBOR + 750
                    basis points (with a 3% LIBOR floor) to
                    LIBOR + 400 basis points (with a 2% LIBOR
                    floor).

  Unused
  Commitment
  Fee:              Unused commitment fee reduced from to
                    1.5% to 75 basis points.

  Financial
  Covenants:        Adding covenant levels for the fiscal
                    quarters ending after September 30,
                    2010, i.e., for the new duration of
                    the Securitization Program.

The modifications set forth are documented by amendments to three
of the agreements through which the Securitization Program is
memorialized: the Receivables Purchase Agreement; the Guaranty
and Undertaking Agreement; and the Purchase and Contribution
Agreement.

In exchange for the modifications, ACI Funding, a non-debtor
affiliate of AbitibiBowater Inc., has agreed to pay certain fees
to the Agent, the Arrangers and the Banks in the aggregate amount
of $3.8 million.

Out of an abundance of caution, the Debtors ask Judge Carey to
authorize ACSC to cause ACI Funding to pay the fees.

Other than with respect to certain economic terms and the
maturity date, the 2010 Amendments do not modify the
Securitization Program as previously approved by the Bankruptcy
Court.

A full-text copy of the 2010 Amendments is available for free at:

     http://bankrupt.com/misc/ABH_2010Amndmnt_SecFaclity.pdf

The Debtors estimate that the 2010 Amendments will result in cash
savings of approximately $4 million before October 2010, even
taking into account the payment of the Amendment Fees.

                     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).


ABITIBIBOWATER INC: Proposes to Renew Travelers Policies
--------------------------------------------------------
For the policy period July 1, 2000 through July 1, 2010, the
Travelers Indemnity Company issued certain commercial insurance
policies, which provide workers' compensation and employers
liability, general liability and automobile liability coverage to
certain of the Debtors in various states.  Travelers and the
Debtors also entered into certain claim services agreements by
which Travelers administered certain liability claims that were
self-insured by the Debtors.

Sean T. Greecher, Esq., at Young Conaway Stargatt & Taylor, LLP,
in Wilmington, Delaware, relates that for the coverage year from
July 1, 2009 through June 30, 2010, the total annual cost under
the Insurance Program was approximately $4 million -- about
$1.3 million of which was related to annual premium obligations,
and about $2.7 million was related to retained losses that
Travelers paid on behalf of the Debtors.

Pursuant to the terms of the Insurance Program, the Debtors are
required to post letters of credit to secure the payment and
performance of their obligations under the Insurance Program.
Accordingly, Travelers is the beneficiary of two letters of
credit: one is issued by Wachovia Bank, No. SM235618W, in the
amount of $8,150,000, and the other is issued by Canadian
Imperial Bank, No. SBGM742831, in the amount of $2,121,000.

Travelers also holds cash deposits in the amount of $941,850
that, together with the LCs, back the Debtors' obligations under
the Insurance Program.

Also under the Insurance Program, the Debtors agreed to make
certain payments and reimbursements to Travelers, including, but
not limited to, payments on account of (i) insurance premiums,
(ii) taxes, surcharges and assessments, and (iii) certain paid
losses and loss adjustment expenses.  The Debtors are current on
their premium and reimbursement obligations and their payment
obligations under the Insurance Program or are paying those
obligations in the ordinary course, according to Mr. Greecher.

The Insurance Program is subject to annual renewal on July 1 of
each year.  Accordingly, the Policies are scheduled to expire on
June 30, 2010.

In accordance with an agreement reached between the Debtors and
Travelers, the Debtors seek Judge Carey's permission to:

  (i) renew or enter into new postpetition insurance policies
      and related agreements with Travelers;

(ii) assume the Insurance Program; and

(iii) approve the related stipulation between the Parties to
      renew the insurance Policies and Service Agreements
      covered by the Travelers Insurance Program for the period
      from July 1, 2010 to July 1, 2011.

A full-text copy of the Stipulation, containing a list of the
Policies and Service Agreements is available at no charge at:

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

The continuation of the insurance programs existing under the
Policies and Service Agreements and the Debtors' assumption of
the Insurance Program is amply justified, Mr. Greecher contends.
He notes that failure to maintain workers' compensation insurance
in the various states and provinces in which the Debtors conduct
business could result in the institution of administrative or
legal proceedings and material fines against the Debtors and
their officers and directors.

Moreover, Mr. Greecher notes, Travelers' claims related to the
Policies and Service Agreements are fully secured by the LCs
currently in place.  To the extent not otherwise paid, Travelers
has recourse to the LCs to satisfy those Claims and demand that
the LCs be replenished.

According to Mr. Greecher, the Debtors satisfy the cure and
adequate assurance requirements under Section 365(b)(1) of the
Bankruptcy Code, as there are no uncured defaults that exist
under the Insurance Program.  Travelers has further acknowledged
that the Debtors have provided adequate assurance of their future
performance under the Insurance Program.

The Stipulation requires that the Debtors obtain a final, non-
appealable order granting the Insurance Renewal Motion no later
than June 30, 2010.

The Court will convene a hearing on June 22, 2010, to consider
the Debtors' request.  Objections, if any, must be filed by
June 15.

                     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).


ABITIBIBOWATER INC: Wants CCAA Stay Period Extended Until July 30
-----------------------------------------------------------------
Abitibi-Consolidated Inc., Bowater Inc. and certain of their
affiliates, as applicants under the Companies' Creditors
Arrangement Act of Canada asked Honorable Mr. Justice Clement
Gascon, J.S.C., of the Superior Court Commercial Division for the
District of Montreal in Quebec, Montreal, Canada, to extend the
period within which no right may be exercised and no proceeding
may be commenced or proceeded against them or any of their
property, assets, rights and undertakings, through and including
July 30, 2010.

The CCAA Applicants' current CCAA Stay Period is set to expire on
June 18, 2010.

The critical elements of a joint plan of compromise and
arrangement remaining to be determined were (i) the pension
deficit funding issue; (ii) the ratification of collective
agreements with all main unions required to produce a sound cost
structure; (iii) exit financing; and (iv) the division of equity
as between creditors of Abitibi and Bowater entities in the
combined "new AbitibiBowater" entity upon emergence.  The CCAA
Applicants have made significant progress on all of these fronts,
Stikeman Elliott LLP, in Montreal, Canada, related on behalf of
the CCAA Applicants.

The CCAA Applicants filed a Plan of Reorganization and Compromise
on May 4, 2010, alongside the U.S. Debtors Joint Chapter 11 Plan
of Reorganization, both of which outlined a classification scheme
and resultant form of recoveries for all of creditors.  The Plans
were subsequently amended on May 24, 2010, along with related
information circular and disclosure statement, in both the
Canadian Court and the U.S. Bankruptcy Court.  The unsecured
creditors committee supports the Plans.

The CCAA Applicants, however, contend that there is a need to
extend the Stay Period until July 30, 2010 and expect to propose
a further extension of the Stay Period during the hearing on a
request for a creditor's meeting, which is expected to take place
in July 2010.

The requested extension of the Stay Period is necessary in order
to provide the CCAA Applicants adequate time to move forward with
the adjudication of disputed claims and to continue their ongoing
negotiations with stakeholders in connection with the
restructuring plan under the CCAA, Stikeman points out.

The CCAA Applicants are of the view that no creditor will suffer
any undue prejudice by the extension of the Stay Period as the
Applicants forecast to have sufficient liquidity during that
period, Stikeman avers.

            Monitor Recommends Extension of Stay;
           Provides Cash Flow Updates for May 2010

Ernst & Young, Inc., as monitor in the CCAA Proceedings, noted in
its 44th Monitor Report that it recommends the extension of the
Stay Period through July 30, 2010.  The Monitor believes the Stay
Period Extension is in the best interest of the CCAA Applicants'
stakeholders.

E&Y also apprised Mr. Justice Gascon of the CCAA Applicants'
five-week cash flow results for the period from April 5 to May 2,
2010.  According to E&Y Senior Vice President Alex Morrison, at
August 29, 2010, which is the end of the 13-week period forecast,
ACI Group is projected to have immediately available liquidity of
approximately C$206 million.  BCFPI's liquidity at August 29,
2010 is projected to be approximately C$12 million.

In its 43rd Monitor Report separately filed with the Canadian
Court, E&Y noted updates with respect to the market condition
overview of the forest products industry.  In particular, Mr.
Morrison said, a report from RISI.com, a leading forest products
industry source, disclosed that the price of pulp has continued
to rise.

The RISI report further noted that the price of northern softwood
bleach kraft pulp is currently at C$1,000 per ton -- the highest
pulp price since 1995, according to Mr. Morrison.

Full-text copies of E&Y's 43rd and 44th Monitor Reports are
available for free at:

      http://bankrupt.com/misc/CCAA_43rdMonitorReport.pdf
      http://bankrupt.com/misc/CCAA_44thMonitorReport.pdf

                     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).


AMERICAN INT'L: Nan Shan Buyers No Closer to Approval of Deal
-------------------------------------------------------------
The Wall Street Journal's Ting-I Tsai reports that prospective
buyers of American International Group Inc.'s Taiwan arm -- Nan
Shan Life Insurance Co. -- appeared no closer to approval of the
deal Monday despite announcing a plan last week to support the
insurer's capital ratio to address regulatory concerns.

According to the Journal, Taiwanese regulators said Monday that
Primus Financial Holdings Ltd.'s plan to put US$325 million of the
purchase price for Nan Shan in an escrow account to support the
Taiwan insurer's capital ratio hasn't affected the government's
decision whether to approve the deal.

"That's simply their announcement.  We have no idea about it,"
Chen Kai-yuan, secretary-general of the Financial Supervisory
Commission's Insurance Bureau, said, according to the Journal.
The report relates Mr. Kai-yuan added that his department is
waiting for Primus to submit some required documents.

The Journal relates Taiwan's Investment Commission, which will
have final say on the deal, said Monday it hasn't yet scheduled
any meetings to review the sale.  The commission said in March it
planned to decide on the deal by the end of June.

The Journal relates AIG said Friday the money will be placed in
escrow for four years, effectively delaying its receipt of the
full amount of the purchase price.

The Journal says AIG agreed to sell Nan Shan to Primus, a Hong
Kong-based investment company, and China Strategic Holdings Ltd.,
primarily a battery maker owned by a group of Hong Kong
businessmen, for US$2.15 billion in October, as part of AIG's
efforts to repay bailout funds from the U.S. government.  The deal
has been hindered by political concerns in Taiwan that China
Strategic is backed by mainland Chinese money and has no
experience running a life insurer.

                          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.


ANGARAKA LIMITED: Section 341(a) Meeting Scheduled for July 13
--------------------------------------------------------------
The U.S. Trustee for Region 6 will convene a meeting of Angaraka
Limited Partnership's creditors on July 13, 2010, at 2:30 p.m.
The meeting will be held at the Office of the U.S. Trustee, 1100
Commerce Street, Room 976, Dallas, TX 75242.

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.

Newport Beach, California-based Angaraka Limited Partnership filed
for Chapter 11 bankruptcy protection on May 31, 2010 (Bankr. N.D.
Tex. Case No. 10-33868).  Vincent P. Slusher, 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.


ARVCO CAPITAL: Case Summary & 7 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: ARVCO Capital Research, LLC
        P.O. Box 3720
        Stateline, NV 89449

Bankruptcy Case No.: 10-52249

Chapter 11 Petition Date: June 9, 2010

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

Judge: Gregg W. Zive

Debtor's Counsel: Stephen R. Harris, Esq.
                  Belding, Harris & Patroni, Ltd.
                  417 W Plumb LN
                  Reno, NV 89509
                  Tel: (775) 786-7600
                  Fax: (775) 786-7764
                  E-mail: steve@renolaw.biz

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

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

The petition was signed by Alfred J.R. Villalobos, managing
member.

Debtor-affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
ARVCO Art, Inc.                        10-_____    06/09/10
Alfred J.R. Villalobos                 10-52248    06/09/10
ARVCO Financial Ventures, LLC          10-_____    06/09/10

ARVCO Capital's List of 7 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
State of California       Litigation             $95,000,000
c/o Edmund G. Brown, Jr.
Attorney General
300 South Spring ST., #1702
Los Angeles, CA 90013

Patterson, Belknap        Legal Fees             $825,000
1133 Avenue of the
American
New York, NY 10036

Cooley                    Legal Fees             $250,000
4401 Eastgate Mall
San Diego, CA 92121

Apodaca & Company         Goods/Services         $20,000

American Express Co.      Goods/Services         $20,000

O'Melveny & Meyers        Legal Fees             $10,000

David Pasternak           Receiver               $1


ASARCO LLC: Plan Admin. Wants Until Aug. 10 to Object to Claims
---------------------------------------------------------------
Mark A. Roberts of Alvarez and Marsal North America LLC,
Reorganized Asarco's Plan Administrator, asks the U.S. Bankruptcy
Court for the Southern District of Texas to extend his deadline to
object to claims pursuant to Section 14.2 of the Confirmed Plan of
Reorganization and Rule 9006(b)(1)(1) of the Federal Rules of
Bankruptcy Procedure, through and including August 10, 2010.  The
current claims objection deadline expired June 11.

The Plan Administrator avers that the extension is sought out of
an abundance of caution to prevent any unmeritorious claims from
becoming allowed merely by the passage of time.

Since the Effective Date, the Plan Administrator has distributed
approximately another $35 million as other Disputed Claims have
become Allowed, and there are only approximately 370 remaining
Disputed Claims, Dion W. Hayes, Esq., at McGuirewoods LLP, in
Richmond, Virginia, tells the Bankruptcy Court.

Mr. Hayes contends that the requested extension will not prejudice
the holders of Disputed Claims because Postpetition Interest
continues to accrue and will be paid on the Allowed Amount, if
any, of a Disputed Class 3 Claim, if and when it becomes an
Allowed Claim.  Accordingly, he insists, cause exists to grant the
request and extend the deadline.

                          EPA Objects

The United States of America, on behalf of the United States
Environmental Protection Agency and other environmental claimants,
object to the request to object to claims that include the United
States' remaining environmental claims.

Alan Tenenbaum, Esq., in Washington, D.C., contends that the
Government has two remaining environmental claims against the
Debtors, comprised of a claim for response costs and natural
resource damages at the Blue Ledge Mine in Siskiyou County,
California, and a claim for response costs at the Kelly Camp Mine
in Ferry County, Washington.  Both are late-filed claims, falling
in Class 6 under the Confirmed Plan and entitled to payment in
full with postpetition interest once allowed.

Neither the Plan Administrator nor Reorganized ASARCO has yet
filed an objection to either claim, Mr. Tenenbaum says.  However,
he notes, Reorganized ASARCO and its Parent have filed a
declaratory judgment action in the U.S. District Court for the
Eastern District of California seeking a ruling, inter alia, that
the Blue Ledge claim is a late-filed claim subject to discharge.

The California action is directly contrary to the Confirmed Plan,
which contemplates all late-filed claims being paid in full with
interest, Mr. Tenenbaum argues.  He asserts that the Government
objects to an extension of the deadline to object to the Blue
Ledge and Kelly Camp claims absent protections reserving all its
rights, including the right to seek estimation or creation of a
case management order for the Blue Ledge claim.

The United States Government, therefore, asks that the Bankruptcy
Court either deny the extension request as to the Blue Ledge and
Kelly Camp claims or, in the alternative, include provisions in
any order approving an extension that the Government:

  (a) may file a motion to estimate the Blue Ledge and Kelly
      Camp claims;

  (b) may ask for an order governing all matters pertaining to
      the Blue Ledge and Kelly Camp mines, including discovery
      and estimation; and

  (c) reserves all rights with respect to the California action
      and any appropriate relief in the Bankruptcy Court, the
      District Court for the Southern District of Texas, and the
      District Court for the Northern District of California.

                           *     *     *

As per the minutes of a June 8, 2010 hearing, Judge Schmidt ruled
that deadlines will be extended to July 10, 2010, and August 10,
2010.  He added that an order to that effect will follow.  No
other information is given in the Court's minutes of the hearing.

                          About Asarco LLC

Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.

ASARCO LLC filed for Chapter 11 protection on August 9, 2005
(Bankr. S.D. Tex. Case No. 05-21207).  Attorneys at Baker Botts
L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented
the Debtor in its restructuring efforts.

On December 9, 2009, Grupo Mexico, S.A.B. consummated the Chapter
11 plan that it sponsored for Asarco LLC.  The Plan, which was
confirmed both by the bankruptcy and district courts, reintegrated
Asarco LLC back to parent Grupo Mexico concluding the four-year
Chapter 11 proceeding.

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


ASARCO LLC: Wants States' Sec. 503 Claims Dismissed
---------------------------------------------------
ASARCO LLC asks the Court to dismiss the motions and applications
for allowed administrative expense claims for substantial
contribution under Section 503(b) of the Bankruptcy Code of the
Texas Attorney General's Office, the state of Arizona, the state
of Washington and the state of Montana.

Gregory Evans, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in
Los Angeles, California, relates that the State Applicants are
collectively seeking more than $2.7 million in attorneys' fees and
expenses incurred in prosecuting their environmental claims
against ASARCO.  On March 10, 2010, ASARCO LLC, ASARCO
Incorporated and Americas Mining Corporation objected to the State
Applicants' Substantial Contribution Claims on various grounds.

"ASARCO now moves to dismiss the State Applicants' Substantial
Contribution Claims for failure to state a claim upon which relief
can be granted," Mr. Evans tells the Court.  He argues that the
attorneys' fees and expenses that the State Applicants now seek
are "response costs" under the Comprehensive Environmental
Response, Compensation, and Liability Act, and recoverable costs
under parallel state statutes, which were within the scope of the
environmental claims that the State Applicants have already
litigated and settled in connection with the environmental
settlements approved by the Court and paid on the effective date
of the Debtors' Confirmed Plan.

Therefore, Mr. Evans points out, any further claims for the State
Applicants' attorneys' fees and expenses are barred as a matter of
law under these legal doctrines:

  (a) Release: The State Applicants have already settled their
      claims for attorneys' fees and expenses through
      Court-approved settlements that resolved and released all
      the State Applicants' claims for response costs under
      CERCLA and parallel state laws, necessarily including the
      claims at issue here;

  (b) Res Judicata: The State Applicants are precluded from
      relitigating their entitlement to attorneys' fees and
      expenses because multiple final judgments -- the orders
      approving the environmental settlements and the
      confirmation order -- already resolved the State
      Applicants' claims for attorneys' fees and expenses; and

  (c) Waiver: The State Applicants intentionally relinquished
      their right to recover any attorneys' fees and expenses by
      expressly releasing ASARCO from all response cost claims
      under CERCLA and parallel state statutes in connection
      with ASARCO's past actions through various comprehensive
      settlements of their environmental claims.

Mr. Evans further contends that the right to reimbursement for
making a substantial contribution afforded by Sections
503(b)(3)(D) and 503(b)(4) is an extraordinary remedy reserved for
creditors in certain capacities and members of an unofficial
committee, who may not otherwise be entitled to recover their
actual, necessary out-of-pocket expenses and their reasonable
outside attorneys' fees and expenses in their capacities.

                    State Applicants Object

The states of Arizona, Montana, Texas and Washington, in separate
responses, ask the Court to deny the Debtors' Motion to Dismiss.

The state of Arizona contends that the request misstates the (i)
law of Arizona concerning response costs and the ability of the
state to recover attorneys' fees as part of environmental
settlements, and (ii) terms of the releases and covenants not to
sue contained in the environmental settlements.  Arizona adds that
the request lacks any authority for its central tenet -- that the
ability to claim CERCLA response costs precludes a Section 503(b)
substantial contribution claim.

Washington says that its environmental settlements with ASARCO are
contracts; therefore, they must be interpreted using principles of
contract law.  Washington contends that the request ignores the
plain language of the contracts, which clearly sets forth the
specific claims resolved and explicitly reserves all other claims.
Washington also seeks summary judgment that the environmental
settlements did not settle its claim under Section 503(b).

Montana and Texas tell Judge Schmidt that they do not dispute that
the claims for environmental liabilities asserted by the Texas
Commission on Environmental Quality, Montana Department of Justice
and Montana Department of Environmental Quality were resolved
under the Confirmed Plan, which expressly incorporated the terms
of the environmental settlements previously approved by the Court.
However, Montana and Texas contend that the administrative expense
claims for substantial contribution they asserted pursuant to the
statutory framework contained in Section 503(b) are independent of
their claims against the estate for environmental liabilities
under CERCLA.

Contrary to ASARCO's assertions, Montana and Texas point out that
the settlement of their claims for environmental liabilities does
not affect their ability to independently seek administrative
expense for their substantial contribution to the bankruptcy
cases.

          DOJ Wants Summary Judgment on Admin. Claim

To recall, ASARCO has asked the Court to dismiss the Section
503(b) Substantial Contribution Claim asserted by the Environment
and Natural Resources Division of United States Department of
Justice.  The DOJ sought approximately $4 million in attorneys'
fees and expenses.  ASARCO and the Parent filed an objection to
the DOJ Claim on various grounds.

The DOJ files a response to ASARCO's motion to dismiss its claim,
and a cross-motion for summary judgment on certain limited issues
as to the objections filed by ASARCO and the Parent.

On behalf of the U.S. Government, Alan Tenenbaum, Esq., in
Washington, D.C., contends that because the environmental
settlements are consent decrees, they must be interpreted using
principles of contract law, meaning their plain language controls.

By their plain terms, the environmental settlements resolve, inter
alia, claims for CERCLA Response Costs as to the various sites,
but do not resolve or even mention claims for attorneys fees under
Section 503(b) for hours spent on Plan proceedings that made a
substantial contribution to the case, Mr. Tenenbaum asserts.  He
insists that ASARCO's request ignores this plain language, and
therefore, the doctrines of release, waiver and res judicata --
defenses upon which ASARCO bears the burden of proof -- do not bar
the United States' substantial contribution motion.

In accordance with Rule 7056 of the Federal Rules of Bankruptcy
Procedure, the DOJ asks Judge Schmidt for summary judgment and a
ruling that, as a matter of law: (i) the historic site-specific
environmental settlements did not settle, waive, or have res
judicata effect on, the DOJ Claim for substantial contribution
pursuant to Section 503, and (ii) that the Parent lacks standing
to object to the DOJ Claim under Section 503.

The DOJ, in another filing, sought and obtained a Court order
compelling ASARCO and the Parent to produce to the DOJ the hourly
rates total hours charged the Parent for the period from Nov. 1,
2007, through December 9, 2009, for Luc Despins, Esq., Charles
Beckham, Esq., Robert Moore, Esq., Robert Winter, Esq., Gregory
Evans, Esq., and Alissa Schlesinger, Esq.  The Court also ruled
that the summary document produced to the DOJ will be treated as
confidential at this time, and will not be disclosed to any other
party, except with the states of Arizona and Washington.

                       ASARCO Talks Back

In response to the State Applicants' objections and Washington's
cross-motion for summary judgment, ASARCO tells the Court that it
paid the State Applicants in full of their allowed claims plus
interest in return for a comprehensive release under a series of
environmental settlement agreements.

Charles A. Beckham, Jr., Esq., at Haynes and Boone, LLP, in
Houston, Texas, contends that the Parent funded over $2.2 billion
to make payment in full to creditors to retain its ownership of
the Debtors and free them of any further economic exposure to the
environmental claimants.  He points out that as part of the
comprehensive settlement of environmental claims, the State
Applicants agreed to release "any and all claims and causes of
action against Debtors . . . with respect to any and all costs of
response incurred, or to be incurred. . . ."

The State Applicants ignore the breadth of these release
provisions and focus instead on covenants not to sue, which they
claim preserve their Substantial Contribution Claims, Mr. Beckham
argues.  He asserts that the covenants do not limit the broad
scope of the parties' comprehensive releases, do not expressly
preserve substantial contribution claims, and in fact, reconfirm
that the State Applicants agreed not to sue for "response" costs
under CERCLA and their parallel state statutes.

Because the State Applicants have already litigated and settled
their claims for attorneys' fees and expenses as "response" costs
in conjunction with the environmental settlement agreements, they
have released and waived any further claims for fees and costs,
including claims for relief under Section 503(b), Mr. Beckham
further argues.  He adds that any attempt to recover this same
relief a second time through a substantial contribution claim is
further barred by the res judicata doctrine because the Court's
orders granting the environmental settlements under Rule 9019 of
the Federal Rules of Bankruptcy Procedure fully and finally
litigated these precise issues.

           Texas Seeks to Dismiss Parent's Objection

The Texas Attorney General's Office asks the Court to dismiss the
omnibus objection of Asarco Incorporated and Americas Mining
Corporation to its claims for substantial contribution against the
Debtors' bankruptcy estates.

Hal F. Morris, Esq., Assistant Attorney General, Bankruptcy and
Collections Division, in Austin, Texas --
hal.morris@oag.state.tx.us -- argues that the Parent does not have
standing to object under the plain language of the Parent's own
Confirmed Plan of Reorganization, which expressly confers standing
to object to claims only on the Reorganized ASARCO LLC and the
Plan Administrator, Mark A. Roberts of Alvarez and Marsal North
America, LLC.

Mr. Morris contends that the plain language of the Confirmed Plan
proposed by the Parent precludes the parent and grandparent from
having standing.  Under the terms of the Plan, "After the
Effective Date, Reorganized ASARCO and the Parent's Plan
Administrator shall have the exclusive right to file objections to
Claims . . .," with certain exceptions, that are not relevant to
the
Texas Substantial Contribution Claim.  He asserts that there is no
language in the Plan that creates an exception that would grant
standing to anyone other than the Reorganized Debtor and the Plan
Administrator.

"While the Parent certainly knew how to create exceptions, e.g.
for asbestos claims, there is simply no language that would create
an exception to the plain language that states 'After the
Effective Date, Reorganized ASARCO and the Parent's Plan
Administrator shall have the exclusive right to file objections to
Claims . . .'," Mr. Morris argues.  He adds, among other things,
that allowing the Parent to continue participating in the
objection to Substantial Contribution Claims will increase the
length of depositions in that the Parent and the Reorganized
Debtor will all need to be deposed as to their separate objections
and discovery responses.

In separate requests, Texas, Arizona and Montana also seek to
dismiss the omnibus objection of ASARCO and the Parent to their
Substantial Contribution Claims for discovery abuses, or in the
alternative, seeks to compel written responses to discovery
requests.  Texas, Arizona and Montana assert that ASARCO and the
Parent have not responded to the States' discovery requests in a
good faith attempt to narrow the issues raised in the Substantial
Contribution Claims.

                          About Asarco LLC

Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.

ASARCO LLC filed for Chapter 11 protection on August 9, 2005
(Bankr. S.D. Tex. Case No. 05-21207).  Attorneys at Baker Botts
L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented
the Debtor in its restructuring efforts.

On December 9, 2009, Grupo Mexico, S.A.B. consummated the Chapter
11 plan that it sponsored for Asarco LLC.  The Plan, which was
confirmed both by the bankruptcy and district courts, reintegrated
Asarco LLC back to parent Grupo Mexico concluding the four-year
Chapter 11 proceeding.

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


ASSOCIATED BANC: S&P Withdraws 'B' Counterparty Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services said that it withdrew its 'B'
short-term counterparty credit rating on Associated Banc Corp. at
the company's request.

The 'BB-' long-term counterparty credit rating remains on
CreditWatch Negative, where it was placed April 28, 2010.


AVENTINE RENEWABLE: Expects Revenues of $552 Million in 2010
------------------------------------------------------------
Aventine Renewable Energy Holdings, Inc. disclosed in a regulatory
filing dated June 9, 2010, that it has filed a presentation
providing an overview of the Company and an operational and
financial update on its corporate Web site at:

       http://www.aventinerei.com/irpresentations.html

Aventine exited bankruptcy on March 15, 2010, with a new ownership
structure, fresh accounting basis, and capital structure
including:

  -- New 3-year $20 million revolving credit facility;

  -- New 5-year $105 million senior secured PIK toggle notes;

  -- 80% re-equitized by pre-bankruptcy unsecured creditors and
     20% by buyers of the new notes.

The Company estimates revenues for 2010 and 2011 will be
$552 million and $942 million, respectively.  Latest Twelve Months
(LTM) Revenues (as of March 31, 2010) were $473 million.

                     About Aventine Renewable

Pekin, Illinois-based Aventine Renewable Energy Holdings, Inc.
(Pink Sheets: AVRN) -- http://www.aventinerei.com/-- is a
producer and marketer of ethanol to many leading energy companies
in the United States.  In addition to ethanol, Aventine also
produces distillers grains, corn gluten meal, corn gluten feed,
corn germ and brewers' yeast.

Morgan Stanley Capital Partners IV bought Aventine in May 2003
from Williams Cos.  Aventine had a public offering in May 2006.
The Morgan Stanley group retained 28% of the stock at year's end.

The Company and its affiliates filed for Chapter 11 on April 7,
2009 (Bankr. D. Del. Lead Case No. 09-11214).  Joel A. Waite,
Esq., and Ryan M. Bartley, Esq., at Young, Conaway, Stargatt &
Taylor, serves as bankruptcy counsel to the Debtors.  Davis Polk
& Wardwell is special tax counsel and Houlihan, Lokey, Howard &
Zukin, Inc., is the financial advisor.  Garden City Group, Inc.,
has been engaged as claims agent.  Scott D. Cousins, Esq., and
Donald J. Detweiler, Esq., at Greenberg Traurig, LLP, serve as
counsel to the official committee of unsecured creditors.  When it
filed for bankruptcy protection from its creditors, Aventine
Renewable listed between $100 million and $500 million each in
assets and debts.

The Court confirmed on February 24, 2010, the Company's plan of
reorganization.  The Company emerged from Chapter 11 on March 15,
2010.


BLACK CROW: Affiliate Amends Schedules of Assets and Liabilities
----------------------------------------------------------------
Thomas Media operations, LLC, a debtor-affiliate of Black Crow
Media Group, LLC, filed with the U.S. Bankruptcy Court for the
Middle District of Florida amended schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                    $27,851
  B. Personal Property               $894,926
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $40,278,831
  E. Creditors Holding
     Unsecured Priority
     Claims                                           $61,415
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $1,247,276
                                 -----------      -----------
        TOTAL                       $922,777      $41,532,522

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

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

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


BP PLC: US Government Wants Trust Fund Set Up to Pay Off Claims
---------------------------------------------------------------
The Wall Street Journal's Amy Schatz and Guy Chazan report that
White House officials on Sunday said they wanted BP Plc to put
"substantial" funds into an escrow account to cover claims by Gulf
Coast businesses and residents affected by the oil spill.  The
report says the Obama administration plans to ask BP to establish
an independently administered fund for reimbursing victims -- in
effect, taking some of the compensation decisions out of BP's
hands.

BP said in a statement on Monday the cost of the response to date
amounts to approximately $1.6 billion, including the cost of the
spill response, containment, relief well drilling, grants to the
Gulf states, claims paid, and federal costs.  This includes new
grants of $25 million each to the states of Florida, Alabama and
Mississippi and the first $60 million in funds for the Louisiana
barrier islands construction project.  BP said it is too early to
quantify other potential costs and liabilities associated with the
incident.

According Dow Jones Newswires' Selina Williams, one analyst
estimated Friday that the ultimate figure would be between
$3 billion and $6 billion.

According to BP, more than 51,000 claims have been submitted to
date, and more than 26,500 payments have been made, totaling over
$62 million.

The WSJ report drew comparisons of the BP fund with those of trust
funds set up with court approval by Johns Manville Corp. and later
other companies with asbestos liabilities.  The report says those
asbestos trusts now oversee about $20 billion in assets, a sum
that has nearly tripled since 2005, consultants say.

The Journal says the calls for a fund came as BP said over the
weekend it was now collecting about 15,000 barrels of oil a day at
the site, due to a special cap installed over the leaking pipe.
U.S. officials upped their leak estimate last week to as much as
40,000 barrels a day, although on Sunday, Coast Guard Admiral Thad
Allen said they believe the leak was closer to 35,000 barrels a
day.

The report says President Barack Obama plans to bring up the idea
at a White House meeting Wednesday with top BP executives,
including Chairman Carl-Henric Svanberg.  The call was echoed by
congressional leaders and state officials, the report adds.

                  Chapter 11 or Receivership Seen

As reported by the Troubled Company Reporter on June 10, 2010,
Tennille Tracy at Dow Jones Newswires said energy specialist Matt
Simmons, founder and chairman emeritus of Simmons & Co., has told
Fortune magazine that BP Plc has "about a month before they
declare Chapter 11."

According to the TCR, Jeff Plungis and Christopher Condon at
Bloomberg's Businessweek reported that Representative Steve Cohen,
a Tennessee Democrat, said because BP is likely to end up in
bankruptcy, the Obama administration should consider placing the
company in receivership to preserve company assets.  "The
president could put it in receivership to protect the people," Mr.
Cohen said.

The TCR also cited Businessweek, which said more than 40 U.S.
lawmakers on June 9 called for BP to suspend its dividend, stop
its advertising and spend the money instead cleaning up its oil
spill in the Gulf of Mexico.  Businessweek said a dividend
moratorium would hit BP shareholders led by BlackRock Inc. and
Legal & General Group Plc.  According to Bloomberg data drawn from
regulatory filings, New York-based BlackRock was the biggest
holder of BP shares, with 5.92% as of December 31, 2009.
Bloomberg said Legal & General Group, the U.K. insurer and money
manager, holds 4% of the shares as of May 4.

BP has committed to fund the entire $360 million cost of six berms
in the Louisiana barrier islands project.  On June 7, BP said it
would make an immediate payment of $60 million to the State of
Louisiana.  The initial $60 million payment is intended to permit
the State to begin work on the project immediately.  BP would then
make five additional $60 million payments when the Coastal
Protection and Restoration Authority of Louisiana, which is
chaired by Garret Graves, certifies that the project has satisfied
20%, 40%, 60%, 80% and then 100% completion milestones.  The
entire $360 million will be funded by the completion of the
project.  BP plans to make payments directly to the State of
Louisiana rather than establishing an escrow fund for this
project.

BP already has provided $170 million to Louisiana, Alabama,
Mississippi, and Florida to help with those state's response costs
and to help promote their tourism industries.  The company also
has paid approximately $51 million in compensation to people and
companies affected by the spill.

                           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%.


BRIAN SWATMAN: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Brian Swatman
        4861 Mohican Trail
        Owosso, MI 48867

Bankruptcy Case No.: 10-33279

Chapter 11 Petition Date: June 9, 2010

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

Judge: Daniel S. Opperman

Debtor's Counsel: James R. Oppenhuizen, Esq.
                  2810 E. Beltline Lane NE
                  Grand Rapids, MI 49525
                  Tel: (616) 364-2100
                  E-mail: joppenhuizen@kvalawyers.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 Brian Swatman.


BRUNDAGE-BONE: Wants to Sell Part of Property to City of Wichita
----------------------------------------------------------------
Brundage-Bone Concrete Pumping, Inc., and JLS Concete Pumping,
Inc., ask the U.S. Bankruptcy Court for the District of Colorado
to authorize the sale of a portion of their Wichita property free
and clear of liens, encumbrances and interests.

The City of Wichita intends to purchase a portion of the
Wichita property to complete development of an access road and a
National Guard facility adjacent to the Wichita property.  In
addition, the buyer desires to acquire from Brundage-Bone a
temporary construction easement to provide the buyer with the
additional space necessary to construct the access road to the
sale property.

The terms of the sale contract includes:

   a. the purchase price for the sale property and the temporary
      easement is $90,003;

   b. the temporary easement will expire on the earlier of two
      years after closing, or 30 days after the date construction
      of the access road is completed;

   c. the buyer will bear 100% of closing costs, including the
      cost of title insurance, if any;

   d. closing will occur on or within 10 days after the Court
      approves the motion and the terms of the contract.

Wells Fargo Bank, N.A., holder of a postpetition financing lien
against the Wichita property, consents to sale of the property and
the grant of the temporary easement.

               About Brundage-Bone Concrete Pumping

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

Brundage-Bone and JLS filed for Chapter 11 on Jan. 18, 2010
(Bankr. D. Col. Case No. 10-10758).  Sender & Wasserman, P.C.,
assists the Debtors in their restructuring efforts.  According to
the schedules, the Company has assets of $325,708,061, and total
debts of $230,277,103.


CABLEVISION SYSTEMS: Bresnan Deal to Upset Shareholders
-------------------------------------------------------
The New York Post's Josh Kosman says Cablevision Systems' move
over the weekend to pay $1.36 billion for Bresnan Communications
is guaranteed to upset some shareholders.  The Dolans sealed the
deal despite the shares taking a 5.6% hit last Wednesday when
takeover talks were first reported, Mr. Kosman writes for the
Post.

According to Mr. Kosman, some shareholders want extra cash from
the profitable but slow-growing Cablevision used for dividends --
and not risky deals.  The Post recalls Cablevision in 2008 bought
Newsday in what turned out to be a poor investment.

"The Dolans, in a surprise, turned to Citigroup for advice,
according to a source, on buying Bresnan after using JPMorgan
Chase to spin off Madison Square Garden in February," Mr. Kosman
says.

                    About Cablevision Systems

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

At March 31, 2010, Cablevision Systems had $7,364,192,000 in total
assets against $13,565,731,000 in total liabilities, $12,540,000
in redeemable non-controlling interests, and $671,000 in Non-
controlling interest, resulting in total deficiency of
$6,214,079,000.

                          *     *     *

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


CALIFORNIA COASTAL: Common Stock to be Delisted on NASDAQ June 21
-----------------------------------------------------------------
California Coastal Communities, Inc., disclosed in a regulatory
filing Thursday that on June 8, 2010, the NASDAQ Stock Market
announced that its common stock, which was suspended from trading
on April 27, 2010, and has not traded on NASDAQ since then, will
be officially delisted ten (10) days after NASDAQ files a Form 25
with the Securities and Exchange Commission.  On June 9, 2010,
NASDAQ filed the Form 25 with the Securities and Exchange
Commission indicating that the Company's common stock will be
delisted on June 21, 2010.

The NASDAQ delisting decision was discretionary and based solely
on the Company's inability to emerge from its voluntary Chapter 11
bankruptcy proceedings by April 26, 2010.  The Company commenced
the Chapter 11 proceedings on October 27, 2009, in order to extend
the maturity dates and change the repayment schedules for its
approximately $182 million of Brightwater credit facilities debt
in order to be able to repay the debt in full by June 30, 2014,
based on currently expected home sales during the next four years.
The bankruptcy court has scheduled a valuation hearing for
July 15, 2010, and a plan confirmation hearing for July 28, 2010.

A full-text copy of the Form 8-K filing is available at no charge
at http://researcharchives.com/t/s?64bc

                    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.


CANWEST GLOBAL: Creditors OK Plan of Compromise and Arrangement
---------------------------------------------------------------
Canwest Global Communications Corp. disclosed that affected
creditors of Canwest (Canada) Inc., Canwest Limited Partnership /
Canwest Societe en Commandite and certain of their subsidiaries
overwhelmingly approved the proposed amended plan of compromise
and arrangement submitted to them under the Companies' Creditors
Arrangement Act (Canada).

The LP Entities are scheduled to seek approval of the Plan through
a Sanction and Vesting Order by the Ontario Superior Court of
Justice on June 18, 2010.  Upon Court approval, the LP Entities
will proceed to implement the Plan, with implementation to be
completed on or about July 14, 2010.

At the meeting of affected creditors today, FTI Consulting Canada
Inc., the LP Entities' Court-appointed monitor, reported that 97%
of the votes registered by the LP Entities' affected creditors,
representing 99% of the total value of affected claims, were in
favour of the Plan.  To be accepted, the Plan required approval by
a majority in number representing at least two thirds of the total
value of the affected creditors' proven voting claims.

Consequently, the Plan is now binding on the LP Entities' affected
creditors, subject to receipt of the Court's Sanction and Vesting
Order.

As previously disclosed, members of an ad hoc committee and
certain other holders of 9.25% senior subordinated notes have put
forward a bid to acquire substantially all of the financial and
operating assets of the LP Entities and all of the shares of
National Post Inc. for an effective purchase price of
approximately $1.1 billion, including $950 million in cash
funding.

The proceeds from the AHC Bid will allow for a full repayment of
the approximately $925 million debt owned by the LP Entities to
its senior secured lenders.  The AHC Bid will maintain all of the
LP Entities' existing newspaper operations and will provide
continuing employment to all full-time employees and substantially
all part-time employees of the LP Entities.

Under the terms of the Plan, AHC's total equity commitment of
$250 million will be for shares in a new company, increasing the
notional value of the equity of Newco to $400 million.  Affected
creditors will receive 13 million shares of Newco at a price of
$11.54 per share and AHC will receive 27 million shares of Newco
at a price of $9.26 per share.  Up to $130 million, representing
up to 32.5% of the notional value of the equity, will be available
under the Plan to affected creditors with proven claims against
the LP Entities at the time of emergence.

Affected creditors with claims of less than $1,000 will receive
cash payments for the full value of their proven claims and
affected creditors with proven claims of $1,000 or more can elect
to receive shares in Newco on a pro rata basis or $1,000 in cash.

Newco intends to have its shares be publicly traded and will seek
to be listed on the TSX.

                      About Canwest Global

Canwest Global Communications Corp. (TSX: CGS and CGS.A) --
http://www.canwest.com/-- an international media company, is
Canada's largest media company.  In addition to owning the Global
Television Network, Canwest is Canada's largest publisher of
English language daily newspapers and owns, operates and holds
substantial interests in conventional television, out-of-home
advertising, specialty cable channels, web sites and radio
stations and networks in Canada, New Zealand, Australia, Turkey,
Indonesia, Singapore, the United Kingdom and the United States.

On October 6, 2009, Canwest Global, Canwest Media Inc., Canwest
Television Limited Partnership (including Global Television,
MovieTime, DejaView and Fox Sports World), The National Post
Company and certain subsidiaries voluntarily entered into, and
successfully obtained an Order from the Ontario Superior Court of
Justice (Commercial Division) commencing proceedings under the
Companies' Creditors Arrangement Act.  The CMI Entities'
commencement of these proceedings was undertaken in furtherance of
a proposed recapitalization transaction that is supported by over
70% of holders of the 8% senior subordinated notes issued by CMI.

On the same day, FTI Consulting Canada Inc., the Court-appointed
Monitor in the CCAA proceedings, sought protection in the United
States Bankruptcy Court under Chapter 15 of the United States
Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 09-15994) for
certain of the entities involved in Canwest's television business
that filed for protection under the CCAA, including Canwest,
Canwest Media Inc. and Canwest Global Broadcasting
Inc./Radiodiffusion Canwest Global Inc.

Judge Stuart M. Bernstein presides over the Chapter 15 cases.
Evan D. Flaschen, Esq., at Bracewell & Giuliani LLP, in Hartford,
Connecticut, serves as Chapter 15 Petitioner's counsel.  The
Chapter 15 Debtors disclosed estimated assets of $500 million to
$1 billion and estimated debts of $50 million to $100 million.

In a regulatory filing with the U.S. Securities and Exchange
Commission, Canwest Media disclosed C$4,847,020,000 in total
assets and C$5,826,522,000 in total liabilities at May 31, 2009.

Bankruptcy Creditors' Service, Inc., publishes Canwest Bankruptcy
News.  The newsletter tracks the CCAA proceedings and Chapter 15
proceedings undertaken by Canwest Global Communications Corp. and
its affiliates (http://bankrupt.com/newsstand/or 215/945-7000).


CHARLES TRICKLES: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Joint Debtors: Charles Luis Trickles
               Barbara Lynn Trickles
               6343 W. Torino Ave.
               Las Vegas, NV 89139

Bankruptcy Case No.: 10-20726

Chapter 11 Petition Date: June 9, 2010

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

Judge: Mike K. Nakagawa

Debtor's Counsel: David J. Winterton, Esq.
                  211 N. Buffalo Dr. #A
                  Las Vegas, NV 89145
                  Tel: (702) 363-0317
                  E-mail: david@davidwinterton.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/nvb10-20726.pdf

The petition was signed by Charles Luis Trickles and Barbara Lynn
Trickles.


CHENIERE ENERGY: Stockholders Elect 4 as Directors
--------------------------------------------------
Cheniere Energy Inc.'s stockholders elected Vicky A. Bailey, David
B. Kilpatrick, Jason G. New, and J. Robinson West, to serve as
directors of the company, and ratified the selection of Ernst &
Young LLP as the company's independent auditors for 2010.

Cheniere Energy, Inc. (NYSE Amex: LNG) -- http://www.cheniere.com/
-- is a Houston-based energy company primarily engaged in LNG
related businesses, and owns and operates the Sabine Pass LNG
receiving terminal and Creole Trail pipeline in Louisiana.
Cheniere is pursuing related business opportunities both upstream
and downstream of the Sabine Pass LNG receiving terminal.
Cheniere is also the founder and holds a 30% limited partner
interest in another LNG receiving terminal.

At March 31, 2010, the Company had total assets of $2,736,643,000
against total current liabilities of $92,018,000; long-term debt,
net of discount of $2,694,013,000; long-term debt-related parties,
net of discount of $361,008,000; deferred revenue of $32,500,000;
other non-current liabilities of $25,793,000; and non-controlling
interest of $210,525,000; resulting in total deficit of
$468,689,000.


CIMINO BROKERAGE: Hearing Tomorrow on More Cash Collateral Use
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California
has continued until June 16, 2010, at 2:30 p.m., a hearing on
Cimino Brokerage Company's access to cash collateral of secured
creditors -- Wells Fargo Bank and Temple-Inland, Inc.  The hearing
will be held at the San Jose Courtroom 3020.

The Debtor will use the cash collateral to fund its Chapter 11
case and pay suppliers and other parties.

As reported in the Troubled Company Reporter on April 23, 2010,
as adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant the secured creditors
replacement lien on postpetition assets derived.  The replacement
lien will be subordinate to the (i) compensation and expense
reimbursement allowed to a trustee in any successor Chapter 7
case; and (ii) fees payable to the U.S. Trustee.  The secured
creditors will also be granted superpriority administrative
expense claim.

Salinas, California-based Cimino Brokerage Company, a California
general partnership -- aka Cimino Brothers Produce and dba Cimino
Brothers Produce -- was founded over 15 years ago by the Cimino
family, which has been in the agricultural business since 1895.
The Debtor is currently owned 50% by Vincent Cimino, 25% by Armand
Cimino and 25% by Stephanie Cimino.  The Company is a year-round
grower, shipper and distributor of fresh vegetables and
fruits, primarily broccoli.  The Company, through its Mexican
wholly-owned subsidiary (Cimino Brothers Produce Mexico S.A. de
C.V. is the creator of the Asian Cut Crown broccoli category, and
has developed the largest national network of Asian foodservice
distributors and customers in the nation.  The Company's
administrative operations are carried out from its facilities in
Salinas, California.  The Company's primary cooling facilities in
the United States are located in Laredo, Texas.

The Company filed for Chapter 11 bankruptcy protection on
November 24, 2009 (Bankr. N.D. Calif. Case No. 09-60291).  The
Company listed $10,000,001 to $50,000,000 in assets and
$10,000,001 to $50,000,000 in liabilities.


CITIGROUP INC: To Sell Canadian MasterCard Business to CIBC
-----------------------------------------------------------
Citigroup Inc. said Monday it has signed a definitive agreement to
sell its Canadian MasterCard business to the Canadian Imperial
Bank of Commerce.

Terms of the sale were not disclosed.  The sale will reduce Citi's
assets in Citi Holdings by approximately C$2 billion and is not
expected to have a material impact on Citi's net income or capital
ratios.  The transaction is expected to close by October 31, 2010,
and is subject to regulatory approvals and usual closing
conditions for such sales.

"This transaction demonstrates the continued progress we are
making in our efforts to divest non-core assets," said Vikram
Pandit, Chief Executive Officer of Citi.  "Our team continues to
pursue opportunities to reduce assets in Citi Holdings in a way
that will create value for our stakeholders."

"Citi remains committed to delivering on its global strategy in
Canada which includes a focus on the growth of our core
businesses," Mr. Pandit added. "With this sale behind us, we will
continue to focus on growing our Global Banking, Global
Transaction Services and Citi Private Bank organizations,
leveraging Citi's unique global reach to the benefit of our
clients."

The sale of this business is consistent with Citi's strategy to
reduce the assets and businesses within Citi Holdings in an
economically rational manner while working to generate long-term
profitability and growth from Citicorp, which comprises its core
franchise.

                          About Citigroup

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

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

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

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


CITIGROUP INC: Prices Remarketing of 6% Senior Notes Due 2013
-------------------------------------------------------------
Citigroup Inc. on June 10, 2010, announced the successful
remarketing of $1.875 billion aggregate principal amount of debt
securities, representing the second of four series of debt
securities required to be remarketed under the terms of Citi's
Upper DECS Equity Units issued to the Abu Dhabi Investment
Authority in December 2007.  Pursuant to the agreements governing
the Upper DECS Equity Units, the interest rate on this second
series of remarketed debt was reset to 6.000%. The remarketing
will settle on June 15, 2010.

According to the terms of the Upper DECS Equity Units, the Abu
Dhabi Investment Authority is obligated to purchase a total of
235.6 million shares of Citi common stock, in four equal
installments on March 15, 2010, September 15, 2010, March 15, 2011
and September 15, 2011, at a purchase price of $31.83 per share
($7.5 billion in total).  The proceeds from this second
remarketing will be used to satisfy the second stock purchase
obligation on September 15, 2010.  As a result of the three
remaining required common stock purchases, Citi's Tier 1 Common
and Tangible Common Equity is expected to increase by $1.875
billion in each of the third quarter of 2010 and the first and
third quarters of 2011.  Citi's Tier 1 Capital will remain
unchanged by the required stock purchases.

                          About Citigroup

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

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

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

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


CLARE HOUSE: Case Summary & 39 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Clare House Bungalow Homes, LLC
        918 S. Lincoln
        Spokane, WA 99204

Bankruptcy Case No.: 10-03507

Chapter 11 Petition Date: June 10, 2010

Court: United States Bankruptcy Court
       Eastern District of Washington (Spokane/Yakima)

Debtor's Counsel: Brant L. Stevens, Esq.
                  628 1/2 North Monroe, Suite 302
                  Spokane, WA 99201
                  Tel: (509) 325-3999
                  Fax: (509) 325-0127
                  E-mail: brantstevens2010@gmail.com

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

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

A list of the Company's 39 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/waeb10-03507.pdf

The petition was signed by Harry Green, member.


COEUR D'ALENE: June 30 Payment to Be Satisfied with Cash & Stock
----------------------------------------------------------------
Coeur d'Alene Mines Corporation has notified The Bank of New York
Mellon and holders of its Senior Term Notes due December 31, 2012,
that it intends to pay, in a combination of cash and Common Stock,
the amounts due on June 30, 2010 in respect of the Notes.

The payment of a portion in Common Stock is subject to conditions
set forth in the Supplemental Indenture.  In satisfaction of the
June 30, 2010 payment, the Company expects that:

   a) on or about June 30, 2010, it will pay $4,911,458 in cash,
      and

   b) on or about July 1, 2010, it will issue a number of shares
      of Common Stock equal to:

      x) $4,911,458.50, divided by

      y) 90% of the arithmetic mean of the four lowest daily
         volume-weighted average prices of the Common Stock during
         the ten trading days prior to June 30, 2010.

On February 5, 2010, the company closed a public offering of
$100,000,000 aggregate principal amount of its Senior Term Notes
due December 31, 2012.  The Notes were issued under an indenture,
dated as of February 5, 2010, between the Company and The Bank of
New York Mellon, as trustee, as supplemented by a first
supplemental indenture, dated as of February 5, 2010, among the
Company and the Trustee. All amounts due under the Notes may be
paid in cash, shares of the Company's common stock, par value
$0.01 per share, or a combination of cash and shares of Common
Stock.

                     About Coeur d'Alene Mines

Based in Coeur d'Alene, Idaho, Coeur d'Alene Mines Corporation is
primarily a silver producer with a growing gold production
profile.  The Company is engaged, through its subsidiaries, in the
operation and ownership, development and exploration of silver and
gold mining properties and companies located primarily within
South America (Chile, Argentina and Bolivia), Mexico (Chihuahua),
United States (Nevada and Alaska) and Australia (New South Wales).

At December 31, 2009, the Company had total assets of
$3,054,035,000 against total current liabilities of $188,608,000
and total non-current liabilities of $872,222,000, resulting in
stockholders' equity of $1,993,205,000.

                           *     *     *

As reported by the Troubled Company Reporter on August 11, 2009,
Standard & Poor's Ratings Services raised its corporate credit
rating on Coeur D'Alene Mines to 'B-' from 'CCC' and raised the
ratings on the Company's US$180 million senior unsecured notes due
2024 (US$106 million outstanding) and US$230 million senior
unsecured notes due 2028 (US$150 million outstanding) to 'CCC+'
from 'CCC-'.  In January 2010, S&P withdrew its ratings on the
Company, including its 'B-' corporate credit rating, at the
Company's request.


COTTON 303: Section 341(a) Meeting Scheduled for July 15
--------------------------------------------------------
The U.S. Trustee for Region 17 will convene a meeting of COTTON
303, LLC's creditors on July 15, 2010, at 2:00 p.m.  The meeting
will be held at 300 Las Vegas Boulevard, South, Room 1500, Las
Vegas, NV 89101.

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.

Henderson, Nevada-based Cotton 303, LLC, filed for Chapter 11
bankruptcy protection on June 3, 2010 (Bankr. D. Nev. Case No. 10-
20380).  Terry V. Leavitt, Esq., who has an office in Las Vegas,
Nevada, 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.


COTTON 303: Wants to Hire Terry Leavitt as Bankruptcy Counsel
-------------------------------------------------------------
Cotton 303, LLC, has sought permission from the U.S. Bankruptcy
Court for the District of Nevada to employ Terry V. Leavitt as
bankruptcy counsel.

Mr. Leavitt will:

     a. aid the Debtor in the filing of documents required in a
        Chapter 11 bankruptcy proceeding, including schedules,
        disclosure statements and plan;

     b. aid the Debtor in determining what is best for the estate;

     c. institute, prosecute or defend any lawsuits arising from
        the bankruptcy case in which the Debtor may be a party;
        and

     d. perform other legal services for the Debtor which may be
        necessary.

Mr. Leavitt will be paid $400 per hour for his services.

To the best of the Debtor's knowledge, Mr. Leavitt is
"disinterested" as that term is defined in Section 101(14) of the
Bankruptcy Code.

Henderson, Nevada-based Cotton 303, LLC, filed for Chapter 11
bankruptcy protection on June 3, 2010 (Bankr. D. Nev. Case No. 10-
20380).  The Company listed $10,000,001 to $50,000,000 in assets
and $1,000,001 to $10,000,000 in liabilities.


CRI HOTEL: Widens Net Loss to $326,000 in Q1 2010
-------------------------------------------------
CRI Hotel Income Partners, L.P., filed its quarterly report on
Form 10-Q, reporting a net loss of $326,146 on $2,130,614 of
revenue for the three months ended March 31, 2010, compared with a
net loss of $193,059 on $2,263,870 of revenue for the same period
ended March 31, 2009.

The Company's balance sheet as of March 31, 2010, showed
$8,926,005 in assets, $8,048,211 of liabilities, and $877,794 of
partners' capital.

As reported in the Troubled Company Reporter on April 12, 2010,
Grant Thornton LLP, in McLean, Va., expressed substantial doubt
about the Partnership's ability to continue as a going concern
after auditing the Partnership's financial statements for the year
ended December 31, 2009.  The independent auditors noted that the
Partnership has roughly $2.9 million in outstanding debt that is
due May 5, 2010.

The loan with Remediation Capital bears interest at the rate of
14% per annum and originally matured on May 5, 2010.  The note
matures on September 5, 2010, with an option to extend an
additional two months, making the new maturity date November 5,
2010.

"In the event that the Partnership is unable to obtain refinancing
or extend the current agreement, the lender may exercise its right
to foreclose on the Days Inn University hotel.  These factors
raise substantial doubt about the Partnership's ability to
continue as a going concern."

A full-text copy of the quarterly report is available at no charge
at http://researcharchives.com/t/s?64c1

                         About CRI Hotel

Rockville, Md.-based CRI Hotel Income Partners, L.P., was formed
for the purpose of investing in hotels that were acquired from
Days Inns of America, Inc.  The General Partner of the Partnership
is CRICO Hotel Associates I, L.P., a Delaware limited partnership,
the general partner of which is C.R.I., Inc., a Delaware
corporation.  As of December 31, 2009, the Partnership remained
invested in four hotels and one leasehold interest.


DANIEL HUNT: Case Summary & 18 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Daniel Earl Hunt
        6516 Interlachen Blvd
        Edina, MN 55436

Bankruptcy Case No.: 10-44347

Chapter 11 Petition Date: June 9, 2010

Court: United States Bankruptcy Court
       District of Minnesota (Minneapolis)

Judge: Gregory F. Kishel

Debtor's Counsel: Alan E. Brown, Esq.
                  Larkin Hoffman Daly & lindgren Ltd.
                  1500 Wells Fargo Plaza
                  7900 Xerxes Ave South
                  Bloomington, MN 55431-1194
                  Tel: (952) 835-3800
                  E-mail: abrown@larkinhoffman.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 18 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mnb10-44347.pdf

The petition was signed by Daniel Earl Hunt.


DOROTHY 1: Case Summary & 8 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Dorothy 1, LLC
        dba Geo. C. Norris & Associates
        P.O. Box 389
        Windsor, VA 23487

Bankruptcy Case No.: 10-72781

Chapter 11 Petition Date: June 10, 2010

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

Judge: Frank J. Santoro

Debtor's Counsel: Joseph T. Liberatore, Esq.
                  Crowley, Liberatore, & Ryan, P.C.
                  1435 Crossways Boulevard, Suite 300
                  Chesapeake, VA 23320
                  Tel: (757) 333-4500
                  Fax: (757) 333-4501
                  E-mail: jliberatore@clrfirm.com

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

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

A list of the Company's 8 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/vaeb10-72781.pdf

The petition was signed by George C. Norris Sr., president.


E.DIGITAL CORPORATION: Recurring Losses Cue Going Concern Doubt
---------------------------------------------------------------
e.Digital Corporation filed on June 10, 2010, its annual report on
Form 10-K for the fiscal year ended March 31, 2010.

SingerLewak LLP, in Los Angeles, Calif., expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company has historically
suffered recurring losses from operations and has a substantial
accumulated deficit.

The Company reported a net loss of $809,420 on $2,553,869 of
revenue for 2009, compared with net income of $2,933,986 on
$11,055,732 of revenue for 2008.

The Company's balance sheet as of March 31, 2010, showed
$3,344,716 in assets, $367,945 of liabilities, and $2,976,771 of
stockholders' equity.

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

               http://researcharchives.com/t/s?64c7

San Diego, Calif.-based e.Digital Corporation is a holding company
incorporated under the laws of Delaware that operates through a
wholly-owned California subsidiary of the same name.  The Company
markets its eVU(R) mobile entertainment system for the travel and
recreational industries and licenses and enforces its Flash-R(TM)
portfolio of flash memory patents for use in portable devices
produced by electronic product manufacturers.


ESCADA AG: Chapter 7 Conversion Request for U.S. Unit Withdrawn
---------------------------------------------------------------
Diana G. Adams, the U.S. Trustee for Region 2, notified the Court
and parties-in-interest that she has withdrawn, without prejudice,
her proposal to convert the Debtor's Chapter 11 case into a
proceeding under Chapter 7.

The Motion, filed with the Court on March 19, 2010, cited the
recently concluded sale of the Debtor's assets to ESCADA US Subco,
LLC, pursuant to an Asset Purchase and Sale Agreement among the
parties.  Ms. Adams noted that the Debtor's business is presently
not operating and all that remains to be done in the Case is
possibly pursue some causes of action -- to the extent any claim
exist -- and distribute the limited "pot" of funds to the various
creditors.

                        About Escada AG

The ESCADA Group -- http://www.escada.com/-- is an international
fashion group for women's apparel and accessories, which is active
on the international luxury goods market.  It has pursued a course
of steady expansion since its founding in 1976 by Margaretha and
Wolfgang Ley and today has 182 own shops and 225 franchise
shops/corners in more than 60 countries.

As of August 10, 2009, the Escada Group operated 176 owned stores
and so-called shop in shops, of which 26 owned stores are located
in the United States and operated by Escada (USA) Inc. and 2
stores are planned to be opened in the United States before year
end.  Escada Group products are also sold in 163 stores worldwide
which are operated by franchisees.  Escada Group had total assets
of EUR322.2 million against total liabilities of EUR338.9 million
as of April 30, 2009.

Wholly owned subsidiary Escada (USA) Inc. filed for Chapter 11 on
August 14, 2009 (Bankr. S.D.N.Y. Case No. 09-15008).  Judge Stuart
M. Bernstein handles the case.  O'Melveny & Myers LLP has been
tapped as bankruptcy counsel.  Kurtzman Carson Consultants serves
as claims and notice agent.  Escada US listed US$50 million to
US$100 million in assets and US$100 million to US$500 million in
debts in its petition.

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


ESCADA AG: Court Confirms U.S. Unit's Liquidation Plan
------------------------------------------------------
Judge Stuart M. Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York, on June 10, 2010, confirmed the
First Amended Joint Chapter 11 Plan of Liquidation of ESCADA
(USA), Inc., now known as EUSA Liquidation, Inc., and the Official
Committee of Unsecured Creditors, as Plan proponents.

The Amended Plan is centered on, among other things, an overall
purpose to provide for the wind down and efficient liquidation of
the Debtor in a manner designed to maximize the recovery to all
creditors.  It specifically contemplates the establishment of a
liquidating trust, to be executed through a Liquidating Trust
Agreement by the Debtor and the Creditors' Committee.  The
Liquidating Trust will be established for the sole purpose of
liquidating and distributing the Trust Assets, in accordance with
Section 301.7701-4(d) of the Treasury Regulation under the
Internal Revenue Service, with no objective to continue or engage
in the conduct of a trade or business.

            Plan Satisfies Section 1129 Requirements

In a 28-page decision, Judge Bernstein concluded that the Plan
complied with the statutory requirements of Sections 1129 of the
Bankruptcy Code, and has satisfied all conditions precedent to
its confirmation:

A. Section 1129(a)(1) requires that the Second Amended Plan
  comply with all applicable provisions of the Bankruptcy Code,
  which includes compliance with Sections 1122 and 1123,
  governing classification and contents of the Plan.

  As required by Section 1123(a)(1), the Plan provides for the
  separate classification of Claims into 19 Classes, based on
  the legal attributes of those claims and interests.  As
  required by Section 1122(a), each Class of Claims has a
  priority in the Debtors' capital structure that is
  substantially similar to the other Claims within the Class.

  Valid business, factual and legal reasons exist for separately
  classifying the various Classes of Claims and Interests
  created under the Plan; the classifications were not done for
  any improper purpose and the Classes do not unfairly
  discriminate between or among holders of Claims or Interests.
  Accordingly, the Plan satisfies Sections 1122 and 1123(a)(1)
  of the Bankruptcy Code.  Specifically, with respect to the
  Claims, the Plan:

     (i) specifies that Priority Non-Tax Claims are unimpaired,
         thereby satisfying Section 1123(a)(2) of the Bankruptcy
         Code;

    (ii) designates Class 3 Unsecured Claims and Class 4
         Interests as Impaired; specifies the treatment of
         the Class 3 Claims and Class 4 Interests under the
         Plan; treats certain Holders of Allowed Claims in Class
         2 Miscellaneous Secured Claims as may be Impaired; and
         designates that Holders of Allowed Claims in Class 2
         will either receive payment in full of their Allowed
         Claims or the indubitable equivalent of their Allowed
         Claims through the return to them of any Property
         securing their Allowed Claim and the provision of an
         Allowed General Unsecured Claim for any deficiency,
         thereby satisfying Section 1123(a)(3) of the Bankruptcy
         Code;

   (iii) provides for the same treatment by the Debtor for each
         Claim or Interest in each Class, unless the Holder of a
         Claim or Interest has agreed to a less favorable
         Treatment, resulting in satisfaction of Section
         1123(a)(4) of the Bankruptcy Code;

    (iv) provides adequate and proper means for the Plan's
         implementation, by contemplating the creation of a
         Liquidating Trust on the Effective Date, which will be
         responsible for making all distributions under the Plan
         and effecting the orderly wind-down of the Estate,
         thereby satisfying Section 1123(a)(5) of the Bankruptcy
         Code;

    (vi) prohibits the issuance of non-voting equity securities,
         thereby satisfying Section 1123(a)(6) of the Bankruptcy
         Code; and

   (vii) designates Christian D. Marques as the president,
         treasurer and sole employee of the Debtor; and
         identifying Clingman & Hanger Management Associates,
         LLC as the Liquidating Trustee which will have the
         authority to take all necessary actions to dissolve the
         Debtor and withdraw the Debtor from applicable state,
         thereby satisfying Section 1123(a)(7) of the Bankruptcy
         Code.

  The Plan's additional provisions are appropriate and
  consistent with Section 1123(b)(6) of the Bankruptcy Code.
  The Plan also reflects the date it was filed with the Court
  and identifies the entities submitting it as Plan Proponents.
  This satisfies Rule 3016(a) of the Federal Rules of Bankruptcy
  Procedure.

B. The Plan satisfies Section 1129(a)(2) of the Bankruptcy Code,
  because, among other things:

  * the Debtor is a proper debtor under Section 109(d) of the
    Bankruptcy Code;

  * the Debtor has complied with applicable provisions of the
    Bankruptcy Code, except as otherwise provided or permitted
    by order of the Court; and

  * the Debtor has complied with the applicable provisions of
    the Bankruptcy Code, the Federal Rules of Bankruptcy
    Procedure and the Order Approving Disclosure Statement in
    (i) transmitting the Disclosure Statement, the Plan and
    related documents and notices, and (ii) soliciting and
    tabulating votes on the Plan.

C. The Debtor and the Creditors' Committee have proposed the Plan
  in good faith and not by any means forbidden by law, thereby
  satisfying Section 1129(a)(3) of the Bankruptcy Code.
  Moreover, the Plan was the product of arm's-length
  negotiations between the Debtor and the Committee, and
  supported by the Debtor's creditors.  The Plan was proposed
  with the legitimate and honest purpose of maximizing the value
  of the Debtor's estate and to effectuate an effective
  liquidation of the Debtor.

D. Any payment made or to be made by the Debtor for services or
  for costs and expenses in or in connection with the Chapter 11
  Case, or in connection with the Plan and incident to the
  Chapter 11 case, has been approved by, or is subject to the
  approval of, the Court as reasonable.  Accordingly, the Plan
  satisfies Section 1129(a)(4) of the Bankruptcy Code.

E. The Plan complies with the requirements of Section 1129(a)(5)
  of the Bankruptcy Code, because the Debtor identifies
  Christian D. Marques as the sole employee of the Debtor.
  Clingman & Hanger will be the Liquidating Trustee.  The nature
  of the process for any compensation to be received by any
  insider in winding down the Debtor has been disclosed.

F. Section 1129(a)(6) of the Bankruptcy Code requires that any
  regulatory commission having jurisdiction over the rates
  charged by a reorganized debtor in the operation of its
  business approve any rate change provided for in a plan of
  reorganization.  The Debtor's business is not subject to any
  regulated rates.

G. The Plan satisfies Section 1129(a)(7) of the Bankruptcy Code.
  Each Holder of an Impaired Claim or Interest either has
  accepted the Plan or will receive or retain under the Plan, on
  account of that Claim or Interest, property of a value, as of
  the Effective Date, that is not less than the amount that the
  holder would receive or retain if the Debtor was liquidated
  under Chapter 7 of the Bankruptcy Code on that date.

H. Class 3 voted to accept the Plan in accordance with section
  1126(c) of the Bankruptcy Code.  No classes voted against the
  Plan.  Class 2 consists of Miscellaneous Secured Claims.
  Certain Holders of Allowed Claims in Class 2 may be Impaired
  under the Plan, did not vote in favor of the Plan, and thus
  are deemed to have rejected the Plan.  Class 4 is not entitled
  to receive or retain any property under the Plan and,
  therefore, is deemed to have rejected the Plan pursuant to
  Section 1126(g) of the Bankruptcy Code.  Holders of Allowed
  Claims in Class 2 will either receive payment in full of their
  Allowed Claims or the indubitable equivalent of their Allowed
  Claims.  Accordingly, the Plan satisfies Section 1129(b) of
  the Bankruptcy Code with respect to those Classes.

I. The treatment of Administrative Expense Claims pursuant to the
  Plan satisfies the requirements of Section 1129(a)(9)(A) of
  the Bankruptcy Code.  The treatment of Priority Tax Claims
  pursuant to the Plan satisfies the requirements of Section
  1129(a)(9)(C) of the Bankruptcy Code.  The treatment of
  Priority Non-Tax Claims pursuant to the Plan satisfied the
  requirements of Section 1129(a)(9) of the Bankruptcy Code.
  Accordingly, the Plan satisfies the requirements of Section
  1129(a)(9) of the Bankruptcy Code.

J. Class 3 is an Impaired Class and has voted to accept the Plan,
  without including any acceptance of the Plan by any insider.
  Accordingly, there is at least one Class of Claims against the
  Debtor that is Impaired under the Plan and has accepted the
  Plan, determined without including any acceptance of the Plan
  by any insider.  Accordingly, the Plan satisfies the
  requirements of Section 1129(a)(10) of the Bankruptcy Code.

K. The Plan satisfies Section 1129(a)(11) of the Bankruptcy Code
  because it provides for the liquidation of the Debtor.  The
  Debtor has sold or abandoned substantially all of its assets
  and will distribute cash to creditors.

L. As provided in the Plan, all fees payable pursuant to section
  1930(a) of title 28 of the United States Code, and any
  interest accruing thereon, as determined by the Court, will be
  paid on or before the Effective Date.  All fees and interest
  accruing payable after the Effective Date will be paid by the
  Liquidating Trustee until the entry of a final decree closing
  the Chapter 11 Case.  Accordingly, the Plan satisfies the
  requirements of Section 1129(a)(12) of the Bankruptcy Code.

M. Section 1129(a)(13) of the Bankruptcy Code does not apply in
  the Debtor's Chapter 11 case because the Debtor is not  '
  obligated to pay any retiree benefits.

N. Section 1129(a)(14) of the Bankruptcy Code does not apply in
  the Debtor's Chapter 11 case because the Debtor is not
  required to pay any domestic support obligations.

O. Section 1129(a)(15) of the Bankruptcy Code does not apply in
  the Debtor's Chapter 11 case because the Debtor is not an
  individual.

P. Section 1129(a)(16) of the Bankruptcy Code does not apply in
  the Debtor's Chapter 11 case because the Debtor is a moneyed,
  business or commercial corporation.

Based on the evidence proffered or adduced at the Confirmation
Hearing, the Disclosure Statement and all other evidence, Judge
Bernstein ruled that the Plan does not discriminate unfairly and
is fair and equitable with respect to Classes 2 and 4, as required
by Sections 1129(b)(1) and (2) of the Bankruptcy Code.  Thus, the
Plan may be confirmed notwithstanding the Debtor's failure to
satisfy Section 11 1129(a)(8) of the Bankruptcy Code, he said.

In addition, the Plan is fair and equitable in that no holder that
is junior to the Class 4 Interests will receive or retain under
the Plan on account of that junior interest any property.
Therefore, the Plan satisfies Section 1129(b)(2)(C)(ii) of the
Bankruptcy Code.

The Plan is fair and equitable in that Holders of Class 2 Claims
will either receive payment in full of their Allowed Secured
Claims, or the indubitable equivalent of their Allowed Claims --
through the return to them of any Property securing their Allowed
Claim -- and the provision of an Allowed General Unsecured Claim
for any deficiency.  Therefore, the Plan satisfies Section
1129(b)(2)(A).

Upon confirmation and the occurrence of the effective date of the
Plan, the Plan will be binding upon the members of all Classes
including those of Classes 2 and 4, the Court ruled.

The Plan is the only plan filed in the Debtor's Chapter 11 case.
Accordingly, Section 1129(c) of the Bankruptcy Code is
inapplicable.  Moreover, the principal purpose of the Plan, as
evidenced by its terms, is not the avoidance of taxes or the
avoidance of the application of Section 5 of the Securities Act,
Mr. Bernstein held.

Based on the record before the Court in the Chapter 11 Case, the
Exculpated Persons, as that term is defined in the Plan, have
acted in 'good faith' within the meaning of Section 1125(e) of the
Bankruptcy Code in connection with all of their activities
relating to the solicitation of acceptances to the Plan and their
participation in the activities described in Section 1125 of the
Bankruptcy Code.  The Exculpated Persons under the Plan are
entitled to the protections afforded by Section 1125(e) of the
Bankruptcy Code, according to Judge Bernstein.

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

           Court Enters Post-Confirmation Order

Subsequent to confirming the Amended Liquidation Plan, Judge
Bernstein directed EUSA Liquidation and the Liquidating Trustee,
or any other responsible party as the Court may direct, to comply
with these requirements before the Plan Effective Date:

  (a) Subject to the requirements set forth in Section
      1106(a)(7) of the Bankruptcy Code, the Responsible Party
      will file, on or before August 24, 2010, a status report
      detailing the actions taken by the Responsible Party and
      the progress made toward the consummation of the Plan.
      Reports will be filed thereafter, on or before every
      January 15th, April 15th, July 15th, and October 15th
      until a final decree has been entered.

  (b) The Responsible Party will mail a copy of the Confirmation
      Order and Post-Confirmation Order to the Debtor, the
      attorneys for the Debtor, the Official Committee of
      Unsecured Creditors, the attorneys for the Creditors'
      Committee, and all parties who filed a notice of
      appearance.

  (c) Within 14 days following the payment of the first
      distribution required by the Plan, the Responsible Party
      will file a closing report in accordance with Local
      Rule 3022-1 of the Federal Rules of Bankruptcy Procedure,
      and an application for a final decree.

  (d) The Responsible Party will submit the Closing Report and
      Final Decree Application including a final decree closing
      the case, within six calendar months from the date of the
      Confirmation Order.  If the Responsible Party fails to
      comply with the Order, the Clerk will so advise the Judge
      and an order to show cause may be issued.

                    Objections Withdrawn

The County of Hays and Dallas County and San Marcos CISD withdrew
their objections to the confirmation of the Plan.  The basis for
the Objection Withdrawals is the inclusion of language in the Plan
Confirmation Order that is "satisfactory" to the Claimants.

                Plan Has Creditors' Support

Majority of the creditors entitled to vote on the First Amended
Joint Chapter 11 Plan of Liquidation of EUSA Liquidation, Inc.,
formerly known as ESCADA (USA), Inc., voted to accept the Plan,
according to a tabulation filed with the U.S. Bankruptcy Court for
the Southern District of New York on June 2, 2010, by Kurtzman
Carson Consultants LLC, the Debtor's voting and claims agent.

Judge Bernstein approved on April 29, 2010, the Disclosure
Statement accompanying the Amended Plan as containing "adequate
information" within the meaning of Section 1125 of the Bankruptcy
Code.  The Court also entered an order confirming the Amended Plan
on June 10, 2010.

David M. Sharp, director at KCC, notes that pursuant to the
Disclosure Statement Order and in accordance with the Solicitation
and Voting Procedures, on May 3, 2010, KCC caused to be served
Solicitation Packages and other solicitation materials.  The
Disclosure Statement Order established June 1, 2010, at 5:00 p.m.,
prevailing Eastern Time, as the deadline for receiving Ballots to
accept or reject the Plan, Mr. Sharp notes.

Pursuant to the Disclosure Statement Order, Holders of Claims in
Class 3 Allowed Unsecured Claims were entitled to vote to accept
or reject the Plan.  No other classes were entitled to vote on the
Plan.

KCC's Summary Ballot Report indicates that 283 Holders of Class 3
Allowed Unsecured Claims, including Note Guarantee Claims voted on
the Plan.  The voting results indicate that (i) 267 Holders or
94.35% voted to accept the Plan; and (ii) 16 Holders or 5.65%
voted to reject, the Plan, with these voting amounts:

                       $            $           % $       % $
Total $ Voted      Accepted     Rejected    Accepted   Rejected
-------------      --------     --------    --------   --------
  $95,922,576     $95,243,961    $678,614     99.29%      0.71%

KCC's Tabulation Report also details Ballots that were not
included in the tabulation because they did not satisfy the
requirements for a valid Ballot as set forth in the Disclosure
Statement Order.  Specifically, the Non-Tabulated Ballots were:

  (i) Abstained Ballots, which do not indicate an acceptance or
      rejection of the Plan;

(ii) Electronic Ballots for Note Guarantee Claims in Class 3,
      which were submitted via electronic mail or facsimile and
      no original is received within one day of the Voting
      Deadline;

(iii) Improperly Submitted Ballots for Note Guarantee Claims in
      Class 3, which were submitted by parties other than the
      identified and confirmed record holder;

(iv) Late Filed Ballots, which were not received on or before
      the Voting Deadline; and

  (v) Unimpaired Claim Ballots, which were submitted on account
      of a claim in an Unimpaired Class.

A full-text copy of the Tabulation Report is available for free at
http://bankrupt.com/misc/Escada_VotingResults.pdf

In a separate filing, Monika Parel at KCC informed the Court that
the notice of deadline for casting votes to accept or reject the
Plan, and the schedule of Plan confirmation hearing, were sent via
First Class Mail on Aurelia Lavernhe, Dreier LLP, Jessica Hair,
Lilliam Yim, Northeast Automatic Sprinkler, NYS Promptax Sales
Tax, Pitney Bowes Global, the Association of Management Consulting
Firms, and White Lilac, Inc.

Votes on the Plan were solicited after disclosure of "adequate
information" as defined in Section 1125 of the Bankruptcy Code.
As evidenced by the Vote Tabulation, votes to accept the Plan have
been solicited and tabulated fairly, in good faith and in a manner
consistent with the Disclosure Statement Approval Order, the
Bankruptcy Code and the Bankruptcy Rules, Judge Bernstein noted in
the Plan Confirmation Order.

                        About Escada AG

The ESCADA Group -- http://www.escada.com/-- is an international
fashion group for women's apparel and accessories, which is active
on the international luxury goods market.  It has pursued a course
of steady expansion since its founding in 1976 by Margaretha and
Wolfgang Ley and today has 182 own shops and 225 franchise
shops/corners in more than 60 countries.

As of August 10, 2009, the Escada Group operated 176 owned stores
and so-called shop in shops, of which 26 owned stores are located
in the United States and operated by Escada (USA) Inc. and 2
stores are planned to be opened in the United States before year
end.  Escada Group products are also sold in 163 stores worldwide
which are operated by franchisees.  Escada Group had total assets
of EUR322.2 million against total liabilities of EUR338.9 million
as of April 30, 2009.

Wholly owned subsidiary Escada (USA) Inc. filed for Chapter 11 on
August 14, 2009 (Bankr. S.D.N.Y. Case No. 09-15008).  Judge Stuart
M. Bernstein handles the case.  O'Melveny & Myers LLP has been
tapped as bankruptcy counsel.  Kurtzman Carson Consultants serves
as claims and notice agent.  Escada US listed US$50 million to
US$100 million in assets and US$100 million to US$500 million in
debts in its petition.

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


FANNIE MAE: Fannie-Freddie Fix At Least $160 Billion
----------------------------------------------------
Bloomberg News reports that the cost of fixing Fannie Mae and
Freddie Mac, the mortgage companies that last year bought or
guaranteed three-quarters of all U.S. home loans, will be at least
$160 billion and could grow to as much as $1 trillion after the
biggest bailout in American history.

According to Bloomberg, Fannie and Freddie, now 80% owned by the
U.S. government, already have drawn $145 billion from an unlimited
line of government credit granted to ensure that home buyers can
get loans while the private housing-finance industry is moribund.
That surpasses the amount spent on rescues of American
International Group Inc., General Motors Co. or Citigroup Inc.,
which have begun repaying their debts.

"It is the mother of all bailouts," said Edward Pinto, a former
chief credit officer at Fannie Mae, who is now a consultant to the
mortgage-finance industry.

                         About Fannie Mae

Federal National Mortgage Association, aka Fannie Mae, is a
government-sponsored enterprise that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.  Fannie Mae provides market
liquidity by securitizing mortgage loans originated by lenders in
the primary mortgage market into Fannie Mae mortgage-backed
securities, and purchasing mortgage loans and mortgage-related
securities in the secondary market for its mortgage portfolio.
Fannie Mae acquires funds to purchase mortgage-related assets for
its mortgage portfolio by issuing a variety of debt securities in
the domestic and international capital markets.  Fannie Mae also
makes other investments that increase the supply of affordable
housing.  Its charter does not permit us to originate loans and
lend money directly to consumers in the primary mortgage market.

Fannie Mae has been under conservatorship, with the Federal
Housing Finance Agency acting as conservator, since September 6,
2008.  As conservator, FHFA succeeded to all rights, titles,
powers and privileges of the company, and of any shareholder,
officer or director of the company with respect to the company and
its assets.  The conservator has since delegated specified
authorities to Fannie Mae's Board of Directors and has delegated
to management the authority to conduct day-to-day operations.

The U.S. Department of the Treasury owns Fannie Mae's senior
preferred stock and a warrant to purchase 79.9% of its common
stock, and Treasury has made a commitment under a senior preferred
stock purchase agreement to provide Fannie with funds under
specified conditions to maintain a positive net worth.

                        About Freddie Mac

Based in McLean, Virginia, Freddie Mac (NYSE: FRE)
-- http://www.FreddieMac.com/-- was established by Congress in
1970 to provide liquidity, stability and affordability to the
nation's residential mortgage markets.  The Company's
participation in the secondary mortgage market includes providing
its credit guarantee for residential mortgages originated by
mortgage lenders and investing in mortgage loans and mortgage-
related securities.  The Company earns management and guarantee
fees for providing its guarantee and performing management
activities (such as ongoing trustee services, administration of
pass-through amounts, paying agent services, tax reporting and
other required services) with respect to issued PCs and Structured
Securities.

Freddie Mac is under conservatorship and is dependent upon the
continued support of Treasury and FHFA to continue operating its
business.  The Company received $6.1 billion and $30.8 billion in
June 2009 and March 2009, respectively, pursuant to draw requests
that FHFA submitted to Treasury on the Company's behalf to address
the deficits in the Company's net worth as of March 31, 2009, and
December 31, 2008, respectively.  As a result of funding of the
draw requests, the aggregate liquidation preference on the senior
preferred stock owned by Treasury increased from $14.8 billion as
of December 31, 2008, to $51.7 billion on December 31, 2009.


FEDDERS CORP: Liquidating Trust Drops BofA, GE from Lawsuit
-----------------------------------------------------------
Bankruptcy Law360 reports that the general unsecured creditors'
liquidating trust for Fedders North America Inc. has dropped Bank
of America Corp. and General Electric Capital Corp. from an
adversary lawsuit that accused them, other lenders and several
executives of dragging the company into bankruptcy through various
forms of misconduct.

Law360 relates the trust agreed to dismiss GECC with prejudice
Tuesday, and it agreed to dismiss BofA with prejudice a day later.
No costs will be issued in favor of any party.

                     About Fedders Corporation

Fedders Corp. and its units filed for Chapter 11 protection on
Aug. 22, 2007, (Bankr. D. Del. Lead Case No. 07-11182).  Norman L.
Pernick, Esq., and J. Kate Stickles, Esq., at the Wilmington,
Delaware office of Cole, Schotz, Meisel, Forman & Leonard P.A.;
and Irving E. Walker, Esq., at Cole Schotz's Baltimore, Maryland,
office represented the Debtors in their restructuring effort.
Fedders received approval of its liquidating Chapter 11 plan in
August 2008, and the Plan became effective in September that year.

Based in Liberty Corner, New Jersey, Fedders Corporation
manufactured and marketed air treatment products, including air
conditioners, air cleaners, dehumidifiers, and humidifiers.


FILM DEPARTMENT: Posts $4.1 Million Net Loss for Q1 Ended March 31
------------------------------------------------------------------
The Film Department Holdings LLC filed its quarterly report on
Form 10-Q, reporting a net loss of $4,108,000 on $5,821,000 of
revenue for the three months ended March 31, 2010, compared with a
net loss of $3,621,000 on no revenue for the same period ended
March 31, 2009.

The Company's balance sheet as of March 31, 2010, showed
$37,271,000 in assets, $29,863,000 of liabilities, and $41,625,000
of redeemable member units, for a members' deficit of $34,217,000.

For the three months ended March 31, 2010, and 2009, the Company
had incurred a net loss of $4,108,000 and $3,621,000,
respectively, and an accumulated members' deficit of $34,217,000
and $23,590,000, respectively.  For the three months ended
March 31, 2010, and 2009, cash flows from operating activities was
not sufficient to support its operations.  Also, the Company had
Events of Default under the Senior Credit Facility and Securities
Purchase Agreement.

"These matters, among others, raise substantial doubt about the
Company's ability to continue as a going concern."

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

               http://researcharchives.com/t/s?64c5

West Hollywood, Calif.-based The Film Department Holdings LLC is
an independent movie finance and production company founded in
2007 by Mark Gill and Neil Sacker, two film industry executives.
Since that time the Company has produced two films and has
concluded filming and entered post-production on a third.  The
first film released in the U.S., Law Abiding Citizen, has achieved
$73 million in gross revenue at the North American box office and
more than $121 million worldwide to date (which includes the North
American box office).  The Company's second film, The Rebound, has
been released internationally and is targeted for a Summer 2010
U.S. theatrical release.

On April 26, 2010, The Film Department Holdings, LLC, converted to
a Delaware corporation by the name of The Film Department
Holdings, Inc.


FIREKEEPERS DEVELOPMENT: Moody's Raises Corp. Family Rating to B2
-----------------------------------------------------------------
Moody's Investors Service upgraded FireKeepers Development
Authority's Corporate Family Rating and Probability of Default to
B2 from B3, and the rating of its $340 million Senior Notes due
2015 to B2 from B3, based on the successful ramp-up of the
FireKeepers Casino and the continuous improvement of the
Authority's credit metrics.  The rating outlook is stable.

"The upgrade incorporates Moody's view that FireKeepers' operating
performance since its opening in August 2009 has met Moody's
expectation," stated Moody's analyst John Zhao.  "It achieved
strong operating margin and maintained good liquidity profile
despite the weak economic condition and high unemployment rate in
Michigan."

Moody's expects strong demographics in FireKeepers' primary market
which is under-served in Moody's view, as well as the relatively
benign competitive environment will continue to mitigate the
negative impact from weak economy and the likely additional
competition in the market.  The favorable revenue sharing plan
with the State of Michigan pursuant to the Compact, also supports
FDA's solid margin.  Additionally, FDA's financial profile has
improved through the combination of debt reduction and increased
EBITDA contribution, and solidly positioned the Authority in the
B2 rating category as of March 31, 2010.

The stable outlook reflects Moody's expectation that FDA's debt
measures, such as debt/EBITDA, EBITDA/Interest and free cash flow
would remain solid in the near to medium term, albeit the rising
competitive pressures including the potential opening of Gun Lake
Casino in Wayland, Michigan (about 60 miles away from FireKeepers)
in the next 9-15 months, which may result in a degree of EBITDA
erosion.  In Moody's opinion, the potential EBITDA deterioration,
is likely to be offset by the planned mandatory/voluntary debt
payment allowed by positive free cash flow and sizeable cash
balance, resulting in stable credit metrics.  While the tribal
distributions are likely to increase based on the restricted
payment basket in the notes indenture, they should not compromise
the payment of FDA's debt service obligations.  Further, the
rating outlook does not anticipate significant incremental debt in
the future to fund expansion projections such as a hotel.

The rating action is:

* Corporate Family Rating -- upgraded to B2 from B3

* Probability of Default Rating -- upgraded to B2 from B3

* $340 million 13.875% senior secured notes due May 2015 --
  upgraded to B2 (LGD4, 50%) from B3(LGD4, 50%)

* Rating outlook: Stable

Moody's last rating action on FDA was on April 21, 2008, when a B3
CFR was assigned for the first time.

FireKeepers Development Authority is an unincorporated
instrumentality and political subdivision of the Nottawaseppi
Huron Band of the Potawatomi Tribe and was established by the
Tribe to own, develop, construct and operate the FireKeepers
Casino.


FISHER COMMUNICATIONS: Moody's Affirms 'B2' Corp. Family Rating
---------------------------------------------------------------
Moody's Investors Service affirmed the B2 Corporate Family Rating
for Fisher Communications, Inc., as well as the B2 rating on its
senior unsecured notes.  Also, the company's Speculative Grade
Liquidity Rating remains SGL-2 and the outlook remains stable.

Moody's affirmed the B2 CFR based on Moody's expectations for
Fisher to maintain its strong liquidity position and return credit
metrics to levels appropriate with the B2 CFR.  Challenging
industry conditions and below peer margins contributed to high
leverage, with debt-to-EBITDA exceeding 10 times at March 31,
2010, but Moody's expect leverage to decline over the near-term to
as the company benefits from a recovery in advertising spending
and maintenance of its liquidity cushion.

A summary of the actions:

Fisher Communications, Inc.

  -- Corporate Family Rating, B2, Affirmed

  -- Probability of Default Rating, B2, Affirmed

  -- 8.625% Senior Unsecured Notes due 2014, B2, Affirmed; LGD4,
     51%

  -- Rating Outlook, Stable

  -- Speculative Grade Liquidity Rating, SGL-2, Affirmed

Fisher's B2 CFR incorporates its high leverage, which poses
challenge for managing a business vulnerable to advertising
spending cycles and media fragmentation.  Furthermore, EBITDA
margins will likely remain below peers, due partially to Fisher's
concentration in the Seattle and Portland markets, two very
competitive markets in which it does not have a leading position
among viewers and advertisers, affecting the majority of its TV
revenue.  Also, the small number of radio stations (including some
in small markets) limits Fisher's capacity to leverage costs in
this segment and depresses overall margins.  In addition to the
geographic concentration, lack of scale further constrains the
rating, although the company benefits from the diversity of its
network affiliations.  Good liquidity and the more stable cash
flow from Fisher Plaza also continue to support the rating.

The stable rating outlook assumes that Fisher will maintain its
good liquidity position and that net debt leverage and other
credit metrics will track towards levels more consistent with a B2
CFR.

The substantial balance sheet cash ($44 million at 3/31/10)
relative to cash needs drives the SGL-2 speculative grade
liquidity rating.

The most recent rating action on Fisher occurred on November 17,
2008, when Moody's affirmed the B2 CFR.

Fisher Communications, Inc., headquartered in Seattle, Washington,
operates television and radio broadcasting stations in the western
United States, as well as Fisher Plaza, a mixed use facility
located near downtown Seattle.  Its annual revenue is
approximately $170 million.


FORUM HEALTH: ONA Balks at Plan Proposed by Creditors
-----------------------------------------------------
According to vindy.com, the Ohio Nurses Association objected to
the plan of reorganization for Forum Health filed by the company's
major secured creditors, arguing that the plan can not be
confirmed and does not contain adequate information.

Forum Health and its affiliates filed for Chapter 11 protection on
March 16, 2009 (Bankr. N.D. Ohio Lead Case No. 09-40795).  Paul W.
Linehan, Esq., and Shawn M Riley, Esq., at McDonald Hopkins LLC,
serve as lead counsel to the Debtors.  The Debtors have also
tapped Michael A. Gallo, Esq. at Nadler Nadler & Burdman Co., LPA
as co- counsel; Kurtzman Carson Consultants LLC as claims,
noticing and balloting agent; and Huron Consulting Services LLC as
financial advisors.  Alston & Bird LLP represents the official
committee of unsecured creditors formed in the Chapter 11 cases.
At the time of its filing, Forum Health estimated that it had
assets and debts both ranging from $100 million to $500 million


FREDDIE MAC: Fannie-Freddie Fix At Least $160 Billion
-----------------------------------------------------
Bloomberg News reports that the cost of fixing Fannie Mae and
Freddie Mac, the mortgage companies that last year bought or
guaranteed three-quarters of all U.S. home loans, will be at least
$160 billion and could grow to as much as $1 trillion after the
biggest bailout in American history.

According to Bloomberg, Fannie and Freddie, now 80% owned by the
U.S. government, already have drawn $145 billion from an unlimited
line of government credit granted to ensure that home buyers can
get loans while the private housing-finance industry is moribund.
That surpasses the amount spent on rescues of American
International Group Inc., General Motors Co. or Citigroup Inc.,
which have begun repaying their debts.

"It is the mother of all bailouts," said Edward Pinto, a former
chief credit officer at Fannie Mae, who is now a consultant to the
mortgage-finance industry.

                         About Fannie Mae

Federal National Mortgage Association, aka Fannie Mae, is a
government-sponsored enterprise that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.  Fannie Mae provides market
liquidity by securitizing mortgage loans originated by lenders in
the primary mortgage market into Fannie Mae mortgage-backed
securities, and purchasing mortgage loans and mortgage-related
securities in the secondary market for its mortgage portfolio.
Fannie Mae acquires funds to purchase mortgage-related assets for
its mortgage portfolio by issuing a variety of debt securities in
the domestic and international capital markets.  Fannie Mae also
makes other investments that increase the supply of affordable
housing.  Its charter does not permit us to originate loans and
lend money directly to consumers in the primary mortgage market.

Fannie Mae has been under conservatorship, with the Federal
Housing Finance Agency acting as conservator, since September 6,
2008.  As conservator, FHFA succeeded to all rights, titles,
powers and privileges of the company, and of any shareholder,
officer or director of the company with respect to the company and
its assets.  The conservator has since delegated specified
authorities to Fannie Mae's Board of Directors and has delegated
to management the authority to conduct day-to-day operations.

The U.S. Department of the Treasury owns Fannie Mae's senior
preferred stock and a warrant to purchase 79.9% of its common
stock, and Treasury has made a commitment under a senior preferred
stock purchase agreement to provide Fannie with funds under
specified conditions to maintain a positive net worth.

                        About Freddie Mac

Based in McLean, Virginia, Freddie Mac (NYSE: FRE)
-- http://www.FreddieMac.com/-- was established by Congress in
1970 to provide liquidity, stability and affordability to the
nation's residential mortgage markets.  The Company's
participation in the secondary mortgage market includes providing
its credit guarantee for residential mortgages originated by
mortgage lenders and investing in mortgage loans and mortgage-
related securities.  The Company earns management and guarantee
fees for providing its guarantee and performing management
activities (such as ongoing trustee services, administration of
pass-through amounts, paying agent services, tax reporting and
other required services) with respect to issued PCs and Structured
Securities.

Freddie Mac is under conservatorship and is dependent upon the
continued support of Treasury and FHFA to continue operating its
business.  The Company received $6.1 billion and $30.8 billion in
June 2009 and March 2009, respectively, pursuant to draw requests
that FHFA submitted to Treasury on the Company's behalf to address
the deficits in the Company's net worth as of March 31, 2009, and
December 31, 2008, respectively.  As a result of funding of the
draw requests, the aggregate liquidation preference on the senior
preferred stock owned by Treasury increased from $14.8 billion as
of December 31, 2008, to $51.7 billion on December 31, 2009.


FREMONT GENERAL: Richard Sanchez Resigns as Interim President/CEO
-----------------------------------------------------------------
In a regulatory filing Thursday, Fremont General Corp. disclosed
that on June 4, 2010, Richard Sanchez tendered notice of his
intention to resign as Interim President and Chief Executive
Officer of the Company and Fremont Reorganizing Corporation,
effective as of July 5, 2010.  Under the terms of the Sanchez
Employment Agreement, if the executive's employment is terminated
by the executive for good reason, he will be entitled to certain
compensation and related benefits set forth in the Sanchez
Employment Agreement.  On June 9, 2010, Mr. Sanchez tendered
notice of his resignation as an executive officer of the Company's
direct and indirect subsidiaries, to be effective on the effective
date of the Signature Group Holdings, LLC's Chapter 11 Fourth
Amended Plan of Reorganization for Fremont General Corporation,
dated May 11, 2010.

On June 4, 2010, Thea K. Stuedli tendered notice of her intention
to resign as Executive Vice President and Chief Financial Officer
of the Company and FRC, effective as of July 5, 2010.  Under the
terms of the Stuedli Employment Agreement, if the executive's
employment is terminated by the executive for good reason, she
will be entitled to certain compensation and related benefits set
forth in the Stuedli Employment Agreement.  On June 9, 2010, Ms.
Stuedli tendered notice of her resignation as an executive officer
of the Company's direct and indirect subsidiaries, to be effective
on the effective date of the Signature's Plan.

On June 4, 2010, Donald E. Royer tendered notice of his intention
to resign as Executive Vice President and General Counsel of the
Company and FRC, effective as of July 5, 2010.  Under the terms of
the Royer Employment Agreement, if the executive's employment is
terminated by the executive for good reason, he will be entitled
to certain compensation and related benefits set forth in the
Royer Employment Agreement.

On June 10, 2010, the Company's outside securities law firm
received an email from counsel to Signature Group Holdings, LLC,
the Plan's proponent, which indicated that Signature did not agree
with the position taken by the aforementioned executive officers
and intended to cause the reorganized debtor, after the effective
date of the Plan, to vigorously dispute any claims based on
allegations that such executives' termination of their employment
agreements were for "good reason," as provided under their
respective employment agreements.

A full-text copy of the Form 8-K filing is available at no charge
at http://researcharchives.com/t/s?64bd

                      About Fremont General

Based in Santa Monica, California, Fremont General Corp. (OTC:
FMNTQ) -- http://www.fremontgeneral.com/-- was a financial
services holding company with $8.8 billion in total assets at
September 30, 2007.  Fremont General ceased being a financial
services holding company on July 25, 2008, when its wholly owned
bank subsidiary, Fremont Reorganizing Corporation (f/k/a Fremont
Investment & Loan) completed the sale of its assets, including all
of its 22 branches, and 100% of its $5.2 billion of deposits to
CapitalSource Bank.

Fremont General filed for Chapter 11 protection on June 18, 2008,
(Bankr. C.D. Calif. Case No. 08-13421).  Robert W. Jones, Esq.,
and J. Maxwell Tucker, Esq., at Patton Boggs LLP, Theodore
Stolman, Esq., Scott H. Yun, Esq., and Whitman L. Holt, Esq., at
Stutman Treister & Glatt, represent the Debtor as counsel.
Kurtzman Carson Consultants LLC is the Debtor's noticing
agent and claims processor.  Lee R. Bogdanoff, Esq., Jonathan S.
Shenson, Esq., and Brian M. Metcalf, at Klee, Tuchin, Bogdanoff &
Stern LLP, represent the Official Committee of Unsecured
Creditors as counsel.  Fremont's formal schedules showed
$330,036,435 in total assets and $326,560,878 in total debts.


FREMONT GENERAL: Exits Chapter 11 After 2 Years
-----------------------------------------------
Ending a two year battle over the fate of what was once one of the
nation's largest subprime lenders, private investment firm
Signature Group Holdings, LLC has successfully reorganized
Anaheim, CA-based Fremont General Corp.

Signature's plan of reorganization became effective on June 11
2010.  As of that date Fremont General changed its name to
Signature Group Holdings, Inc.; the reorganized company's shares
will continue to trade under the symbol SGGH.PK.

Signature's plan was previously approved by Fremont's impaired
debt and equity constituents and confirmed by Judge Erithe Smith
of the U.S. Bankruptcy Court for the Central District of
California in Santa Ana.

The successful reorganization of Fremont ends a contested
bankruptcy case that began in June 2008 and at one time attracted
as many as six different plan proponents.  Signature's plan of
reorganization includes a $10.3 million equity infusion and the
issuance of warrants to purchase additional shares.  In winning
control over Fremont, Signature prevailed over five competing
plans in a highly complex and competitive reorganization process.

Signature intends to focus on credit-oriented special situation
lending and investments in middle-market companies on a national
basis.  One of the key features of the Signature plan is the
preservation of Fremont's equity -- existing Fremont shareholders
will hold approximately two-thirds of the outstanding shares of
the reorganized company.  Additionally, Signature's plan of
reorganization projects that approximately $769 million in net
operating loss carry-forwards will be available to offset future
taxable income.

The reorganized company will have approximately 112 million shares
of common stock issued and outstanding.  Signature Group Holdings,
Inc.'s new board of directors bring substantial experience in
commercial credit and middle market transactions.  John Nickoll,
founder of Foothill Capital Corp., formerly the largest
independent commercial finance company in the U.S. prior to
merging with Wells Fargo, will be Chairman of the Board of the
reorganized company.

Commenting on Judge Smith's confirmation order, Signature Managing
Director Craig Noell said, "We are excited about putting our plan
to work and believe it represents a long-term win for Fremont's
investors and creditors.  This is a tremendous opportunity to turn
Fremont into a profitable business -- one that can take a lead
role in lending to and acquiring middle market companies, a sector
that continues to be starved for capital and quality credit."

Fremont General Corporation was once a $7 billion financial
institution with interests in banking, insurance and commercial
finance; its wholly owned subsidiary, Fremont Investment & Loan,
was one of the country's top five originators of subprime
residential loans.  When the subprime residential market collapsed
in 2007, Fremont came under pressure by its primary regulators and
was forced to eventually file for Chapter 11 protection in June,
2008.  In bankruptcy, the company sought to effect the sale of its
banking platform, branches and deposits to Capital Source Bank and
to further restructure its balance sheet and operations.  The
bankruptcy set off an intense battle for control of Fremont by
multiple creditor, equity and interested constituents.

Although a relative latecomer to the proceedings last fall,
Signature brought a comprehensive and forward-looking plan that
subsequently gained support from key stakeholders, including;
James McIntyre, Fremont's former Chairman and CEO, who remains the
largest individual shareholder.  The plan of reorganization also
secured critical backing from shareholders led by New World
Acquisition, LLC, which was initially a competing plan proponent.

Signature Capital Advisers, LLC has entered into an interim
investment management agreement with the new company.  Key
directors and officers include Signature co-founders Craig Noell
and Kyle Ross, along with Kenneth Grossman, a veteran turnaround
professional and distressed investor, and Tom Donatelli, a
Managing Director of Signature.

"This is a true turnaround story, considering the fate of many of
the nation's other major subprime lenders," said Mr. Grossman, a
Signature Capital Managing Director.  "As a special situations
investor and commercial lender to quality credits, the Signature
platform combines a healthy capital base, diverse shareholders,
and a significant pool of net operating losses to offset future
taxable income from our current income and deep-value investment
strategy.  The 'Old' Fremont, now known as Signature Group
Holdings, Inc., has a second lease on life."

Transactional law firm Manderson, Schafer & McKinlay LLP, based in
Newport Beach, CA, represented Signature in the Chapter 11 case.

Sonnenschein Nath & Rosenthal LLP represented New World
Acquisition, LLC, and Kenneth Grossman.

                      About Fremont General

Based in Santa Monica, California, Fremont General Corp. (OTC:
FMNTQ) -- http://www.fremontgeneral.com/-- was a financial
services holding company with $8.8 billion in total assets at
September 30, 2007.  Fremont General ceased being a financial
services holding company on July 25, 2008, when its wholly owned
bank subsidiary, Fremont Reorganizing Corporation (f/k/a Fremont
Investment & Loan) completed the sale of its assets, including all
of its 22 branches, and 100% of its $5.2 billion of deposits to
CapitalSource Bank.

Fremont General filed for Chapter 11 protection on June 18, 2008,
(Bankr. C.D. Calif. Case No. 08-13421).  Robert W. Jones, Esq.,
and J. Maxwell Tucker, Esq., at Patton Boggs LLP, Theodore
Stolman, Esq., Scott H. Yun, Esq., and Whitman L. Holt, Esq., at
Stutman Treister & Glatt, represent the Debtor as counsel.
Kurtzman Carson Consultants LLC is the Debtor's noticing
agent and claims processor.  Lee R. Bogdanoff, Esq., Jonathan S.
Shenson, Esq., and Brian M. Metcalf, at Klee, Tuchin, Bogdanoff &
Stern LLP, represent the Official Committee of Unsecured
Creditors as counsel.  Fremont's formal schedules showed
$330,036,435 in total assets and $326,560,878 in total debts.


GAMBLE EQUIPMENT: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Gamble Equipment Co., Inc
        P.O. Box 200549
        San Antonio, TX 78220

Bankruptcy Case No.: 10-52212

Chapter 11 Petition Date: June 9, 2010

Court: United States Bankruptcy Court
       Western District of Texas (San Antonio)

Judge: Leif M. Clark

Debtor's Counsel: J. Todd Malaise
                  Malaise Law Firm
                  909 NE Loop 410, Suite 300
                  San Antonio, TX 78209
                  Tel: (210) 732-6699
                  Fax: (210) 732-5826
                  E-mail: notices@malaiselawfirm.com

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

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

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

The petition was signed by B.K. Gamble, secretary.


GARLOCK SEALING: Schedules Deadline Extended to July 20
-------------------------------------------------------
Garlock Sealing Technologies LLC and its units obtained approval
of an extension of the 15-day deadline to file their schedules of
assets and liabilities and statements of financial affairs for
another 31 days, through and including July 20, 2010.

Ashley K. Neal, Esq., at Rayburn Cooper & Durham, P.A., in
Charlotte, North Carolina, tells the Court that due to the number
of creditors, as well as the size and complexity of the Debtors'
business operations, there was insufficient time to prepare the
Schedules and Statements.

The Debtors believe that the accuracy of the Schedules and
Statements will be greatly enhanced if the proposed extension is
approved, Ms. Neal relates.  The Debtors already filed a list of
the known holders of claims with their voluntary petitions on the
Petition Date.

Recognizing the importance of the Schedules and Statements in the
Chapter 11 cases, the Debtors intend to complete the Schedules and
Statements as quickly as possible under the circumstances, she
says.

                      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 Nod for Ordinary Course Sale Transactions
----------------------------------------------------------------
Garlock Sealing Technologies LLC is a subsidiary of Coltec
Industries Inc, which has dozens of direct and indirect operating
subsidiaries worldwide -- the affiliated entities.

The Affiliated Entities primarily (i) produce engineered products,
many of which are incorporated into other Affiliated Entities'
products or sold by other Affiliated Entities in their local
markets or (ii) distribute the products.

Before the Petition Date, and in the ordinary course of its
businesses, Garlock sold and purchased various finished and
unfinished goods from Affiliated Entities, including without
limitation, certain of its direct and indirect subsidiaries.

"These sales and purchases are necessary to supply customer demand
in Garlock's and other Affiliated Entities' respective markets,"
says John R. Miller, Jr., Esq., at Rayburn Cooper & Durham, P.A.,
in Charlotte, North Carolina.  "In general, Garlock sells products
to Affiliated Entities that these companies are incapable of
manufacturing, but for which there is demand in their markets; and
purchases products from Affiliated Entities that Garlock cannot
produce, but for which there is customer demand in its markets."

In most cases, Mr. Miller continues, the products sold and
purchased are not available from other sources and, therefore, the
continued ability to sell and purchase these goods is critical to
the continued success of both Garlock and the other Affiliated
Entities.

In 2009, Garlock sold approximately $10,708,000 in goods to
Affiliated Entities, and purchased approximately $11,752,000 in
goods from Affiliated Entities.  These amounts are likely to
fluctuate in 2010 and beyond according to increases or decreases
in total sales to outside customers of Garlock and other
Affiliated Entities, Mr. Miller says.

The products are sold and purchased at prices that Garlock
reasonably believes approximate arm's-length pricing, taking into
consideration:

    (i) sales volumes;

   (ii) Affiliated Entities' efforts to increase market share
        for Garlock's products;

  (iii) the independent sales and marketing burden carried by
        the purchasing Affiliated Entities;

   (iv) inventory volume carried by Affiliated Entities; and

    (v) the value added to the products sold by the purchasing
        Affiliated Entities.

Additionally, Garlock on occasion provides certain services,
including research and development, information technology,
accounting and finance and managerial services to other Affiliated
Entities for which Garlock charges the other Affiliated Entities
based on resource allocation.

Payment for purchases and sales of goods and for services provided
by Garlock to Affiliated Entities are paid each month through a
multilateral netting system, which has been outsourced to and is
managed by Bank of America-Dublin.

The Netting System is typical of settlement mechanisms commonly
used by multi-national companies to pay for goods and services
purchased from affiliated companies, particularly where payments
are being made from or to foreign affiliates, necessitating
multiple currency conversions, Mr. Miller notes.

All payables to Affiliated Entities are input to the Netting
System by Garlock and other Affiliated Entities at the beginning
of each netting cycle; each intercompany payable generates an
offsetting intercompany receivable.  All obligations are reviewed
and confirmed by Garlock and all other Affiliated Entities prior
to the monthly Netting System settlement.  Upon receiving
confirmation and approval, BofA-Dublin calculates the net amount
owed or due Garlock and each other Affiliated Entity, at which
time each Netting System participant pays or receives the net
amount of its intercompany trade in its own currency.

According to Mr. Miller, the Netting System is only open for the
input of payables for a limited time each month; it was opened for
the input of payables on June 10, 2010, and will be open for
settlement on June 30, 2010.

The last settlement date was on May 27, 2010, at which time all
payables were paid under the procedures of the Netting System.
Therefore, as of the Petition Date, no Garlock payables are
pending within the Netting System, enabling Garlock to ensure no
prepetition claims of Affiliated Entities will be paid through the
Netting System without Court authority.

Against this backdrop, the Debtors sought and obtained an interim
order confirming Garlock's ability to continue its prepetition
practice of buying and selling goods from and to other Affiliated
Entities including, without limitation, its wholly owned
subsidiaries, and making or receiving payments through the Netting
System.

The Court further held that nothing in the Order will be deemed to
permit the Debtors to pay any prepetition claim of any Affiliated
Entity unless expressly authorized by a Court order, including any
order granting the administrative and reclamation procedures
motion, the payroll and benefits motion or the services agreements
motion.

The Court ruling will expire on August 9, 2010, subject to entry
of a final order granting the motion.  A final hearing on the
request will be held on June 30, 2010.

                      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: Wins OK of Asbestos Claimants Notice Procedures
----------------------------------------------------------------
Garlock Sealing Technologies LLC produces and sells high
performance fluid-sealing products, including gaskets and
compression packing used in internal piping and valve assemblies
in numerous industries.  Some of the gaskets and packing produced
or sold by Garlock and The Anchor Packing Company contained
encapsulated asbestos.  Since the 1970s, Garlock and Anchor have
received hundreds of thousands of claims by individuals alleging
they suffer from personal injuries related to exposure to those
products.

As of December 31, 2009, the Debtors had received 850,000 claims
and paid $1.37 billion in indemnity payments and about
$389 million in legal costs to resolve those claims.  About
100,000 of those claims remain pending and Garrison Litigation
Management Group, Ltd., pays over $100 million annually to defend
and resolve the Asbestos Claims.

In light of the manner in which counsel have represented those
claimants, the Debtors have not obtained personal contact
information to permit them or the Court to transmit bankruptcy
notices to the Asbestos Claimants directly, Ashley K. Neal, Esq.,
at Rayburn Cooper & Durham, P.A., in Charlotte, North Carolina,
relates.

Against this backdrop, the Debtors sought and obtained approval of
certain notice procedures for the Asbestos Claimants.

Specifically, the Debtors propose that notices and other
communications to the Asbestos Claimants, when required by the
Court, be transmitted to their counsel of record instead of
sending those notices to the Asbestos Claimants individually and
separately.  In addition, in making any initial transmission of
notice to the Asbestos Claimants through their counsel of record,
the Debtors will include a listing directed to each counsel that
identifies the Asbestos Claimants for which that counsel has
appeared.  At that appropriate juncture in their Chapter 11 cases,
the Debtors will propose means to give notice to unknown Asbestos
Claimants and will seek the appointment of a legal representative
to represent persons that might subsequently assert demands of the
same kind as the Asbestos Claimants.

Ms. Neal asserts that the Debtors have no reasonable means to
discover information to permit direct communications with the
known Asbestos Claimants, nor would initiating direct
communications comport with their course of dealings.

In contrast, the Asbestos Claimant Notice Procedures will ease the
Debtors' administrative burden of sending notices to thousands of
individuals, resulting in cost savings to the Debtors' estates for
the benefit of their creditors, she says.  In addition, the
Debtors intend to reduce any risk of any prejudice to the Asbestos
Claimants by implementation of the Asbestos Claimant Notice
Procedures by publishing, when appropriate, relevant notices
concerning the Cases in certain nationally circulated
publications, she maintains.

                          *     *     *

The Court also directs the Debtors to serve a copy of the order
in accordance to the Asbestos Claimant Notice Procedures within
June 11, 2010.  The order will become a final order if no party-
in-interest in the Debtors' Chapter 11 cases has objected to the
relief granted in the Asbestos Notice Motion on or before
June 28, 2010.  If any party objects, the Court will put that
objection on for hearing at a later date.

                      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)


GENERAL GROWTH: Seeks Approval of $33M Deal with Safeco
-------------------------------------------------------
Bankruptcy Law360 reports that General Growth Properties Inc. is
asking a judge to approve a deal it reached with Safeco Insurance
Co. of America to prevent the insurer from canceling over
$33 million in surety bonds issued prepetition.

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: $165 Mil. in Claims Change Hands in May
-------------------------------------------------------
The Clerk of the U.S. Bankruptcy Court for the Southern District
of New York has recorded the transfer of 11 Claims totaling
$165,101,177 asserted against the Debtors for the month of May
2010.

(a) Arrowgrass Master Fund Ltd.:

Transferor                        Claim No.   Claim Amount
----------                        ---------   ------------
Barclays Bank PLC                     69340     $6,423,258
                                       69341    $17,432,330

(b) Blue Heron Micro Opportunities Fund, LLP:

Transferor                        Claim No.   Claim Amount
----------                        ---------   ------------
Barry Sales Engineering                   -         $1,838
Engine Control & Monitoring            6080         $3,000

(c) Citigroup Global Markets Inc.:

Transferor                        Claim No.   Claim Amount
----------                        ---------   ------------
Perry Partners LLP                    66218   $102,691,204
                                       66312    $33,208,985

(d) Corre Opportunities Fund, LP:

Transferor                        Claim No.   Claim Amount
----------                        ---------   ------------
USC Athletics                             -        $40,000

(e) Morgan Stanley & Co. International, PLC:

Transferor                        Claim No.   Claim Amount
----------                        ---------   ------------
Hutchin Hill Capital CI, Ltd.         66718     $1,335,613
                                       66718     $2,964,800


(f) Pioneer Funding Group, LLC:

Transferor                        Claim No.   Claim Amount
----------                        ---------   ------------
Air Oil Systems Inc.                   1697           $149

(g) SG Aurora Master Fund L.P.:

Transferor                        Claim No.   Claim Amount
----------                        ---------   ------------
Barclays Bank PLC                 23239         $1,000,000

                       About General Motors

With its global headquarters in Detroit, Michigan, General Motors
Company -- http://www.gm.com/-- is one of the world's largest
automakers.  GM employs 207,000 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 the following brands:
Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Opel,
Vauxhall and Wuling. GM's largest national market is the United
States, followed by China, Brazil, Germany, the United Kingdom,
Canada, and Italy.  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 $136.021 billion in total assets, total
liabilities of $105.970 billion and preferred stock of
$6.998 billion, and non-controlling interests of $814 million,
resulting in total equity of $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)


GENERAL MOTORS: UAW Retiree Trust Owns 87.5 Mil. Shares of Stock
----------------------------------------------------------------
In a regulatory filing with the U.S. Securities and Exchange
Commission, the UAW Retiree Medical Benefits Trust disclosed that
it directly owns a total of 347,500,000 non-derivative securities
as of June 7, 2010, consisting of:

                              Par Value            Amount of
Security                     Per Share        Securities Owned
--------                     ---------        ----------------
Common Stock                   $0.01             87,500,000
Series A Preferred Stock       $0.01            260,000,000

The UAW RMBT also directly owns 15,151,515 shares of issuer common
stock, which (i) are exercisable on July 10, 2009; and (ii) will
expire on December 31, 2015, with a conversion or exercise price
of 126.92, according to Chief Financial Officer Mary Beth Kuderik.

The UAW Retiree Medical Benefits Trust is organized as an Internal
Revenue Code 501(c)(9) Voluntary Employees' Beneficiary
Association.  General Motors Company, later renamed General Motors
LLC, issued the Issuer Interests to the UAW RMBT on
July 10, 2009, in accordance with the UAW Retiree Settlement
Agreement dated July 10, 2009, between Prior GM and the
International Union, United Automobile, Aerospace and Agricultural
Implement Workers of America.

The Issuer Common Stock and the Issuer Warrants are subject to
certain transfer restrictions set forth in the Stockholders
Agreement dated as of October 15, 2009, by and among General
Motors Company, United States Department of the Treasury, 7176384
Canada Inc., UAW RMBT and General Motors LLC.

Pursuant to the Stockholders Agreement, UAW RMBT has the right to
designate one nominee to the Issuer Board of Directors so long as
it holds 50% of the shares of Issuer Common Stock it held as of
the closing of the sale of substantially all of the assets and
assumed certain liabilities of General Motors Corporation.  UAW
RMBT disclaims beneficial ownership of any securities owned by its
director nominee.

GM is owned 60.8 percent by the U.S. government, 17.5 percent by
the UAW RMBT, 11.7 percent by Canada and the province of Ontario,
and 10 percent by unsecured creditors to the former General Motors
Corp, Reuters noted.

                       About General Motors

With its global headquarters in Detroit, Michigan, General Motors
Company -- http://www.gm.com/-- is one of the world's largest
automakers.  GM employs 207,000 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 the following brands:
Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Opel,
Vauxhall and Wuling. GM's largest national market is the United
States, followed by China, Brazil, Germany, the United Kingdom,
Canada, and Italy.  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 $136.021 billion in total assets, total
liabilities of $105.970 billion and preferred stock of
$6.998 billion, and non-controlling interests of $814 million,
resulting in total equity of $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)


GENERAL MOTORS: Canada Gen Owns 58 Million Shares of Stock
----------------------------------------------------------
Canada GEN Investment Corp disclosed in a regulatory filing with
the U.S. Securities and Exchange Commission that as of June 7,
2010, it directly and beneficially owned these non-derivative
securities of General Motors Company:

  * 58,368,644 shares of common stock par value $0.01 per share;
    and

  * 16,101,695 shares of Series A Preferred Stock, par value
    $0.01 per share.

Canada GEN Investment Corporation is a wholly-owned subsidiary of
Canada Development Investment Corporation.  Canada Development
Investment Corporation is an indirect beneficial owner of the
Securities. CDIC is a Canadian federal Crown corporation, meaning
that it is a business corporation established under the Canada
Business Corporations Act, owned by the federal Government of
Canada.

The Common Stock is subject to certain transfer restrictions set
forth in the Stockholders Agreement dated as of October 15, 2009,
by and among General Motors Company, 7176384 Canada Inc., and the
other parties.

The Reporting Person may be deemed to be a member of a "group" for
purposes of the Securities Exchange Act of 1934, as amended, and
disclaims beneficial ownership of any securities deemed to be
owned by the group that are not directly owned by it.  This
disclosure will not be deemed an admission that any reporting
person is a member of a group or the beneficial owner of any
securities not directly owned by the reporting persons, Michael
Carter said, on behalf of Canada GEN.

GM is owned 60.8 percent by the U.S. government, 17.5 percent by
the UAW RMBT, 11.7 percent by Canada and the province of Ontario,
and 10 percent by unsecured creditors to the former General Motors
Corp, Reuters noted.

                       About General Motors

With its global headquarters in Detroit, Michigan, General Motors
Company -- http://www.gm.com/-- is one of the world's largest
automakers.  GM employs 207,000 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 the following brands:
Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Opel,
Vauxhall and Wuling.  GM's largest national market is the United
States, followed by China, Brazil, Germany, the United Kingdom,
Canada, and Italy.  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 $136.021 billion in total assets, total
liabilities of $105.970 billion and preferred stock of
$6.998 billion, and non-controlling interests of $814 million,
resulting in total equity of $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)


GENERAL MOTORS: Chevrolet & 3 Other Brands Hike Sales by 32%
------------------------------------------------------------
For the fifth straight month, Chevrolet, Buick, GMC and Cadillac
together posted a double digit sales gain, with combined sales
increasing 32 percent over last May.  Year-to-date sales for GM's
four brands have risen 31 percent to 874,749 units -- an increase
of 206,994 units compared to last year, which is almost twice the
volume lost from brands the company has discontinued.

According to Steve Carlisle, vice president, U.S. Sales
Operations, GM's brands have outperformed the market this year on
the strength of the company's newest products.  Year-to-date,
combined sales of the Chevrolet Equinox, Chevrolet Camaro, Buick
LaCrosse and Regal, GMC Terrain and Cadillac SRX and CTS Wagon are
up 323 percent.

"Each of our brands has new products that are being received well
by customers.  In fact, these new vehicles now account for about
one in every four retail sales in the U.S.," said Mr. Carlisle.
"With each brand launching new vehicles in the next few months, we
are optimistic about the remainder of the year."

Since 2005, crossover sales as a percentage of industry sales have
almost doubled.  During the same time, sales of GM's crossovers as
a percentage of the company's sales have more than tripled. May
sales of GM's crossovers -- Chevrolet Equinox, HHR and Traverse;
Buick Enclave, GMC Terrain and Acadia; and Cadillac SRX -- were up
83 percent compared to May 2009, and are up 81 percent year-to-
date.  Through May, GM leads all automakers in total crossover
sales.

According to Mr. Carlisle, the company's crossover growth is an
example of its ability to quickly adapt to shifts in the
marketplace.  "We're a much leaner and more agile company today
and can take advantage of movements in consumer tastes," said Mr.
Carlisle.

Chevrolet dealers reported sales of 167,235 -- 31 percent higher
than May, 2009.  Retail sales for the brand were 19 percent higher
for the month.  Retail sales for Chevrolet's popular full-size
pickups, Silverado and Avalanche, increased 14 percent, while
retail sales for the Suburban rose 73 percent.  The Chevrolet
Silverado, Equinox, Traverse, Avalanche, Malibu and Camaro all
posted year-over-year retail sales increases of 10 percent or
more.

Buick sales rose 37 percent for the month to 12,582 -- the eighth
consecutive month of double digit year-over-year sales increases
led by the LaCrosse and Enclave.  Retail sales for Buick rose 46
percent during May.  Buick LaCrosse retail sales increased 191
percent for the month.  Year-to-date sales of the LaCrosse have
increased 162 percent.

GMC sales of 30,160 were 26 percent higher than last year, while
retail sales for the brand were up 37 percent.  Retail sales of
the GMC Terrain continued to gain momentum, with sales increasing
350 percent for the year-to-date.

Cadillac sales increased 54 percent to 12,328, while retail sales
improved 43 percent for the month.  CTS retail sales improved 7
percent for the month, and year-to-date sales of the SRX are 439
percent higher than a year ago.

Month-end dealer inventory in the U.S. stood at about 408,000
units, which is about 22,000 lower compared to April 2010, and
about 267,000 lower than May 2009.

    May Key Facts:

    * Eighth Consecutive Month of Combined Sales Gains for GM's
      Four Brands

    * Chevrolet: Total sales up 31 percent compared to a year
      ago; retail sales up 19 percent; Chevrolet Equinox retail
      sales increased 228 percent; Camaro retail sales continued
      to set the pace for the sport segment with 8,402
      deliveries; Chevrolet Traverse retail sales were up 11
      percent for the month, and are up 10 percent for the year;
      Silverado retail sales were up 11 percent for the month.

    * Buick: Total sales up 37 percent; retail sales up 46
      percent; Buick LaCrosse retail sales rose 191 percent and
      are up 162 percent for the year; Buick Enclave retail
      sales rose 14 percent in May and are up 12 percent for the
      year.

    * GMC: Total sales up 26 percent; retail sales up 37
      percent; GMC Terrain retail sales were up 569 percent for
      the month and 350 percent for the year; GMC Acadia retail
      sales increased 18 percent for the month and are up 24
      percent year-to-date.

    * Cadillac: Total sales up 54 percent; retail sales up 43
      percent; Cadillac SRX retail sales were up 605 percent for
      the month and 439 percent for the year; Cadillac CTS had
      its best month of the year, with retail sales up 7
      percent.

    * GM Full-Size Pickups, Full-Size Utilities and Full-Size
      Luxury Utilities sales rose 17 percent for the month and
      are up 9 percent year-to-date

    * Fleet sales for GM's four brands were 83,305 for the
      month.

                       About General Motors

With its global headquarters in Detroit, Michigan, General Motors
Company -- http://www.gm.com/-- is one of the world's largest
automakers.  GM employs 207,000 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 the following brands:
Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Opel,
Vauxhall and Wuling. GM's largest national market is the United
States, followed by China, Brazil, Germany, the United Kingdom,
Canada, and Italy.  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 $136.021 billion in total assets, total
liabilities of $105.970 billion and preferred stock of
$6.998 billion, and non-controlling interests of $814 million,
resulting in total equity of $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)


GENERAL MOTORS: JPMorgan and Morgan Stanley to Underwrite IPO
-------------------------------------------------------------
Aaron Lucchetti, Dennis K. Berman and Robin Sidel at The Wall
Street Journal, citing people familiar with the matter, report
that J.P. Morgan Chase & Co. and Morgan Stanley won the coveted
role of underwriting General Motors Co.'s initial public offering
of stock.  GM selected the two banks.

According to the Journal, the GM IPO could be one of the biggest
on record and is expected to total as much as $15 billion.  The
Journal notes that a $15 billion deal would give the two lead
underwriters the biggest portions of a $112.5 million fee pool.

The report says the assignment, however, won't be very lucrative.
According to the report, people familiar with the matter said J.P.
Morgan and Morgan Stanley will earn just 0.75% of the overall
deal.  The U.S. Treasury, which is handling the investment for the
government, played a key role in setting the fees, one of these
people said.

According to the report, data provider Dealogic said the fee would
be the lowest it has seen in tracking more than 4,300 IPOs since
2005.

"If it wasn't the government, we wouldn't have done it," said a
person involved in the offering, according to the report.
Officials from GM and Treasury declined to comment Friday,
according to the report.

Sources told the Journal banks pitching for the business in recent
weeks proposed fees of 2% to 3%.  But when one bank made a low-
ball offer, government officials pushed the fees down to 0.75%,
these people said, according to the report.

J.P. Morgan handled more of GM's bond underwriting business than
any other bank in the last 15 years, according to Dealogic, the
report says.  Morgan Stanley also ranked near the top, handling a
large portion of the parent company's business outside its
financing arm.

Other banks competing for the deal included Goldman Sachs, Bank of
America and Citigroup, the report relates.  People familiar with
the matter told the Journal Goldman competed strongly on price.
The sources said Goldman may have been hampered by recent
regulatory problems and its deep historical relationship with GM
rival Ford Motor Co.

                       About General Motors

With its global headquarters in Detroit, Michigan, General Motors
Company -- http://www.gm.com/-- is one of the world's largest
automakers.  GM employs 207,000 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 the following brands:
Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Opel,
Vauxhall and Wuling. GM's largest national market is the United
States, followed by China, Brazil, Germany, the United Kingdom,
Canada, and Italy.  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 $136.021 billion in total assets, total
liabilities of $105.970 billion and preferred stock of $6.998
billion, and non-controlling interests of $814 million, resulting
in total equity of $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: Creditors Committee Sues Papases, et al.
------------------------------------------------------------
The Official Committee of Unsecured Creditors, for the benefit of
the estate of Debtor Greektown Holdings LLC, filed a complaint
against Dimitrios Papas and Viola Papas, Ted Gatzaros and Maria
Gatzaros, Barden Development, Inc., Lac Vieux Desert Band of Lake
Superior Chippewa Indians, Sault Ste. Marie Tribe of Chippewa
Indians, Kewadin Casinos Gaming Authority and Barden Nevada
Gaming LLC to avoid and recover certain fraudulent transfers made
by Greektown Holdings in 2005 for the benefit of the Defendants.

The Committee asserts that the total amount of the transfers is
$177,331,741.

Joel D. Applebaum, Esq., at Clark Hill PLC, in Birmingham,
Michigan, relates that in December 2005, Greektown Holdings
directly transferred approximately $155 million, which consists
of:

      Counterparty                Amount of Transfers
      ------------                -------------------
        Papases                       $90,491,741
        Gatzaroses                    $55,000,000
        Barden                         $5,000,000
        Lac Vieux                      $4,500,000

Mr. Applebaum says that the Transfers were made for the benefit
of the Tribe and Kewadin Authority because (i) the Michigan
Gaming Control Board obligated the Tribe to make the payments if
the Debtors failed to do so and further provided that, if the
payments were not made, the Tribe would lose its interest in the
casino because Greektown Casino and Greektown Holdings would be
required to dispose of their interests in the casino; and (ii) as
a result of those transfers, obligations owed by the Tribe and
Kewadin Authority to the Papases and Gatzaroses were discharged
and satisfied.

He reports that:

  -- About $2 million of the Barden Transfer and $1.8 million of
     the Lac Vieux Transfer were transferred for the benefit of
     the Papases in order to satisfy obligations owed by the
     Papases to Barden and Lac Vieux; and

  -- $3 million of the Barden Transfer and $2.7 million of the
     Lac Vieux Transfer were transferred for the benefit of the
     Gatzaroses in order to satisfy obligations owed by the
     Gatzaroses to Barden and Lac Vieux.

Mr. Applebaum further notes that Greektown Holdings' funds were
maintained in an account at Merrill Lynch Pierce Fenner & Smith,
Incorporated.

In December 2005, Greektown Holdings, at the insistence of the
Tribe and Kewadin Authority, transferred an additional
$22,340,000 to Kewadin in order to effectuate a transfer of
$6,000,000 to Kewadin Authority and $16,340,000 to Barden, Mr.
Applebaum notes.  He asserts that the Kewadin Authority transfer
benefited the Tribe, of which Kewadin Authority is a political
subdivision.  He further asserts that the Kewadin/Barden Transfer
benefited the Tribe and Kewadin Authority by increasing their
indirect ownership interests in Greektown Holdings.

Against this backdrop, the Committee asks the Defendants to pay
back the amounts to the Debtors.

                     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: May 2010 Casino Revenues Total $29.6MM
----------------------------------------------------------
The Michigan Gaming Control Board stated in its Web site that
Greektown Casino's aggregated revenues for May 2010 is
$29,688,544.  Of this revenue, Greektown Casino's state wagering
tax is $0.

The Gaming Board also released the May 2010 revenues of two
other Detroit casinos, MGM Grand Detroit and MotorCity Casino.
The Board notes that MGM Grand Detroit earned $48,836,322 and
MotorCity Casino had $38,386,776 in revenues.

                     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)


HAMPTON INN: Case Summary & 2 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Hampton Inn Altoona Pennsylvania, LP
        210 E. Plank Road
        2nd Floor
        Altoona, PA 16602

Bankruptcy Case No.: 10-70676

Chapter 11 Petition Date: June 9, 2010

Court: United States Bankruptcy Court
       Western District of Pennsylvania (Johnstown)

Debtor's Counsel: Robert O. Lampl, Esq.
                  960 Penn Avenue, Suite 1200
                  Pittsburgh, PA 15222
                  Tel: (412) 392-0330
                  Fax: (412) 392-0335
                  E-mail: rol@lampllaw.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 2 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/pawb10-70676.pdf

The petition was signed by Gregory S. Morris, general partner.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Gregory S. Morris                      10-70574   05/16/10


HAMPTONS RESORTS: 3 Hotels in Bankruptcy; Has Deal to Sell Capri
----------------------------------------------------------------
Hamptons Resorts & Hotels, which operates the Atlantic, the
Bentley and the Capri, filed for bankruptcy on Thursday, David
Waksman, a co-owner of HR&H, told The New York Post.

Jennifer Gould Keil at The New York Post reports that Mr. Waksman
said the biggest problem that HR&H faced was that its loans came
due in August 2009 as the economy tanked, and its lenders were
investment funds, not big banks, and had no incentive to
renegotiate.  According to Ms. Keil, owners Mr. Waksman and Ross
Weiner said their investors want to take over their business.

Ms. Keil reports that at the time of the filing, restaurant group
Via Dei Mille had a signed contract to buy the Capri for an
undisclosed sum, plus a $400,000 deposit.  Ms. Keil relates that
Giuseppi Tuosto, co-partner of Via Dei Mille, told The Post that
he hoped to buy the Capri and launch a restaurant beach club there
-- a beach version of Via Dei Mille, the restaurant he co-owns in
SoHo on West Broadway.

According to The Post, Mr. Tuosto also hoped to buy all three
hotels.  Gross revenue for the three hotel properties was down 37
percent in 2009 from 2008, when revenues were north of $2 million,
Mr. Waksman said, according to The Post.

According to The Post, the Hamptons' majority owners say the
hotels were hurt by bad weather last summer and an economic crisis
that translated into tight budgets, which brought an end to lavish
spending for over-the-top weddings, charity galas and corporate-
sponsored affairs in the Hamptons.

The Post recalls Mr. Waksman bought the hotels 13 years ago:

     -- The Atlantic was bought first, in 1997, for $1 million,
        with the late Jeff Salaway, of Nick and Toni's
        restaurant, and Mark Smith, Salaway's operating partner
        in East Hampton;

     -- The Bentley was bought for $2.3 million; and

     -- The Capri was acquired for $1.5 million.


HRH - ATLANTIC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: HRH - Atlantic, LLC
        1655 Country Road 39
        Southampton, NY 11968

Bankruptcy Case No.: 10-74460

Chapter 11 Petition Date: June 10, 2010

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

Judge: Alan S. Trust

Debtor's Counsel: Ronald M. Terenzi, Esq.
                  Stagg, Terenzi, Confusione, & Wabnik, LL
                  401 Franklin Avenue
                  Garden City, NY 11530
                  Tel: (516) 812-4500
                  E-mail: rterenzi@stcwlaw.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/nyeb10-74460.pdf

The petition was signed by David B. Waksman, managing member of
Atlas Resorts, LLC.

Debtor-affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
HRH - Bristol, LLC                     10-74462    06/10/10
HRH - Capri, LLC                       10-74463    06/10/10


HRH - BRISTOL: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: HRH - Bristol, LLC
        1655 Country Road 39
        Southampton, NY 11968

Bankruptcy Case No.: 10-74462

Chapter 11 Petition Date: June 10, 2010

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

Judge: Alan S. Trust

Debtor's Counsel: Ronald M. Terenzi, Esq.
                  Stagg, Terenzi, Confusione, & Wabnik, LL
                  401 Franklin Avenue
                  Garden City, NY 11530
                  Tel: (516) 812-4500
                  E-mail: rterenzi@stcwlaw.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/nyeb10-74462.pdf

The petition was signed by David B. Waksman, managing member of
Atlas Resorts, LLC.

Debtor-affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
HRH - Atlantic, LLC                    10-74460    06/10/10
HRH - Capri, LLC                       10-74463    06/10/10


HRH - CAPRI: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: HRH - Capri, LLC
        1655 Country Road 39
        Southampton, NY 11968

Bankruptcy Case No.: 10-74463

Chapter 11 Petition Date: June 10, 2010

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

Judge: Robert E. Grossman

Debtor's Counsel: Ronald M. Terenzi, Esq.
                  Stagg, Terenzi, Confusione, & Wabnik, LL
                  401 Franklin Avenue
                  Garden City, NY 11530
                  Tel: (516) 812-4500
                  E-mail: rterenzi@stcwlaw.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/nyeb10-74463.pdf

The petition was signed by David B. Waksman, managing member of
Atlas Resorts, LLC.

Debtor-affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
HRH - Atlantic, LLC                    10-74460    06/10/10
HRH - Bristol, LLC                     10-74462    06/10/10


HSAD 3949: Files List of 16 Largest Unsecured Creditors
-------------------------------------------------------
HSAD 3949 Lindell, Ltd., has filed with the U.S. Bankruptcy Court
for the Northern District of Texas a consolidated list of its
three largest unsecured creditors:

   Entity                       Nature of Claim       Claim Amount
   ------                       ---------------       ------------
Mills Properties, Inc.
120 S. Central Avenue
Suite 1000
Clayton, MO 63122                 Trade Debt              $14,439

Hudson Services
P.O. Box 221000
St. Louis, MO 63122               Trade Debt               $3,464

Gregory F.X. Daly
Collector of Revenue
P.O. Box 66787
St. Louis, MO 63166               Water                    $1,805

Loyet Landscape Maintenance,
Inc.                              Trade Debt               $1,634

For Rent Magazine                 Trade Debt               $1,055

AT&T                              Telephone                  $865

Alive Media Group LLC             Trade Debt                 $850

Classified Ventures, Inc.         Trade Debt                 $774

Carpet Specialist, Inc.           Trade Debt                 $653

Bales Commercial Cleaning         Trade Debt                 $575

Staples Business Advantage        Trade Debt                 $388

Sunset Pool and Patio             Trade Debt                 $190

HD Supply, Facilities
Maintenance Ltd.                  Trade Debt                 $124

PPG                               Trade Debt                  $90

G.S.C. Construction Inc.          Trade Debt                  $85

St. Louis Apartment Association   Trade Debt                  $28

Dallas, Texas-based HSAD 3949 Lindell, Ltd., dba HSAD 3949
Lindell, LP, filed for Chapter 11 bankruptcy protection on June 1,
2010 (Bankr. N.D. Tex. Case No. 10-33986).  Frank Jennings Wright,
Esq., at Wright Ginsberg Brusilow P.C., assists the Company in its
restructuring effort.  The Company estimated its assets and debts
at $10,000,001 to $50,000,000.


HSAD 3949: Section 341(a) Meeting Scheduled for June 29
-------------------------------------------------------
The U.S. Trustee for Region 6 will convene a meeting of HSAD 3949
Lindell, Ltd.'s creditors on June 29, 2010, at 11:15 a.m.  The
meeting will be held at Office of the U.S. Trustee, 1100 Commerce
Street, Room 976, Dallas, TX 75242.

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.

HSAD 3949 Lindell, Ltd., is a Texas limited partnership with its
principal place of business located in Dallas, Texas.  The
Company's general partner is HSAD 3949 Lindell GP, Inc., a Texas
Corporation.  The Company owns a four-story luxury apartment
complex in St. Louis, Missouri.

The Company filed for Chapter 11 bankruptcy protection on June 1,
2010 (Bankr. N.D. Tex. Case No. 10-33986).  Frank Jennings Wright,
Esq., at Wright Ginsberg Brusilow P.C., assists the Company in its
restructuring effort.  The Company estimated its assets and debts
at $10,000,001 to $50,000,000.


HSAD 3949: Taps Wright Ginsberg as Bankruptcy Counsel
-----------------------------------------------------
HSAD 3949 Lindell, Ltd., has sought authorization from the U.S.
Bankruptcy Court for the Northern District of Texas to employ
Wright Ginsberg Brusilow P.C. as bankruptcy counsel.

WGB will, among other things:

     a. negotiate, prepare and file a plan of reorganization and
        disclosure statement and otherwise promote the financial
        rehabilitation of the Debtor;

     b. take necessary action to protect and preserve the estate
        of the Debtor, including the prosecution of actions on the
        Debtor's behalf, the defense of any actions commenced
        against the Debtor; negotiations concerning litigation in
        which the Debtor is or becomes involved, and the
        evaluation of and objection to claims filed against the
        estate;

     c. prepare applications, motions, answers, orders, reports
        and papers in connection with the administration of the
        estate, and appear on behalf of the Debtor at court
        hearings in connection with the Debtor's case; and

     d. render legal advice and perform general legal services in
        connection with the foregoing.

WGB will be paid based on the hourly rates of its personnel:

        Frank J. Wright                   $650
        Paul B. Geilich                   $525
        Ashley Ellis                      $475
        Gogi Malik                        $475
        David E. Brusilow                 $375
        Thomas P. Bingman                 $350
        Partners                        $325-$750
        Attorneys of Counsel            $325-$750
        Associates                      $150-$500
        Paralegals                      $100-$150

Frank J. Wright, a senior partner and shareholder at WGB, assures
the Court that the firm is "disinterested" as that term is defined
in Section 101(14) of the Bankruptcy Code.

HSAD 3949 Lindell, Ltd., is a Texas limited partnership with its
principal place of business located in Dallas, Texas.  The
Company's general partner is HSAD 3949 Lindell GP, Inc., a Texas
Corporation.  The Company owns a four-story luxury apartment
complex in St. Louis, Missouri.

The Company filed for Chapter 11 bankruptcy protection on June 1,
2010 (Bankr. N.D. Tex. Case No. 10-33986).  The Company estimated
its assets and debts at $10,000,001 to $50,000,000.


INN AT MISSOURI: Cash Collateral Hearing Continued Until June 30
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Missouri has
continued until June 30, 2010, at 10:00 a.m., the hearing on Inn
at Missouri Research Park, LLP's request to access cash collateral
of Premier Bank.  The hearing will be held at the Bankruptcy
Courtroom 7 South.

As reported in the Troubled Company Reporter on May 17, 2010,
Premier Bank has a deed of trust against the Debtor's 100 room
hotel located within the Missouri Research Park at Weldon Spring,
Missouri in St. Charles County, Missouri.

The Debtor would use the cash collateral to fund its Chapter 11
case, pay suppliers and other parties.

The Debtor said that the Bank's interest in cash collateral is
adequately protected.  The adequate protection will be provided to
the Bank through the preservation of the Debtor's value as a going
concern.  The Debtor has orally offered to provide post-petition
liens to the Bank in exchange for the use of the Bank's cash
collateral, and if required to make post-petition adequate
protection payments.

              About Inn at Missouri Research Park, LLP

St. Louis, Missouri-based Inn at Missouri Research Park, LLP, dba
Wingate by Wyndham Hotel, filed for Chapter 11 bankruptcy
protection on May 3, 2010 (Bankr. E.D. Mo. Case No. 10-44907).
David M. Dare, Esq., at Herren, Dare & Streett, 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.


INVERNESS MEDICAL: Moody's Retains 'B1' Corporate Family Rating
---------------------------------------------------------------
Moody's Investors Service said Inverness Medical Innovations,
Inc.'s ratings, including the B1 corporate family rating and
stable outlook, are unaffected by the company's announcement of a
revised lower cash EPS guidance of $2.60 share versus $2.90, for
the fiscal year ended December 31, 2010.

The last rating action on Inverness was taken on September 22,
2009, when the company's B1 Corporate Family Rating was affirmed
in connection with the issuance of $100 million senior unsecured
debt.

Inverness Medical Innovations, Inc., headquartered in Waltham,
Massachusetts, operates in health management, professional and
consumer diagnostics, as well as vitamins and nutritional
supplements.  The health management business includes disease
management, maternity management, and wellness.  Through its
professional and consumer diagnostics businesses, Inverness
Medical develops, manufactures and markets advanced consumer and
professional medical diagnostic products.  Diagnostic products
focus on infectious disease, cardiology, oncology, drugs of abuse
and women's health.  Reported revenues for the twelve months ended
March 31, 2010, were about $2.0 billion.


IRVINE SENSORS: Gets More Time to Regain NASDAQ Listing Compliance
------------------------------------------------------------------
Nasdaq Hearings Panel has granted the Irvine Sensors Corporation's
request for continued listing, subject to various conditions
intended to ensure that Irvine Sensor's common stock will regain
compliance with Nasdaq's $1.00 per share continued listing
requirement.

These conditions include the Company informing the Panel on or
about June 30, 2010 that it has filed a proxy for its annual
meeting and included a vote on a reverse stock split in a ratio
sufficient to meet the $1.00 bid price requirement and the Company
notifying the Panel on or about July 31, 2010 that its
stockholders have approved such a reverse stock split.  Whether or
not such a split is actually implemented, Irvine Sensors must then
evidence a closing bid price for its common stock of $1.00 per
share or more for a minimum of ten consecutive trading days on or
before September 13, 2010 to regain compliance with Nasdaq's bid
price requirement and avoid delisting.

During the granted extension period, the Company must provide
prompt notification of any significant developments, particularly
any event, condition or circumstance that may impact its ability
to maintain compliance with Nasdaq's other continued listing
requirements.  The Panel reserved the right to reconsider the
granted extension in such an instance.

                      About Irvine Sensors

Irvine Sensors Corporation -- http://www.irvine-sensors.com/--
headquartered in Costa Mesa, California, is a vision systems
company engaged in the development and sale of miniaturized
infrared and electro-optical cameras, image processors and stacked
chip assemblies and sale of higher level systems incorporating
such products and research and development related to high density
electronics, miniaturized sensors, optical interconnection
technology, high speed network security, image processing and low-
power analog and mixed-signal integrated circuits for diverse
systems applications.

Optex Systems, Inc., a Texas corporation and a wholly owned
subsidiary of Irvine Sensors, on September 21, 2009, filed a
voluntary petition for relief under Chapter 7 of the United States
Bankruptcy Code in the United States Bankruptcy Court in
California.


JOHN ABRAHAM: Case Summary & 16 Largest Unsecured Creditors
-----------------------------------------------------------
Joint Debtors: John David Abraham
               aka J. David Abraham
               Meghan A. Abraham
               fka Meghan A. Nagy
               fdba Shimmer Me Pink, Inc.
               41 Shaker Bay Road
               Latham, NY 12110

Bankruptcy Case No.: 10-12186

Chapter 11 Petition Date: June 10, 2010

Court: United States Bankruptcy Court
       Northern District of New York (Albany)

Judge: Robert E. Littlefield Jr.

Debtor's Counsel: Richard H. Weiskopf, Esq.
                  O'Connell & Aronowitz
                  54 State Street
                  9th Floor
                  Albany, NY 12207
                  Tel: (518) 462-5601
                  Fax: (518) 462-2670
                  E-mail: rweiskopf@oalaw.com

Scheduled Assets: $2,006,866

Scheduled Debts: $2,283,534

A list of the Company's 16 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nynb10-12186.pdf

The petition was signed by John David Abraham and Meghan A.
Abraham.


JOHN BEARDSLEY: Oregon Court Approves Amended Chapter 11 Plan
-------------------------------------------------------------
Portland Business Journal reports that the U.S. Bankruptcy Court
in Oregon approved Portland developer John Beardsley's amended
Chapter 11 plan of reorganization.  A plan confirmation hearing is
set for Aug. 4, 2010.  Creditors will be repaid with seven years,
under the plan.


JULI ANN SWEENY: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Juli Ann Sweeny
        fdba Jules
        fdba JS Development and Construction
        18920 Sound View Pl
        Edmonds, WA 98020

Bankruptcy Case No.: 10-16677

Chapter 11 Petition Date: June 10, 2010

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

Judge: Karen A. Overstreet

Debtor's Counsel: Craig S. Sternberg, Esq.
                  Sternberg Thomson Okrent & Scher PLLC
                  500 Union St Ste 500
                  Seattle, WA 98101
                  Tel: (206) 386-5438
                  E-mail: craig@stoslaw.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 Juli Ann Sweeny.


KASDEN FUEL: Effects of 2008 Oil Price Swing Cue Bankruptcy Filing
------------------------------------------------------------------
Kasden Fuel filed for bankruptcy under Chapter 11, citing fallout
from the wild swing in oil prices in 2008, according to Hartford
Courant.

According to the report, the Company had purchased thousands of
gallons from its supplier at $4 a gallon, and when prices dropped,
customers backed out of long-term contracts.  Then Company had to
sell its supplies for $2 a gallon.  The company and its supplier
are in dispute on how much the company owes.

Kasden Fuel operates a home heating oil company.


KENYON CONCRETE: Case Summary & 5 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Kenyon Concrete Pumping, Inc.
        P.O. Box 896
        Summerville, SC 29484

Bankruptcy Case No.: 10-04143

Chapter 11 Petition Date: June 9, 2010

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

Judge: John E. Waites

Debtor's Counsel: Robert R. Meredith, Jr., Esq.
                  4000 Faber Place Dr
                  Suite 120
                  N. Charleston, SC 29405
                  Tel: (843) 529-9000
                  E-mail: rm@meredithlawfirm.com

Scheduled Assets: $1,107,516

Scheduled Debts: $2,522,000

A list of the Company's 5 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/scb10-04143.pdf

The petition was signed by Lance Kenyon, company's president.


KINETEX RESOURCES: Expects to File Annual Report by June 28
-----------------------------------------------------------
Kinetex Resources Corp. is providing its third bi-weekly Default
Status Report in accordance with National Policy 12-203 Cease
Trade Orders for Continuous Disclosure Defaults.  In its news
release on April 30, 2010, the Company announced that it was not
able to file its comparative audited annual financial statements
for the year ended December 31, 2009, on or before the prescribed
deadline of April 30, 2010.

As previously announced, the Company made an application to the
applicable securities regulators under NP 12-203 requesting that a
management cease trade order be imposed in respect of this late
filing.  On May 5, 2010, the British Columbia Securities
Commission, being the Principal Regulator, issued a temporary
management cease trade order.  The issuance of the temporary cease
trade order does not affect the ability of persons who have not
been directors, officers or insiders of the Company to trade in
their securities.  However, the securities regulatory authorities,
in their discretion, may determine that it would be appropriate to
issue a general issuer cease trade order affecting all of the
Company's securities.  Until such time that the Annual Filings are
filed or the securities regulatory authorities issue a general
cease trade order, the Company will continue to provide bi-weekly
updates, as contemplated by NP 12-203.

Other than as set out herein, the Company reports that since the
Default Notice: (i) there is no material change to the information
set out in the Default Notice that has not been generally
disclosed; (ii) there has been no failure by the Company in
fulfilling its stated intentions with respect to satisfying the
provisions of the alternative information guidelines set out in NP
12-203; (iii) there has not been any other specified default by
the Company under NP 12-203; and (iv) there is no other material
information concerning the affairs of the Company that has not
been generally disclosed.

Despite the previously announced anticipated filing date of
June 14, 2010, the auditors have informed the Company that they
require additional time in consolidating financial information
from the Company's international operations.  The Company now
expects to file its annual financial statements for the year ended
December 31, 2009, by no later than June 28, 2010.  As a result of
such delay in the Annual Filings, the Company shall delay the
filing of its financial statements for the quarter ended March 31,
2010, CEO and CFO certifications and management's discussion and
analysis for the quarter ended March 31, 2010 (the "Interim
Filings") until such time that it files the Annual Filings.

                         About Kinetex

Kinetex is an oil, gas and mineral exploration services company
with offices in Vancouver, BC, Calgary, Alberta and Bogota,
Colombia.  Through its subsidiaries, Kinetex provides data-rich
high resolution subsurface images -- essentially a brand-new
exploration tool -- to the energy, metals and minerals exploration
and development industries seeking to go beyond the limitations of
traditional data acquisition methods.


KIRKLAND HUTCHESON: Confirmation Hearing Scheduled for June 26
--------------------------------------------------------------
The Hon. Arthur B. Federman of the U.S. Bankruptcy Court for the
Western District of Missouri will consider at a hearing on
July 29, 2010, at 8:30 a.m., final approval of Kirkland Hutcheson,
LLC's Disclosure Statement and confirmation of the proposed Plan
of Reorganization.  The hearing will be held at the Bankruptcy
Courtroom., U.S. Courthouse, 222 John Q. Hammons Parkway,
Springfield, Missouri.  Objections, if any, are due on July 26,
2010.

The Court preliminarily approved the Disclosure Statement which
provides that under the Plan, the Debtor is allowed to keep and
retain its property and continue the operation of its business in
its ordinary course of business affairs and allow the Debtor a
period of time to satisfy its creditors as provided for in the
Plan.  The funds necessary for the satisfaction of the creditors'
claims through payments under the Plan will be generated from the
continued operation of the business, however the Debtor may also
seek to sell its assets to discharge its obligations.

                        Treatment of Claims

Class 1 - Missouri Department of Revenue will be paid with
          interest in full.

Class 2 - BancorpSouth Bank will be paid with interest at 5.5%
          payable monthly excluding months of December, January
          and February for a three year period from the effective
          date whereupon outstanding obligation amortized over 20
          years at same interest rate and same payment schedule.

Class 3 - Great America Leasing Corporation will be paid in
          accordance with the contract.

Class 4 - Kirkland will be paid quarterly with interest at
          5.5% per annum.

Class 5 - Mechanic Lien Claimants.  Any claims determined to be
          unperfected in any state court action or adversary
          action or adversary action will be treated as unsecured
          creditors in Class 6.  Claims with valued secured claims
          will be paid pro rata on a quarterly basis until claims
          are paid in full.

Class 6 - General Unsecured Claims will be paid pro rata quarterly
          payment of $0.10 for each dollar (10%) of each allowed
          claim over 60 months.

Class 7 - equity Security Interest will receive no distribution
          until all obligations under the Plan have been
          performed.

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

The Debtor is represented by:

     David E. Schroeder, Esq.
     1524 E. Primrose, Suite A
     Springfield, MO 65807
     Tel: (417) 890-1000
     Fax: (417) 886-8563
     E-mail: bk1@dschroederlaw.com

                  About Kirkland Hutcheson, LLC

Branson, Missouri-based Kirkland Hutcheson, LLC -- dba Castle Rock
Resort and fka Atrium Inn -- operates a hotel facility.  The
Company filed for Chapter 11 bankruptcy protection on November 24,
2009 (Bankr. W.D. Mo. Case No. 09-62695).  The Company listed
$10,000,001 to $50,000,000 in assets and $10,000,001 to
$50,000,000 in liabilities.


LBM DEVELOPMENT: Case Summary & 3 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: LBM Development Corporation
        8705 Grey Fox trail
        Upper Marlboro, MD 20772

Bankruptcy Case No.: 10-23025

Chapter 11 Petition Date: June 10, 2010

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

Judge: Paul Mannes

Debtor's Counsel: Marla L. Howell, Esq.
                  14406 Old Mill Road
                  No. 201
                  Upper Marlboro, MD 20772
                  Tel: (301) 464-1400
                  E-mail: mhowell@decarohowell.com

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

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

A list of the Company's 3 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/mdb10-23025.pdf

The petition was signed by Michael J. Patterson.


LEHMAN BROTHERS: Hearing on $255MM Park Ave. Investment on Wed.
---------------------------------------------------------------
Lehman Brothers Holdings Inc. and its affiliated debtors seek
approval from Judge James Peck of the U.S. Bankruptcy Court for
the Southern District of New York to invest up to $255 million in
a 21-storey building at 237 Park Avenue in New York.

The $255 million will be used to buy a portion of Broadway
Partners' $1.23 billion loan that was sold as a note to PRII 237
Park LLC.  Broadway availed of the loan from LBHI to finance its
acquisition of the building in 2007.

LBHI believed that Broadway Partners was going to default on the
note and began talks with PRII 237 on a possible restructuring in
August 2009.  Since then, PRII 237 has started marketing the
note.

LBHI expects an expedited sale after the June 18, 2010 deadline
for potential buyers to submit their bids for the note.

Alfredo Perez, Esq., at Weil Gotshal & Manges LLP, in Houston,
Texas, says the new investment "represents the best means" of
protecting LBHI's current investment in the property of about
$437 million, which could potentially be wiped out if a party
other than LBHI acquires and pursues a foreclosure of the note.

"Acquisition of the [note] at an attractive per square foot basis
could yield significant recoveries to the estate," Mr. Perez says
in court papers.

Judge Peck will consider approval of the proposed investment at
the June 16, 2010 hearing.  Deadline for filing objections is
June 15, 2010.

                       About Lehman Brothers

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

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

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

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd.  Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008.  The joint administrators have
been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: Proposes to Assign Contracts to Aurora
-------------------------------------------------------
Lehman Brothers Holdings Inc. and its affiliated debtors seek
approval of the U.S. Bankruptcy Court for the Southern District
of New York to assume and assign contracts to Aurora Bank FSB.

The Debtors say the contracts are not needed for the
administration of their estates since they do not relate to their
business operations.  Aurora Bank agreed to pay so-called "cure
amounts," if any, as part of the assumption and assignment of the
contracts.

A list of the contracts is available without charge
at http://bankrupt.com/misc/LBHI_AssignedContractsAurora.pdf

The contracts were previously designated for assumption and
assignment to Barclays Capital Inc. as part of the sale of the
Debtors' North American broker-dealer business.  The Debtors,
however, did not push through with the assumption and assignment
of the contracts after determining that they are not related to
the assets that Barclays purchased.

The Court will consider approval of the Debtors' request at the
June 16, 2010 hearing.

                       About Lehman Brothers

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

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

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

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd.  Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008.  The joint administrators have
been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: Swedbank Ordered to Pay SEK82 Million
------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
issued a ruling compelling Swedbank AB (publ) to pay over
SEK82 million to Lehman Brothers Holdings Inc.

In a three-page order, Judge Peck held that the administrative
freeze on LBHI's account with the Swedish bank is a violation of
the automatic stay.

"Swedbank has not moved for relief from the stay despite having
implemented its administrative freeze," Judge Peck said.  "The
indefinite administrative freeze is unjustified and constitutes a
continuing violation of the automatic stay."

The bankruptcy judge directed Swedbank to release the
administrative freeze and to transfer to LBHI the funds that were
deposited or credited to the account after September 15, 2008.

Swedbank placed an administrative freeze on LBHI's account after
the latter filed for bankruptcy protection.  The bank is planning
to setoff the fund against LBHI's pre-bankruptcy debt under a
swap agreement.

Judge Peck also said that there is no mutuality to permit the
setoff of funds in the account contrary to Swedbank's assertion
that setoff is allowed without the need to lift the stay because
the bank and LBHI have mutual obligations under the swap
agreement.  He pointed out that the funds in the account were
deposited after the bankruptcy filing while LBHI's debt was
incurred before the filing.

In a separate order, Judge Peck denied a motion by Swedbank to
stay his ruling for the release of the administrative freeze.

Swedbank filed the motion to enforce the stay pending appeal to
reverse that ruling out of concern that it might be stripped of
its right to setoff upon payment to LBHI and might face financial
risk.  LBHI, however, dismissed the bank's contention, saying the
ruling would merely require Swedbank to "purge itself of its
contumacious conduct" by releasing the administrative freeze.

Swedbank's appeal had already been filed before the U.S. District
Court for the Southern District of New York.  In the appeal, the
bank raised a number of issues including the question of whether
or not the bankruptcy judge erred in his ruling that the stay
renders LBHI's account unavailable for setoff by the counterparty
to a swap agreement with respect to postpetition deposits in
light of the safe harbor provisions under Sections 560 and 561 of
the Bankruptcy Code.

                 LBHI Stipulates with Skandinaviska

To resolve the Debtors' Motion to Compel and the return of amounts
deposit or credited to Lehman Brothers Holdings Inc.'s general
deposit account with Skandinaviska Enskilda Banken AB (publ) and
JPMorgan Chase Bank, N.A., entered into a stipulation with these
salient terms:

  (1) SEB will transfer:

      (a) to JPMorgan DKK8,000,000 in satisfaction of any and
          all claims JPMorgan may have against LBHI with respect
          to two transfers wired by JPMorgan into the Account
          for DKK 8,000,000:

          Pay: Nordea Bank, Copenhagen
               Swift NDEADKKK
              IBAN DK2920005000004355

          For: JPM New York
               Swift CHASUS33
               Reference - Return of funds LBHI.  TLM refs
               39578566 & 39578564

      (b) to LBHI the current postpetition balance in the
          Account, including DKK 1,148,250, plus any additional
          postpetition deposits or wire transfers into the
          Account and all accrued interest, including interest
          on the Misdirected Funds, by wire transfer:

          Pay: Danske Bank, Copenhagen
               Swift DABADKKK

          For: US Bank, Minneapolis, MN
               Swift USBKUS44FEX
               a/c 39963007504713
               Attn STL FX
               For further credit to: Lehman Brothers Holdings
               Inc a/c 152308786572
               Reference: Release of post-petition receipts from
               SEB 5295-0017001256.

  (2) SEB agrees that it will not take any action to restrict or
      prevent LBHI from withdrawing any future postpetition
      deposits, credits or accrued interest in the Account
      subject to any rights of setoff SEB may have against those
      future postpetition funds for postpetition claims against
      LBHI, which rights, if any, may not be exercised absent
      modification of the automatic stay.

  (3) In consideration for the return of the Misdirected Funds,
      JPMorgan will be deemed to have waived, released, and
      discharged any and all claims it may have against LBHI
      solely with respect to the Transfers and the Misdirected
      Funds, including any claim for interest, costs or
      expenses.

  (4) In consideration for the return of the Postpetition Funds
      and all accrued interest, JPMorgan and LBHI will be deemed
      to have waived, released, and discharged any and all
      claims they may have against SEB solely with respect to
      the Postpetition Funds, including any claim for interest,
      costs or expenses.

  (5) Upon LBHI's receipt of the Balance, LBHI will withdraw the
      Turnover Motion.

  (6) SEB's purported rights of setoff with respect to the
      Prepetition Funds and LBHI's rights to object to the
      Purported Setoff Rights are fully preserved.

  (7) LBHI's rights to contest, dispute, object or otherwise
      challenge the propriety of any debits or withdrawals made
      to the Account after the Petition Date are fully
      preserved.

                       About Lehman Brothers

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

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

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

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd.  Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008.  The joint administrators have
been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: Proposes Dechert as Special Counsel
----------------------------------------------------
Lehman Brothers Holdings Inc. and their affiliated debtors seek
court approval to employ Dechert LLP as their special counsel
effective to March 1, 2010.

Dechert has served as one of the Debtors' "ordinary course"
professionals.  The firm's fees for its services, however,
exceeded $1 million prompting the Debtors to seek court approval
to employ the firm as their special counsel.

Pursuant to the Court's prior order, an ordinary course
professional is required to file an application to be employed as
a professional in accordance with Sections 327 and 328 of the
Bankruptcy Code if payment to that professional exceeds
$1 million while the Debtors are still in bankruptcy.

As special counsel, Dechert will continue to render those
services it provided to the Debtors while still an ordinary
course professional as well as represent them in connection with
other real estate financings and transactions.

The Debtors propose to pay Dechert on an hourly basis and
reimburse the firm for any expenses incurred in connection with
its employment.  All fees and expenses of the firm that were
incurred on or after March 1, 2010, will be subject to court
approval upon application by the firm.

In a declaration, Katherine Burroughs, Esq., a partner at Dechert
LLP, assures the Court that the firm does not hold or represent
interest adverse to the Debtors' estates.

                       About Lehman Brothers

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

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

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

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd.  Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008.  The joint administrators have
been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LIBBEY INC: Reports Strategic Changes to Management Roles
---------------------------------------------------------
Libbey Inc. said strategic changes to the management roles of a
number of its senior executives.  The changes, which are effective
immediately, reflect the Company's strategy to enhance its
agility, responsiveness and productivity by acting as "one
company" globally, in both commercial and operational arenas.
Accordingly, effective immediately:

   * Richard I. Reynolds is named Executive Vice President, Chief
     Financial Officer.  A 40-year veteran of Libbey, Mr. Reynolds
     has served Libbey in a variety of capacities, including as
     Chief Operating Officer since 1995 and as Chief Financial
     Officer from 1993 - 1995. He brings with him to the CFO
     position a wealth of Libbey operational and financial
     knowledge and experience.  Mr. Reynolds also has served as a
     member of Libbey''s Board of Directors since 1993.

   * Gregory T. Geswein is named to the new position of Vice
     President, Strategic Planning and Business Development.  Mr.
     Geswein has served as Chief Financial Officer since joining
     Libbey in May 2007, playing a lead role in the successful
     debt exchange in October 2009 and refinancing in early 2010.

   * Daniel P. Ibele is named to the new position of Vice
     President, Global Sales and Marketing.  Mr. Ibele joined
     Libbey in 1983 and has served in a variety of sales and
     marketing positions, most recently as Vice President, General
     Sales Manager, North America.

   * Roberto B. Rubio is named to the new position of Vice
     President, Global Manufacturing and Engineering.  After a 29-
     year career with Vitro S.A., including several senior
     management positions, Mr. Rubio joined Libbey as Managing
     Director of Libbey Mexico in July 2009 and was named Vice
     President, General Manager, International Operations, in
     November 2009.

In addition, Jonathan S. Freeman, who joined Libbey in May 2007,
will continue to perform his role as Vice President, Global Supply
Chain.

John F. Meier, Chairman and Chief Executive Officer of Libbey,
commented: "This global alignment of our senior management team is
a key step to more closely align with our growing global customer
base.  We expect that it will enhance our ability to more quickly
and efficiently service their needs."

                        About Libbey Inc.

Based in Toledo, Ohio, since 1888, Libbey, Inc., operates glass
tableware manufacturing plants in the United States in Louisiana
and Ohio, as well as in Mexico, China, Portugal and the
Netherlands.  Libbey supplies tabletop products to foodservice,
retail, industrial and business-to-business customers in over 100
countries.

The Company's balance sheet showed $776.9 million in total assets
and $795.2 million in total liabilities, for a $18.2 million
stockholders' deficit as of March 31, 2010.

                           *    *    *

According to the Troubled Company Reporter on Feb. 1, 2010,
Standard & Poor's Ratings Services said that it affirmed its "B"
corporate credit rating on Libbey Inc.  The outlook is stable.

In November, the TCR reported that Standard & Poor's lowered its
corporate credit rating on Libbey Inc. to 'SD' (selective default)
from 'B'.  The issue-level ratings remained on CreditWatch, where
S&P had placed them on June 11, 2009, following S&P's concerns
about the difficult operating environment facing Libbey, increased
leverage, and its ability to improve credit metrics.

In January 2010, Libbey's wholly owned subsidiary Libbey Glass
Inc. commenced a cash tender offer to purchase its outstanding
$306.0 million aggregate principal amount of Floating Rate Senior
Secured Notes due 2011.  The Tender Offer is scheduled to expire
February 22, 2010.  Holders who validly tender (and do not validly
withdraw) Notes and deliver their Consents at or prior to the
Consent Date will receive total consideration of $1,027.50 per
$1,000 principal amount of Notes, which includes $30 cash premium
per $1,000 if tendered early.


LIBBEY INC: Richard Reynolds to Serve Executive VP & CFO
--------------------------------------------------------
Libbey Inc. reported that Richard I. Reynolds has been named
Executive Vice President and Chief Financial Officer.
Mr. Reynolds has held various positions at Libbey, including
Executive Vice President and Chief Operating Officer from 1995 to
present; Vice President and Chief Financial Officer from 1993 to
1995; and Director of Finance and Administration from 1989 to
1993. Mr. Reynolds also has served as a member of Libbey's Board
of Directors since 1993.

                        About Libbey Inc.

Based in Toledo, Ohio, since 1888, Libbey, Inc., operates glass
tableware manufacturing plants in the United States in Louisiana
and Ohio, as well as in Mexico, China, Portugal and the
Netherlands.  Libbey supplies tabletop products to foodservice,
retail, industrial and business-to-business customers in over 100
countries.

The Company's balance sheet showed $776.9 million in total assets
and $795.2 million in total liabilities, for a $18.2 million
stockholders' deficit as of March 31, 2010.

                           *    *    *

According to the Troubled Company Reporter on Feb. 1, 2010,
Standard & Poor's Ratings Services said that it affirmed its "B"
corporate credit rating on Libbey Inc.  The outlook is stable.

In November, the TCR reported that Standard & Poor's lowered its
corporate credit rating on Libbey Inc. to 'SD' (selective default)
from 'B'.  The issue-level ratings remained on CreditWatch, where
S&P had placed them on June 11, 2009, following S&P's concerns
about the difficult operating environment facing Libbey, increased
leverage, and its ability to improve credit metrics.

In January 2010, Libbey's wholly owned subsidiary Libbey Glass
Inc. commenced a cash tender offer to purchase its outstanding
$306.0 million aggregate principal amount of Floating Rate Senior
Secured Notes due 2011.  The Tender Offer is scheduled to expire
February 22, 2010.  Holders who validly tender (and do not validly
withdraw) Notes and deliver their Consents at or prior to the
Consent Date will receive total consideration of $1,027.50 per
$1,000 principal amount of Notes, which includes $30 cash premium
per $1,000 if tendered early.


LIONS GATE: Icahn Debunks Firm's Latest Obfuscations
----------------------------------------------------
Carl C. Icahn issued the following statement in response to
comments made by Lions Gate:

In its letter to shareholders on Friday, Lions Gate congratulated
itself on its "adjusted EBITDA" of $128 million -- but, by its own
admission, $110 million of cash flow came from the company's film
library.  However, there seems to be near universal agreement in
the industry that library values are melting away like ice cubes.
As a result, it is not hard to believe that this $110 million will
be drastically reduced in the near future, due primarily to the
precipitous decline in DVD sales throughout the industry.
However, Lions Gate's high interest costs of $56 million will stay
the same.  In addition, MGM and Miramax (both basically library
plays) have been for sale for many months but have failed to
obtain a buyer.  How much longer can Lions Gate's film library be
counted on to drive performance and to service the company's
staggering debt load?  Am I the only one who sees a hurricane
brewing?

Lions Gate states: "Shareholders should ask themselves why Mr.
Icahn wants to acquire shares at U.S.$7.00 per share if he
believes Lionsgate is at risk."  I am paying what I believe to be
a huge premium in order to achieve control.  I am paying roughly
$1.2 billion in enterprise value for a company whose "un-adjusted"
EBITDA less interest expense is only $24 million.  And if library
income were to decrease by only 25%, this $24 million number would
go below zero.  I believe my payment is an especially rich price
in light of these facts and in light of the fact that the value of
film libraries in general are extremely questionable.  However, I
do believe in the long-term potential for Lions Gate -- but only
if a new board and management will be put in place in the very
near term. Costs must be cut.  And then they need to be cut again
and again.  And the company must return to its roots of being a
distributor and niche film and television producer.  Ironically,
the managers of these divisions are excellent in my opinion.  It
is top management and the board who are steering our company in
the wrong direction and who refuse to take the steps necessary to
cause Lions Gate to succeed.  Lions Gate cannot succeed following
a strategy of swinging for the fences with big productions and
hoping that DVD sales will cease their precipitous decline.

Market speculation that Lions Gate may purchase film libraries of
either MGM or Miramax by issuing new debt or equity without having
a vote of shareholders gives me further cause to question the
judgment of management.  We again caution the board that we will
not sit idly by if Lions Gate attempts to enter into an
inappropriate defensive or dilutive transaction.  We will
challenge any proposed transaction that we perceive to be abusive
of shareholder rights or otherwise disadvantageous to Lions Gate.
In addition, we will not hesitate to enforce our rights against
any third party that attempts to tortiously interfere with our
offer by entering into an inappropriate transaction with Lions
Gate.  Further, if any such transaction were to cause a failure of
any condition under our tender offer, we presently intend to
withdraw the offer and Lions Gate would thus have deprived its
shareholders of the opportunity to sell their shares for $7.00 in
cash per share.

Lions Gate's board recommends that shareholders not tender their
shares now but rather should wait until our subsequent offering
period begins so that they may "have better insight into the
potential consequences of the offer."  I am not sure what the
board is getting at with this cryptic statement.  I believe that
if Lions Gate is implying that there is a chance that we will
raise the price of our offer during the subsequent offering
period, the company would be misleading its shareholders.  We have
stated on more than one occasion that the price will not be raised
and applicable law requires that those tendering during the
subsequent offering period must receive the same consideration as
those tendering during the offer.  If, however, Lions Gate is
implying something else (possibly that there is a transaction soon
to be announced or that there is some reason to believe that Lions
Gate's shares will suddenly begin to perform after five years of
decline), the company could be on dangerous ground.  Is the board
willing to guarantee that shareholders will not be worse off if
they choose not to tender?  Will the board guarantee that in the
future the company will not purchase a film library with the small
amount of capital it has or issue more stock or debt to do so
without going to shareholders for a vote?

MY INTENTIONS are to complete the tender offer and promptly
purchase all stock tendered as of June 16th and then complete the
subsequent offering period (noting again that the price will NOT
be raised). I will then conduct a proxy fight to seek to replace
the board at the upcoming annual general meeting.  I must state
that I unfortunately see very little hope for the company if we
are not successful in replacing the board.  Hopefully our slate
will prevail.  If not, I have no intention of remaining an
investor in Lions Gate with this management team because it has
become clear to me after talking with management that we will
never agree on the future of the company.  I firmly believe that a
secular change has taken place in the industry.  Management and
the board, however, continue to delude themselves with their heads
buried in the sand -- as is often the case when "sea changes" take
place.  Owners of horse and buggy companies that deluded
themselves and did not act quickly lost everything.  I
unfortunately believe that without a dramatic change in direction,
the company will be in jeopardy.

In addition, the following message is being sent today to the
board of directors:

Concerning the possible default of over $472 million of Lions
Gate's debt if our tender offer results in us becoming the owner
of more than 20% (a virtual certainty) or 50% of the company's
outstanding shares, we note that this problem -- as well as the
possible resulting bankruptcy risk -- is entirely of the company's
making.  The directors have only themselves to blame for these
offensive "poison put" provisions.  It is obvious to all that your
"formal request" for the terms of our proposed bridge facility at
this late date is completely disingenuous.  Our first public offer
to discuss a bridge facility with you was made on March 19, 2010 -
- three months ago!  Since that time, we have publicly reiterated
our offer on several occasions.  Yet you have consistently ignored
our attempts to engage in discussions regarding this matter.  To
request terms now -- with only three days left before our offer
expires (and only after we threatened to seek to hold you
personally responsible if our shares were devalued as a result of
your inattention to this issue) -- is, to say the least,
irresponsible.  We refuse to negotiate this bridge facility
through the press.  Although it is a bit late in the game, we
continue to stand ready, as we have for the last three months, to
sit down and discuss with you immediately the terms of our bridge
facility.

The Icahn Group's offer to purchase any and all of Lions Gate's
outstanding common shares for $7.00 in cash per share will expire
at 8:00 p.m. (New York time) on June 16, 2010.  At that time,
provided that all remaining conditions to the offer are satisfied,
the Icahn Group will promptly take up and pay for all shares that
have been tendered.  There will not be another extension of the
offer, nor will the price be changed.  However, there will be a
subsequent offering period commencing on June 17, 2010, and ending
on June 30, 2010, in order to permit additional tenders.  The
price paid to shareholders tendering during the subsequent
offering period will be the same as that in the offer.
Shareholders with questions about the tender offer may call D.F.
King & Co., Inc., the Information Agent, toll-free at 800-859-8511
(banks and brokers call 212-269-5550).

                          About Lions Gate

British Columbia-domiciled and Santa Monica, California-
headquartered Lions Gate is a leading, diversified independent
producer and distributor of motion pictures, home entertainment,
television programming and animation worldwide and holds a
majority interest in the pioneering CinemaNow VOD business.  The
Lions Gate brand name is synonymous with original, cutting edge,
quality entertainment in markets around the world.

As reported by the Troubled Company Reporter on March 10, 2010,
Standard & Poor's Ratings Services revised its rating outlook on
Lions Gate to negative from stable.  At the same time, S&P
affirmed ratings on Lions Gate, including the 'B-' corporate
credit rating.

Lions Gate carries Moody's "B2" corporate family rating and
probability of default rating.


LOCATEPLUS HOLDINGS: To Seek Relisting With OTC Bulletin Board
--------------------------------------------------------------
LocatePLUS Holdings Corporation intends to seek market-maker
sponsorship for re-listing with the Over the Counter Bulletin
Board quotation service.

While the company had missed filing deadlines under previous
management, the last late filing occurred with the first quarter
of 2009 as the newly elected Board and new management mobilized to
stabilize the company and to insure accuracy in reporting.  Since
that time no filings have been late and the company is believed to
be in compliance with the requirements of the OTC Bulletin Board
quotation service.

Thomas Murphy, Investor Relations consultant commented on the
initiative.  "This is about our company's commitment to
communicate with shareholders.  We have prioritized the importance
of timely filings of annual and quarterly reports so that
shareholders and the market have access to current information.
This is about enhancing and returning shareholder value.  This
will give our company greater visibility and access to capital
markets.  We believe that this will result in a more appropriate
valuation for the company and permit us to implement a pattern of
planned growth.  In addition, shareholders will have increased
liquidity options through this quotation service."

                        About LocatePLUS

LocatePLUS is an industry-leading provider of investigative
solutions currently used in homeland security, anti-terrorism, and
crime fighting initiatives.  The Company acquires and synthesizes
public information in a cross-referenced, searchable database
integrated in a proprietary manner that provides rapid and
efficient access via Internet and other media to comprehensive
personal and location characteristics on data subjects even when
inquiry information is partial or incomplete.

                          *     *     *

As reported in the Troubled Company Reporter on January 5, 2010,
LocatePLUS Holdings Corporation had successfully negotiated with a
major creditor, Dutchess Private Equities Fund, Ltd., to convert
over $1,800,000 of existing indebtedness plus a warrant to
purchase 1,125,000 shares of its Common Stock into 72,000 shares
of a new Series A Preferred Stock.


MACKINAW POWER: Fitch Affirms 'BB-' Rating on $147 Mil. Loan
------------------------------------------------------------
Fitch Ratings affirms the 'BBB-' rating on Mackinaw Power, LLC's
$288.9 million ($252.1 million outstanding) senior secured bonds
(senior bonds), and affirms the 'BB-' rating on Mackinaw Power
Holdings, LLC's $147 million ($136 million outstanding) senior
secured term loan.  The debt proceeds were used to finance the
acquisition of a portfolio of four contracted natural gas-fired
generating facilities in Georgia.  Mackinaw is an indirect wholly-
owned subsidiary of MPH, which is an indirect wholly-owned
subsidiary of ArcLight Energy Partners Fund III, L.P.  The Rating
Outlook for the senior bonds and term loan is Stable.

The ratings affirmation and Stable Outlook reflect Fitch's
assessment of the ability to provide full and timely payment of
the debt service obligations solely from operating cash flows.
Cash flows have been and are expected to remain stable under fixed
price tolling agreements with investment grade counterparties.
Revenue stability is largely dependent on maintaining minimum
availability levels required by the tolling agreements to avoid
reductions in capacity payments.  Favorably, alternate delivery
point and financial settlement mechanisms allowed under the
tolling agreements have mitigated the impact of infrequent forced
outages to preserve full capacity payments.

Availability levels are expected to continue exceeding tolling
agreement minimum requirements for all the Mackinaw assets.
Operating costs, heat rates and capacity levels have been
consistent with expectations.  In 2009, the project sponsor
funded, built and contributed to Mackinaw an inlet air chiller at
the portfolio's largest facility, which increases capacity and
variable revenues under its tolling agreement and improves cash
available for debt service.

Debt service coverage ratios for the senior bonds reflect
contracted cash flows through the term of the debt.  The senior
bond DSCR for 2009 was 1.52 times, consistent with base case
projections.  Coverage ratios based exclusively on contracted cash
flow after 2015 fall below the investment grade threshold in a
combined stress rating case.  Contracted cash flow after 2015 may
be augmented by merchant cash flow from two assets whose tolling
agreements expire in 2015, resulting in DSCRs in excess of 3.0x,
appropriate for the rating category.  However, negative rating
action may be warranted if the two assets selling merchant power
after 2015 are released from supporting the senior bonds as
permitted in the indenture, and contracted cash flows are not
otherwise augmented from projected levels.

The term loan rating reflects consolidated debt service coverage
for the senior bonds and the term loan, due to the structural
subordination of the term loan.  The term loan DSCR for 2009 was
1.16x, consistent with base case projections.  The term loan
rating also reflects the lack of a defined amortization profile
and refinancing risk.  The term loan has no fixed amortization
requirement and relies on a mandatory 50% sweep of excess cash
prior to distributions, which resulted in $5 million of term loan
amortization in 2009 and $6 million in 2010.  The project sponsors
are seeking to extend or replace the power sales contracts
expiring in 2015, which would avoid merchant risk and reduce
refinancing risk.

Fitch will monitor these key drivers, which could adversely affect
the rating:

  -- overall operating performance, including availability, heat
     rate and operating expenses;

  -- amount of term loan principal amortization relative to
     projected levels;

  -- deterioration of the regional power market which could
     increase refinancing risk;

  -- the credit rating of tolling agreement counterparties, which
     could constrain the project rating.

The generating facilities are all located in Georgia and consist
of one combined-cycle facility with a capacity of 502 megawatts
(as of April 28, 2010) and three peaking facilities with a
combined capacity of 1,373 megawatts.  The generating facilities
sell energy and capacity through long-term tolling agreements with
Georgia Power Company (Issuer Default Rating 'A' with a Negative
Outlook) and Constellation Energy Commodities Group, Inc.,
guaranteed by Constellation Energy ('BBB-'with a Stable Outlook).
Asset management and operating and maintenance services are
provided by Consolidated Asset Management Services, a joint
venture between an ArcLight affiliate and Sutton Ventures Group.


MAGIC BRANDS: Keeps Two Disputed Minnesota Locations
----------------------------------------------------
According to Business Journal of Austin, a federal bankruptcy
court allowed Magic Brands LLC to keep two disputed Minnesota
locations as assets.  The Company said it received approval to
sell its Fuddruckers and Koo Roo brands to Tavistock Group,
Freebird's World Burrito operation.

                      About Magic Brands

Magic Brands, LLC is the parent of the Fuddruckers and Koo Koo
Roo restaurant brands.  Fuddruckers -- http://www.fuddruckers.com/
-- was founded in 1980 in San Antonio, Texas, with the goal of
serving hamburgers that are cooked to order and made with fresh
ingredients.  Magic Brands, based in Austin, Texas, purchased the
chain in 1998 and has sought to broaden its appeal by expanding
its menu.

Magic Brands, LLC, and its operating units filed for Chapter 11 on
April 21, 2010 (Bankr. D. Del. Lead Case No. 10-11310).  It
disclosed assets of up to $10,000,000 and debts of $10,000,001 to
$50,000,000.  Affiliate Fuddruckers, Inc., also filed, listing
assets and debts of $50,000,000 to $100,000,000.

FocalPoint Securities, LLC, serves as investment banker to Magic
Brands and Goulston & Storrs serves as lead bankruptcy counsel.
Kurtzman Carson Consultants, LLC, serves as claims and notice
agent.


MARK ALLEN WYNNE: To Pay Claims from Assets, Future Income
----------------------------------------------------------
Mark Allen Wynne and Premier General Holdings, LTD., filed the
U.S. Bankruptcy Court for the Western District of Texas a Plan of
Reorganization.

The Plan provides for the payment of allowed administrative,
priority, secured and unsecured creditors from the conveyance of
certain assets and/or future income.

Class 1 - Secured Claims of Bexar County Texas taxing authorities
will be paid in the ordinary course and the taxing authorities
will retain their liens.

Class 2A and 2B - Secured Claims of Chase Home Mortgage and Aurora
Finance will retain their liens, the obligations will be assumed
and reaffirmed under the Plan, and the debt will be paid in the
ordinary course in payments of approximately $2,700 per month for
Chase Home and $2,300 per month for Aurora Finance.

The holders of Class 3 - Secured Claim of Rotary Exploration, Inc.
will retain its lien and the obligation will be assumed under the
Plan.  In order to satisfy this Allowed Claim, Mark Wynne will pay
the Class 3 Creditor $871.39 per month for a period of 360 months.
Insurance and property escrow obligations and other covenants will
be honored.

The Debtors intend to satisfy Class 4 Unsecured Claims from income
until the total of the present value of the Debtors assets have
been paid to its creditors, on a pro-rata basis.  The Class 4
Creditors which are entitled to receive the present value of its
claim, will not receive interest on any unpaid balance.

With respect to Class 5 Claims of Dillon Water Resources, L.P. and
Dean Davenport, in order to determine if either Class 5 Creditor
has an Allowed Unsecured Claim, the Debtors will continue the
appeal of the state court judgment.  If the appellate court(s)
reverse the judgment in its entirety against the Debtors, Dillon
and Davenport will not receive any distributions under this Plan
and all claims that they hold against the Debtors will be released
and discharged.  However, if the appellate courts affirm all or
portion of the judgment against the Debtors and the judgment
becomes final and non-appealable, Premier will convey a percentage
of its interest in Water Exploration Co., LLP, to the appropriate
Class 5 creditor with an Allowed Claim to satisfy the Allowed
Claim in full.  Upon conveyance of that interest in WECO, the
Class 5 Creditors with Allowed Claims will be fully satisfied.

Holders of Class 6 - Interests in each Debtor will retain their
ownership interests in all property, including exempt property.

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

                      About Mark Allen Wynne

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).  Law Offices of William B. Kingman, P.C. assists
the Debtors in their restructuring efforts.

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


MARMC TRANSPORTATION: Section 341(a) Meeting Scheduled for July 15
------------------------------------------------------------------
The U.S. Trustee for Region 19 will convene a meeting of MarMc
Transportation, Inc.'s creditors on July 15, 2010, at 1:00 p.m.
The meeting will be held at 308 West 21st Street, 2nd Floor,
Federal Building, Cheyenne, Wyoming.

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.

Mills, Wyoming-based MarMc Transportation, Inc., filed for Chapter
11 bankruptcy protection on June 3, 2010 (Bankr. D. Wyo. Case No.
10-20653).  Stephen R. Winship, Esq., at Winship & Winship, PC,
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 debts.


MARMC TRANSPORTATION: Taps Winship & Winship as Bankr. Counsel
--------------------------------------------------------------
MARMC Transportation, Inc., has asked for authorization from the
U.S. Bankruptcy Court for the District of Wyoming to employ
Winship & Winship, P.C., as bankruptcy counsel.

The Firm will render services routinely required of a bankruptcy
under the U.S. Bankruptcy Code.

Stephen R. Winship, an attorney at the Firm, says that the Firm
will be paid $225 per hour for its services.

Mr. Winship assures the Court that the Firm is "disinterested" as
that term is defined in Section 101(14) of the Bankruptcy Code.

Mills, Wyoming-based MarMc Transportation, Inc., filed for Chapter
11 bankruptcy protection on June 3, 2010 (Bankr. D. Wyo. Case No.
10-20653).  The Company listed $10,000,001 to $50,000,000 in
assets and $1,000,001 to $10,000,000 in debts.


MEDICAL EDUCATIONAL: Section 341(a) Meeting Scheduled for July 12
-----------------------------------------------------------------
The U.S. Trustee for Region 21 will convene a meeting of Medical
Educational and Health Services Inc's creditors on July 12, 2010,
at 9:00 p.m.  The meeting will be held at 341 Meeting Room, Ochoa
Building, 500 Tanca Street, First Floor, San Juan.

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.

Mayaguez, Puerto-Rico-based Medical Educational and Health
Services Inc filed for Chapter 11 bankruptcy protection on June 3,
2010 (Bankr. D. P.R. Case No. 10-04905).  Rafael Gonzalez Velez,
Esq., who has an office in San Juan, Puerto Rico, 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.


MEDICAL EDUCATIONAL: Wants Rafael Gonzalez Velez as Bankr. Counsel
------------------------------------------------------------------
Medical Educational & Health Service has sought permission from
the U.S. Bankruptcy Court for the District of Puerto Rico to
employ the law firm of Rafael Gonzalez Velez as bankruptcy
counsel.

The Firm will:

     a. give the Debtor legal advice with respect to its Chapter
        11 case;

     b. represent the Debtor in the adversary proceeding, index or
        contested matters filed by or against the Debtor; and

     c. represent the Debtor in any other matter requested by the
        Debtor.

The Firm will be paid $150 per hour for its services.

Rafael Gonzales Velez, an attorney at the Firm, assures the Court
that the Firm is "disinterested" as that term is defined in
Section 101(14) of the Bankruptcy Code.

Mayaguez, Puerto-Rico-based Medical Educational and Health
Services Inc filed for Chapter 11 bankruptcy protection on June 3,
2010 (Bankr. D. P.R. Case No. 10-04905).  The Company listed
$10,000,001 to $50,000,000 in assets and $1,000,001 to $10,000,000
in liabilities.


MERUELO MADDUX: Wants to Use Cash Collateral Until September 30
---------------------------------------------------------------
Meruelo Maddux Properties, Inc., et al., ask the U.S. Bankruptcy
Court for the Central District of California for authorization to
access the creditors' cash collateral until September 30, 2010.

As reported in the Troubled Company Reporter on April 3, 2009,
creditors of the Debtors that may be holding or claiming an
interest in the Debtors' real properties that generate cash
collateral are:

   a) Bank of America
   b) California Bank & Trust
   c) Capmark Finance, Inc.
   d) Cathay Bank
   e) Chinatrust Bank
   f) East West Bankruptcy
   g) Imperial Capital Bankruptcy
   h) Pacific Commerce Bank
   i) The Stafford Group
   j) United Commercial Bank
   k) V & A chamilian
   l) Western Mixers
   m) Y & F Murakami

The Debtors will use the cash collateral to fund their business
operations.  The Debtors do not anticipate that the effective date
of their Chapter 11 Plan will occur any earlier than September 30,
and maybe later depending on the outcome of the hearing on their
Disclosure Statement on June 21.

As adequate protection for any diminution in value of the
creditors' collateral, the Debtors will:

   -- grant each cash collateral creditor replacement lien in its
      respective postpetition cash collateral, with the same
      force, effect, validity and priority as their prepetition
      real property collateral;

   -- maintain and preserve the cash collateral properties by
      payment of the ordinary expenses; and

   -- pay real property taxes due and payable on and after
      November 1, 2009.

The Debtors propose a hearing on their continued cash collateral
use on June 29, at 10:00 a.m. at Courtroom 301, 21041 Burbank
Blvd., Woodland Hills, California.

                       About Meruelo Maddux

Based in Los Angeles, California, Meruelo Maddux Properties, Inc.,
-- http://www.meruelomaddux.com/-- together with its affiliates,
engage in residential, commercial and industrial development.

Meruelo Maddux and its affiliates filed for Chapter 11 protection
on March 26, 2009 (Bankr. C. D. Calif. Lead Case No. 09-13356).
Aaron De Leest, Esq., John J. Bingham, Jr., Esq., and John N.
Tedford, Esq., at Danning Gill Diamond & Kollitz, represent the
Debtors in their restructuring efforts.  Asa S. Hami, Esq., Tamar
Kouyoumjian, Esq., and Victor A. Sahn, Esq., at SulmeyerKupetz, A
Prof Corp, represent the official committee of unsecured creditors
as counsel.  The Debtors' financial condition as of December 31,
2008, showed estimated assets of $681,769,000 and estimated debts
of $342,022,000.


MGM MIRAGE: City Center On Track to be Profitable
-------------------------------------------------
According to The Wall Street Journal's Alexandra Berzon, MGM
Mirage Chief Executive Jim Murren said in an interview on Friday
its City Center mixed use casino project in Las Vegas, is on track
to be profitable for the three months ending June 30.

According to the Journal, Mr. Murren said the improvement was led
by higher occupancy at Aria, the largest hotel at City Center,
which meant more money spent on food and entertainment, as well as
more stays at the other hotels at the development.  Mr. Murren
also said he is encouraged by more convention bookings, the
Journal reports.

The Journal also reports that at an investor conference earlier
last week, Mr. Murren mentioned that occupancy rates at Aria rose
to 80% in May from 63% during the first three months of the year,
and June is looking better.

As reported by the Troubled Company Reporter on May 24, 2010, MGM
MIRAGE filed its quarterly report on Form 10-Q, showing a net loss
of $96.7 million on $1.4 billion of total revenues for the three
months ended March 31, 2010, compared with a net income of
$105.1 million on $1.4 billion of total revenues during the same
period a year ago.

The Company's balance sheet at March 31, 2010, showed
$21.0 billion in total assets, $1.1 billion in total current
liabilities, $3.1 billion in deferred income taxes, $12.6 billion
in long-term debt, and $253.2 in million other long-term
obligations, for a stockholders' equity of $3.7 billion.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?62a5

                         About MGM MIRAGE

Headquartered in Las Vegas, Nevada, MGM MIRAGE (NYSE: MGM) --
http://www.mgmmirage.com/-- owns and operates 16 properties
located in Nevada, Mississippi and Michigan, and has 50%
investments in four other properties in Nevada, New Jersey,
Illinois and Macau.  CityCenter, an urban metropolis on the Las
Vegas Strip scheduled to open in late 2009, is a joint venture
between MGM MIRAGE and Infinity World Development Corp, a
subsidiary of Dubai World.  MGM MIRAGE Hospitality has entered
into management agreements for future casino and non-casino
resorts throughout the world.

The Company reported $22.51 billion in total assets, $2.38 billion
in total current liabilities, $3.03 billion in deferred income
taxes, $12.97 billion in long term debt, and $256.83 million other
long term obligation, resulting to a $3.87 billion stockholders'
equity as of Dec. 31, 2009.  At September 30, 2009, MGM MIRAGE had
stockholders' equity of $4.29 billion.

                         *     *     *

As reported by the Troubled Company Reporter on March 22, 2010,
Moody's Investors Service affirmed MGM MIRAGE's ratings, including
its Caa1 Corporate Family Rating and raised the company's
Speculative Grade Liquidity rating to SGL-3 from SGL-4.  The
rating outlook remains stable.

As reported by the TCR on March 11, 2010, Standard & Poor's
Ratings Services affirmed all of its existing ratings on MGM
MIRAGE, including the 'CCC+' corporate credit rating.  The rating
outlook is developing.  "The 'CCC+ corporate credit rating
reflects MGM MIRAGE's significant debt burden, S&P's expectation
for continued declines in cash flow generation in 2010, and the
company's tight liquidity position," said Standard & Poor's credit
analyst Ben Bubeck.


MICHAEL PATTERSON: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Michael J. Patterson
        aka Jeff Patterson
        8705 Grey Fox Trail
        Upper Marlboro, MD 20772

Bankruptcy Case No.: 10-23020

Chapter 11 Petition Date: June 10, 2010

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

Judge: Wendelin I. Lipp

Debtor's Counsel: Marla L. Howell, Esq.
                  14406 Old Mill Road
                  No 201
                  Upper Marlboro, MD 20772
                  Tel: (301) 464-1400
                  E-mail: mhowell@decarohowell.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 Michael J. Patterson.


MILLENNIUM MULTIPLE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Millennium Multiple Employer Welfare Benefit Plan
        3205 Walker Drive
        Richardson, TX 75082

Bankruptcy Case No.: 10-13528

Chapter 11 Petition Date: June 9, 2010

Court: United States Bankruptcy Court
       Western District of Oklahoma (Oklahoma City)

Debtor's Counsel: G. Blaine Schwabe, III, Esq.
                  Mock Schwabe Waldo Elder Reeves & Bryant
                  211 North Robinson
                  14th Floor, Two Leadership Square
                  Oklahoma City, OK 73102
                  Tel: (405) 235-1110
                  Fax: (405) 235-0333
                  E-mail: gschwabe@mswerb.com

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

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

The petition was signed by Jonathan Cocks, general manager.

Debtor's List of 20 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Jessen, Juli              Plan Participant       Unknown
370 S. Manin Street
Yuma, AZ 85367

Epstein, Jeffrey          Plan Participant       Unknown
1015 Red Cedar Lane
Houston, TX 77094

Epstein, Pamela           Plan Participant       Unknown
1015 Red Cedar Lane
Houston, TX 77094

Burke D. Michael          Plan Participant       Unknown

Khetpal, Vivek            Plan Participant       Unknown

Goyak, John               Plan Participant       Unknown

Gluckman, Thomas S.       Plan Participant       Unknown

Dunham, Jeffrey Alan      Plan Participant       Unknown

Soyka, James M.           Plan Participant       Unknown

Lewis, Lester B.          Plan Participant       Unknown

Steinberg, Fred           Plan Participant       Unknown

Hassoun, Basel            Plan Participant       Unknown

Curti, Benjamin A.        Plan Participant       Unknown

Curti, Ken J.             Plan Participant       Unknown

Pasha, Janet              Plan Participant       Unknown

Triplett, Marvin          Plan Participant       Unknown

Triplett, Rosalind D.     Plan Participant       Unknown

Vartivarian, Shahe        Plan Participant       Unknown

Curti, Phillip A.         Plan Participant       Unknown

Meyers, Larry J.          Plan Participant       Unknown


MIRAMAX FILMS: Weinstein Co. Said to Raise $625MM Bid
-----------------------------------------------------
The Weinstein Co. is eyeing a second opportunity to make a bid on
Disney's Miramax studio, according to sources with knowledge of
the bidding process, The New York Post's Claire Atkinson reports.
One source familiar with the talks, according to The Post, said
Weinstein is rumored to be preparing a bid that is higher than its
last offer.

The Post recalls Weinstein's last bid, in partnership with Ron
Burkle's Yucaipa Cos., was $625 million but that later dropped to
the $500 million range after investors conducted due diligence on
Miramax's film library and decided to drop the bid.

The Post also relates Disney is currently negotiating with
Hollywood film producer David Bergstein and co-investor Ron Tutor.

The Troubled Company Reporter, citing Bloomberg News, reported on
April 23, 2010, that Mr. David Bergstein has offered about
$650 million.  Mr. Bergstein is advising a "well-capitalized
offshore entity" on a Miramax bid, his Pangea Media Group said
April 8, Bloomberg reported.

According to the Post, the Bergstein bid has met resistance from
the Hollywood guilds, which have said they have concerns about Mr.
Bergstein's business dealings.  Disney's exclusive negotiating
window with Bergstein is said to be ending in the next few days,
the Post notes.

As reported by the TCR on April 23, 2010, Bloomberg News' Brett
Pulley in New York said Mark Cuban, the billionaire owner of the
National Basketball Association's Dallas Mavericks team, said he
wasn't sure if he would support a Weinstein Co. deal to acquire
Miramax Films.  "I am having some issues with the Weinstein Co.
right now," Mr. Cuban said in an e-mail, without providing
details, according to Bloomberg.  Bloomberg reported that Richard
Koenigsberg, a director at Weinstein Co., said in an e-mailed
statement the disagreement with Mr. Cuban is over the number of
theaters that showed "The Road." According to Bloomberg, Mr.
Koenigsberg said Weinstein Co.'s board backs the efforts with Mr.
Burkle on Miramax.

Sources have told Bloomberg that Alec Gores and Tom Gores,
billionaires who each run Los Angeles-based private equity
companies, have raised their bid for Miramax above the
$550 million originally offered.  They are being advised by their
brother Sam Gores, owner of Paradigm Talent Agency in Beverly
Hills, California, Bloomberg said.

As reported by the TCR on March 3, 2010, The Deal's Richard Morgan
said Lions Gate Entertainment Corp. was tipped to acquire Miramax
for between $300 million and $500 million.

                          About Miramax

Miramax Films -- http://www.miramax.com/-- is the art-
house/independent film division of The Walt Disney Company, and
acts as both producer and distributor for its own films or foreign
films.  Disney acquired Miramax in 1993 from the Weinstein
brothers, who continued to oversee the outfit until 2005, when
they left to found the Weinstein Company.

Brothers Bob and Harvey Weinstein founded Miramax in 1979 and
named it for their parents, Max and Miriam Weinstein.  The
Weinsteins sold the film outfit to Disney in 1993 and left in 2005
to start their current film studio.

Citing The New York Times and The Wall Street Journal, the
Troubled Company Reporter on February 2, 2010, reported that Walt
Disney has been seeking buyers for its Miramax film unit.  Brooks
Barnes at The New York Times, citing a mergers and acquisitions
expert with knowledge of the process, said Disney has attracted
seven to 10 interested bidders.  According to New York Times'
source, the initial discussions indicate a price of more than $700
million for the Miramax name and its 700-film library.

The Wall Street Journal's Ethan Smith said Disney has been
gradually dismantling Miramax's filmmaking capacity for some time,
laying off staff and executives.  In January, Disney closed
Miramax's offices and dismissed the majority of its remaining
personnel.


MMFRE LIMITED: Case Summary & 9 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: MMFRE Limited Partnership
        210 E. Plank Road
        2nd Floor
        Altoona, PA 16602

Bankruptcy Case No.: 10-70685

Chapter 11 Petition Date: June 10, 2010

Court: United States Bankruptcy Court
       Western District of Pennsylvania (Johnstown)

Debtor's Counsel: Robert O. Lampl, Esq.
                  960 Penn Avenue, Suite 1200
                  Pittsburgh, PA 15222
                  Tel: (412) 392-0330
                  Fax: (412) 392-0335
                  E-mail: rol@lampllaw.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 9 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/pawb10-70685.pdf

The petition was signed by Gregory S. Morris, general partner.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Gregory S. Morris                      10-70574   05/16/10


MORRIS MANAGEMENT: Case Summary & 17 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Morris Management Real Estate, LP
        210 E. Plank Road
        2nd Floor
        Altoona, PA 16602

Bankruptcy Case No.: 10-70677

Chapter 11 Petition Date: June 9, 2010

Court: United States Bankruptcy Court
       Western District of Pennsylvania (Johnstown)

Debtor's Counsel: Robert O. Lampl, Esq.
                  960 Penn Avenue, Suite 1200
                  Pittsburgh, PA 15222
                  Tel: (412) 392-0330
                  Fax: (412) 392-0335
                  E-mail: rol@lampllaw.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 17 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/pawb10-70677.pdf

The petition was signed by Gregory S. Morris, general partner.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Gregory S. Morris                      10-70574   05/16/10


MOVIE GALLERY: Kaye's Motion to Lift Stay to Pursue Duties in MG I
------------------------------------------------------------------
William Kaye, the appointed Plan Administrator pursuant to the
Second Amended Plan of Reorganization under Case No. 07-33849,
known as "Movie Gallery I", ask the Court to lift the automatic
stay so that he may pursue completion of his duties under Movie
Gallery I.

To recall, pursuant to the 2008 Plan and Confirmation Order, Mr.
Kaye was appointed Litigation Trustee and Plan Administrator.  In
his capacity, he was granted authority to settle, compromise,
withdraw or litigate to judgment objections to any and all
General Unsecured Claims including, specifically, unsecured
claims based on the Debtors' rejection of unexpired leases.

As of February 2, 2010, several claims objections filed by the
Plan Administrator were pending.  Also as of February 2, 2010,
the Plan Administrator was nearing completion of his review and
reconciliation of over 10,000 general unsecured claims.  The
Court also entered an order holding in abeyance all pending
matters in MG I, including, but not limited to the Omnibus Claims
Objections until further notice.

The Plan Administrator says he is nearing completion of his
duties to review and reconcile the general unsecured claims under
the 2008 Plan.  Once reconciled, he will be in a position to make
long-awaited cash distributions to general unsecured creditors
who opted for the Cash Out Election under the 2008 Plan, he says.
He adds that allowing the Plan Administrator to operate within
Movie Gallery I will enable him to swiftly complete his
obligations and make distributions in the most expedient manner
possible.

Furthermore, Mr. Kaye says the current funds at his disposal are
not a part of the MG II Debtors' bankruptcy estates.  Funding for
the Cash Out Election was solely provided by Sopris, a third
party.  Thus, any cash distributions he makes under the 2008 Plan
would have no effect on the MG II Debtors' bankruptcy estates or
their creditors, he says.

                       About Movie Gallery

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

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

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

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


MYERS MILL: Chapter 11 Trustee Sells Property to Central Land
-------------------------------------------------------------
J. Rich Leonard of the U.S. Bankruptcy Court for the Eastern
District of North Carolina authorized the Chapter 11 trustee in
the bankruptcy case of Myers Mill, LLC, to convey the Debtor's
interest in the property to Central Land, LLC, for $100,000.

Gerald A. Jeutter, Jr., the Chapter 11 trustee, will sell the
property located at Dorchester County, State of South Carolina,
being known as tax parcels No. 1430301072 and 1730301003, which
contain approximately 6.78 acres, free and clear of liens and
other interest.

The Court also ordered that the sale will not take place until the
secured creditor, Wachovia Bank, N.A., is paid in full and the
property is released.

                         About Myers Mill

Headquartered in Charlotte, North Carolina, real estate company
Myers Mill LLC filed for Chapter 11 protection on Sept. 22, 2008
(Bankrk. E.D. N.C. Case No. 08-06508).  Laurie B. Biggs, Esq., and
Trawick H. Stubbs, Jr., at Stubbs & Perdue, PA, represents the
Debtor as counsel.  In its schedules, the company listed total
assets of $13,986,640 and total debts of $10,817,772.

The Debtors are North Carolina and South Carolina limited
liability companies that engage in the business of land
development.  The Debtors' members are J. Franklin Martin, Scott
A. Stover, and Matthew A. McDonald.  The Debtors' affiliate and
managing member, Landcraft Management, LLC and its predecessor
Landcraft Properties, Inc. have been engaged in the real estate
development business for over 20 years.  J. Franklin Martin, Scott
A. Stover, and Matthew A. Mcdonald are the sole members of
Landcraft.  Each of the Debtors is the owner of a single piece of
real estate, which is in the process of being developed into a
subdivision.

Some of the Debtors are currently being managed by Landcraft
Communities, LLC, which is a limited liability company owned by
Messrs. Martin, Stover, and McDonald, on an interim basis.  The
remaining Debtors are being managed by Landcraft Management, LLC.

On June 27, 2008, Eagle Creek, Eagles Trace, Back Creek, Aumond
Glen, and Saddlebrook filed their Chapter 11 cases.  On Sept. 22,
2008, The Heights, Kelsey Glen, The Rapids at Belmeade, Water
Mill, Chandler Oaks, Myers Mill, and River Chase filed their
Chapter 11 petitions.  On Oct. 9, 2008, The Village at Windsor
Creek and Lismore Park filed their Chapter 11 petitions.  On
Oct. 15, 2008, Old Towne filed its Chapter 11 petition.  On
Oct. 29, 2008, Caledonia filed its Chapter 11 petition.


NATIONAL SEMICONDUCTOR: S&P Raises Corp. Credit Rating From 'BB+'
-----------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its corporate
credit and senior unsecured ratings to 'BBB-' from 'BB+' on Santa
Clara, Calif.-based analog semiconductor manufacturer National
Semiconductor Corp.  The outlook is stable.  At the same time, S&P
withdrew the recovery rating on the company's debt, given the
upgrade to investment-grade category.

"The rating reflects the company's strong position in high-
performance analog semiconductors, improving leverage trends, and
good profitability," said Standard & Poor's credit analyst Lucy
Patricola.  Concentration in the mobile phone industry, high
operating leverage that exposes the company to sharp erosion of
EBITDA margin when volumes decline, and the recent shift to more
aggressive growth strategies partially offset those factors.

NSM's May quarter revenues were 42% above the prior year's weak
quarter, although they remain about 14% below levels reported in
May 2008.  NSM's good product positioning in power management
continues to propel strong growth in its Industrial segment, now
45% of total sales as of the February and May quarters, up from
40% one year ago.  The company's cellphone market is its largest
vertical market and is currently about 25% of revenues, down from
about 30% one year earlier.

"Growth had been below corporate averages," added Ms. Patricola,
"although in May, the segment posted sequential growth rates of
11%, equal to the company as a whole, potentially signaling the
bottom of declining sales into that market."


NEXAIRA WIRELESS: Posts $1.2 Million Net Loss in Q2 Ended April 30
------------------------------------------------------------------
NexAira Wireless Inc. filed its quarterly report on Form 10-Q,
reporting a net loss of $1.2 million on $525,053 of revenue for
the three months ended April 30, 2010, compared with a net loss of
$828,081 on $1.5 million of revenue for the same period ended
April 30, 2009.

The Company's balance sheet as of April 30, 2010, showed
$2.2 million in assets and $3.1 million of liabilities, for a
stockholders' deficit of $900,494.

As reported in the Troubled Company Reporter on February 1, 2010,
BDO Seidman, LLP, in San Diego, expressed substantial doubt about
the Company's ability to continue as a going concern after
auditing the Company's consolidated financial statements as of and
for the years ended October 31, 2009, and 2008.  The independent
auditors noted that of the Company's losses from operations,
negative cash flow from operations, and working capital and net
capital deficits.

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

               http://researcharchives.com/t/s?64c8

Headquartered in Vancouver, B.C., NextAira Wireless Inc. (OTC BB:
NXWI) -- http://www.nexaira.com/-- does business through its San
Diego based operating subsidiary Nexaira, Inc.  Nexaira, Inc.,
develops and delivers third and fourth generation (3G/4G) Wireless
Routing Solutions that offer speed, reliability and security to
carriers, mobile operators, service providers, value added
resellers (VARS) and enterprise customers.


NORANDA ALUMINUM: S&P Raises Corporate Credit Rating to 'B'
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it raised its ratings
on Noranda Aluminum Holding Corp. and its subsidiary, Noranda
Aluminum Acquisition Corp.  S&P raised its corporate credit rating
on Noranda Aluminum Holding Corp. to 'B' from 'B-'.

"The upgrade reflects the continued improvement in the company's
capital structure following an additional $180 million of debt
reduction since the beginning of 2010," said Standard & Poor's
credit analyst Sherwin Brandford.  "The upgrade also reflects the
improvement in its near-term operating performance expectations."

Noranda used proceeds from an IPO and the monetization of
remaining aluminum hedges to reduce debt.

At the same time, S&P raised its issue-level ratings.  The rating
on Noranda Aluminum Acquisition Corp.'s senior secured credit
facilities is raised to 'B+' (one notch above the corporate credit
rating) from 'B', while the recovery rating remains '2',
indicating S&P's expectation of substantial (70% to 90%) recovery
in the event of a payment default.  The rating on Noranda Aluminum
Acquisition Corp.'s senior unsecured notes due 2015 is raised to
'CCC+' (two notches below the corporate credit rating) from 'CCC',
while the recovery rating remains '6', indicating the expectation
of negligible (0% to 10%) recovery in the event of a payment
default.  S&P withdrew the rating on Noranda Aluminum Holding
Corp.'s senior unsecured notes due 2014 as this debt has been
repaid.

All ratings are removed from CreditWatch, where they were placed
with positive implications on April 27, 2010.  The rating outlook
is positive.


NOVADEL PHARMA: Stockholders Reelect 4 as Directors
---------------------------------------------------
Novadel Pharma Inc.'s stockholders reelected Mark J. Baric, Thomas
E. Bonney, Charles Nemeroff, and Steven B. Ratoff, as directors;
approved the amendment and restatement of the company's 2006
Equity Incentive Plan; and ratified the selection of J.H. Cohn LLP
as the company's independent registered public accountant for
fiscal year ending December 31, 2010.

A full-text copy of the company's equity incentive plan is
available for free at http://ResearchArchives.com/t/s?64c2

Bridgewater, N.J.-based NovaDel Pharma Inc. (OTC BB: NVDL)
-- http://www.novadel.com/-- is a specialty pharmaceutical
company developing oral spray formulations for a broad range of
marketed pharmaceuticals.

                           *     *     *

As reported in the Troubled Company Reporter on April 6, 2010,
J.H. Cohn LLP, in Roseland, N.J., expressed substantial doubt
about the Company's ability to continue as a going concern after
auditing the Company's financial statements for the year ended
December 31, 2009.  The independent auditors noted that of the
Company's recurring losses from operations and negative cash flows
from operating activities.

The Company's balance sheet as of March 31, 2010, showed
$5,032,000 in assets and $9,831,000 of liabilities, for a
stockholders' deficit of $4,799,000.


ONECAP HOLDING: Files for Bankruptcy After License Revoked
----------------------------------------------------------
Steve Green of Las Vegas Sun says OneCap Holding Corp aka OneCap
Inc. filed for bankruptcy under Chapter 7 liquidation after its
mortgage broker's license was revoked by the state Division of
Mortgage Lender after a series of enforcement actions by the
agency dating to 2007.

According to the report, OneCap Holding's license was revoked
because it failed to abide the terms of a settlement.  OneCap
Mortgage Corp. agreed to settle a state probe into its business
practices and by December it had stopped servicing loans.

OneCap Holding listed assets of less than $50,000 and debts of
between $1 million and $10 million.

OneCap Holding Corp. operates as OneCap Mortgage, OneCap Realty
and OneCap Properties.


PACKAGING DYNAMICS: S&P Raises Corporate Credit Rating to 'B'
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on Chicago-
based Packaging Dynamics Corp., including the corporate credit
rating to 'B' from 'B-'.  At the same time, S&P raised the issue-
level rating on the company's term loan due 2013 to 'B' from 'B-'
and raised the rating on the subordinated notes due 2016 to 'CCC+'
from 'CCC'.  The recovery ratings on these issues, '3' and '6',
respectively, remain unchanged.

All ratings are removed from CreditWatch, where they were placed
with positive implications on March 26, 2010.  The rating outlook
is positive.

"The ratings upgrade reflects S&P's assessment that market
conditions will likely improve through 2011, due to a recovery in
the U.S. economy that S&P thinks will lead to modestly higher
demand and selling prices for the company's flexible packaging and
specialty paper products," said Standard & Poor's credit analyst
Andy Sookram.  As a result, S&P expects the improvement in the
company's credit measures, which has been occurring during the
past several quarters, to continue over the intermediate term.
The upgrade also incorporates S&P's expectation that Packaging
Dynamics will renew its $125 million asset-based lending facility
due June 2011, of which about $80 million was available at
March 31, 2010, under similar terms so as to provide appropriate
liquidity during the intermediate term.

S&P expects the operating margins to improve to the 9.5% area and
adjusted leverage to decline to slightly above 4x by year-end
2010, primarily a result of higher earnings.  S&P's ratings and
outlook incorporate the expectation that the company will
refinance its asset-based revolving credit facility due June 2011
on a timely basis, and the company will maintain sufficient
liquidity for the ratings.

S&P thinks a positive rating action could occur if demand and
selling prices are in line with its expectations and if credit
measures continue to improve as S&P expect.  For a higher rating,
S&P would expect the company to maintain debt to EBITDA of under
the 4x, given its weak business profile.  S&P could revise the
outlook to stable if the growth in demand and selling prices is
less than S&P anticipate, or if the cost of raw materials
increases without a corresponding increase in selling prices,
which S&P thinks would result in EBITDA and cash flow generation
below its current forecast.  If this occurs, S&P thinks leverage
would be around the 6x area.


PROTECTIVE PRODUCTS: Has Until June 30 to File Reorganization Plan
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida
extended Protective Products of America, Inc.'s exclusive periods
to file and solicit acceptances for the proposed plan of
reorganization until June 30, 2010, and August 30, 2010,
respectively.

Sunrise, Florida-based Protective Products of America, Inc.,
formerly known as Ceramic Protection Corporation --
http://www.protectiveproductsofamerica.com/-- engages in the
design, manufacture and marketing of advanced products used to
provide ballistic protection for personnel and vehicles in the
military and law enforcement markets.

The Company filed for Chapter 11 bankruptcy protection on
January 13, 2010 (Bankr. S.D. Fla. Case No. 10-10711).  The
Company's affiliates -- PC Holding Corporation of America; Ceramic
Protection Corporation of America; Protective Products
International Corp.; and Protective Products of North Carolina,
LLC -- also filed separate Chapter 11 petitions.  The Company
listed $10,000,001 to $50,000,000 in assets and $10,000,001 to
$50,000,000 in liabilities.


RAMSEY HOLDINGS: Plan Confirmation Hearing Set for Today
--------------------------------------------------------
The Hon. Terrence L. Michael of the U.S. Bankruptcy Court for the
Northern District of Oklahoma will consider at a hearing today,
June 15, 2010, at 1:30 p.m., the confirmation of Ramsey Holdings,
Inc., et al.'s Plan of Reorganization.  Objections were due
June 8, 2010.

As reported in the Troubled Company Reporter on April 6, 2010,
according to the Disclosure Statement, the Plan provides for the
recapitalization of the debt to the prepetition senior lenders.
The Debtors will execute and deliver to the administrative agent,
for the benefit of the prepetition senior lenders, the exit term
loan, which is a $50,000,000 term promissory note, with a maturity
date of October 31, 2013.  Additionally, on the effective date,
the Debtors will enter into the exit revolving facility, which is
a senior secured first lien $3,000,000 revolving credit facility.

For purposes of effectuating the provisions of the Plan, a new
entity, Ramsey LLC, will be created.

Creditors and interest holders will be treated as follows:

  * Class 1 prepetition senior facility claims will receive
    their pro rata share of the exit term loan and payment of
    administrative agent's fees and expenses.

  * Holders of Class 2 - other secured claims, at the Debtors'
    option, will either have the claim cured and reinstated; or
    will receive other treatment as may be agreed to between the
    holder and the Debtors.

  * Class 3 - other priority claims will be paid in full, in cash,
    on the distribution date.

  * Class 4 general unsecured claims will receive 90% of the
    allowed claim in installments.

  * Class 5 unsecured deficiency claims will receive their pro
    rata share of the Class A equity interests.

  * Class 6 junior lender claims will receive their pro rata share
    of the Class B equity interests and payment of the junior
    lender fees and expenses.

  * Administrative convenience claims will be paid full, in
    cash, on the distribution date.

  * Class 8 - intercompany claims will receive no distribution.

  * Class 9 - intercompany interests will be reinstated on the
    effective date.

  * Class 10 - parent equity interests will receive their pro rata
    share of the Class C equity interests and payment of sponsor's
    fees and expenses.

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

The Debtors are represented by:

     Mark D.G. Sanders, Esq.
     GableGotwals, P.C.
     1100 ONEOK Plaza
     100 West Fifth Street
     Tulsa, OK 74103
     Fax: (918) 595-4990
     E-mail: msanders@gablelaw.com

                    About Ramsey Holdings, Inc.

Tulsa, Oklahoma-based Ramsey Holdings, Inc., filed for Chapter 11
bankruptcy protection on December 18, 2009 (Bankr. N.D. Okla. Case
No. 09-13998).  The Company's affiliates -- Auto Crane Company;
Eskridge, Inc.; Ramsey Industries, Inc.; and Ramsey Winch Company
-- also filed for Chapter 11 bankruptcy protection.  Ramsey
Holdings listed $10,000,001 to $50,000,000 in assets and
$50,000,001 to $100,000,000 in liabilities.


REUNION INDUSTRIES: Bankruptcy Court Terminates Bankruptcy Case
---------------------------------------------------------------
On May 20, 2010, the U.S. Bankruptcy Court for the District of
Connecticut, Bridgeport Division, entered a Final Decree
terminating the Reunion Industries, Inc.'s Chapter 11 Case.
However, the Bankruptcy Court retained jurisdiction to adjudicate
two remaining disputed and unresolved claims that were filed
against the Company in the Chapter 11 Case.

In April, 2008, the Company sold its CP Industries division, a
manufacturer of large seamless pressure vessels, for roughly
$66 million.

In March, 2009, the Company filed a Second Amended Plan of
Reorganization with the Bankruptcy Court in the Chapter 11 Case.
On March 25, 2009, the Bankruptcy Court entered an order
confirming the Plan.

The material features of the Plan are as follows:

  -- All allowed Administrative Claims were paid in full.

  -- Each allowed Secured Claim was paid in full.

  -- Each allowed Priority Claim (i.e., claims for taxes and
     certain other governmental claims) was paid in full.

  -- Each allowed unsecured claim was paid in an amount equal to
     70% of the claim.

  -- Claims relating to asbestos lawsuits in which the Company
     is a defendant are to be resolved in such lawsuits rather
     than  in the Chapter 11 case.

  -- The equity interests in the Company were not impaired by the
     Plan.

All payments pursuant to the Plan were made in cash.  No shares of
the Company's common stock were issued in connection with the
Plan.

A full-text copy of the Form 8-K filing is available at no charge
at http://researcharchives.com/t/s?64bf

                     About Reunion Industries

Reunion Industries, Inc. filed for Chapter 11 protection on
November 26, 2007 (Bankr. D. Conn. Case No. 07-50727).  Two
Reunion Industries stockholders, Charles E. Bradley, Sr. Family
Limited Partnership, and John Grier Poole Family Limited
Partnership filed separate Chapter 11 petitions on the same day
(Bankr. D. Conn. Case Nos. 07-50725 and 07-50726).  Carol A.
Felicetta, Esq., David M. S. Shaiken, Esq., Eric A. Henzy, Esq.,
at Reid and Riege, P.C.; and Derek M. Johnson, Esq., at Ruben,
Johnson and Morgan, represent Reunion Industries as counsel.


RYAN SAPP: Voluntary Chapter 11 Case Summary
--------------------------------------------
Joint Debtors: Ryan Anthony Sapp
               Angela Marie Sapp
               4843 Last Stand Dr.
               Park City, UT 84098

Bankruptcy Case No.: 10-27881

Chapter 11 Petition Date: June 10, 2010

Court: United States Bankruptcy Court
       District of Utah (Salt Lake City)

Judge: Judith A. Boulden

Debtor's Counsel: Knute Rife, Esq.
                  Wrona Law Offices
                  11650 S. State
                  Suite 103
                  Draper, UT 84020
                  Tel: (801) 676-5252
                  E-mail: karife@rifelegal.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 Ryan Anthony Sapp and Angela Marie
Sapp.


SABRE HOLDINGS: Moody's Gives Stable Outlook; Affirms 'B2' Rating
-----------------------------------------------------------------
Moody's Investors Service revised the rating outlook of Sabre
Holdings Corporation to stable from negative while affirming the
corporate family rating at B2.  The revision of the outlook to
stable is based on the company's solid performance during the
global recession and Moody's expectation that the travel industry,
in particular air travel, is expected to see modest growth in 2010
and 2011.

The stable outlook reflects the company's ability to generate
positive free cash flow aided by significant cost savings achieved
since its LBO in March 2007 and the continuing online penetration
of travel expenditures.  While the global economic recovery may be
hindered by the European debt crisis, Moody's believes that a
sustained weaker Euro could stimulate demand for leisure travel to
Europe which could help mitigate any potential softness within the
continent.  In addition, Sabre has strong market share in the
U.S., Asia, and Latin America with a smaller presence in Europe.
Therefore, any disruption in Europe's economy could have less of
an impact to Sabre than its global distribution system peers.

Sabre's B2 corporate family rating reflects the company's high
financial leverage, underperformance by Travelocity (the company's
online travel agency) compared to its peers, and the potential for
secular declines in the GDS business as travel bookings shift away
from travel agencies to supplier direct distribution.  The rating
is supported by Sabre's leading position as one of the top three
global GDS providers, the importance of GDS in the global travel
industry, its efficient and lean cost structure, and the stability
of pricing from long-term contracts with major U.S. airlines.
While leverage remains high (mid 6 times on a Moody's adjusted
debt to EBITDA basis), the company faces no significant debt
maturities in the intermediate term and has financial flexibility
arising from its $500 million undrawn revolver and free cash flow
generation.

Ratings affirmed/assessments revised:

* Corporate Family Rating -- B2

* Probability of Default Rating -- B2

* $3.015 billion Sabre Inc. Senior Secured Term Loan facility due
  2014 -- B1, LGD 3 (38% from 37%)

* $500 million Sabre Inc. Senior Secured Revolving Credit Facility
  due 2013 -- B1, LGD 3 (38% from 37%)

* $400 million Sabre Holdings Senior Unsecured Notes due August
  2011 -- Caa1, LGD 6 (90% from 91%)

* $400 million Sabre Holdings Senior Unsecured Notes due March
  2016 -- Caa1, LGD 6 (90% from 91%)

The last rating action was on November 18, 2008, when Moody's
revised Sabre's rating outlook to negative from stable while
affirming the corporate family rating at B2.

Headquartered in Southlake, Texas, Sabre is a leading global
distribution system and consumer online travel services provider.
Sabre was acquired by TPG Partners, Silver Lake Partners and other
co-investors in an LBO on March 30, 2007.


SB PARTNERS: Dworken Hillman Raises Going Concern Doubt
-------------------------------------------------------
SB Partners filed on June 10, 2010, its annual report on Form 10-K
for the fiscal year ended December 31, 2009.

Dworken, Hillman, LaMorte and Sterczala, P.C., in Shelton,
Connecticut, expressed substantial doubt about the Partnership's
ability to continue as a going concern.  The independent auditors
noted that the Partnership's unsecured credit facility matured on
February 28, 2009, and the Partnership has not yet been able to
arrange a replacement loan, extension or refinancing.

The Partnership reported a net loss of $23,604,533 on $3,983,545
of revenue for 2009, compared with a net loss of $14,916,720 on
$3,759,937 of revenue for the same period ended March 31, 2009.

The Company's balance sheet as of March 31, 2010, showed
$37,894,825 in assets and $38,935,149 of liabilities, for a
stockholders' deficit of $1,040,324.

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

               http://researcharchives.com/t/s?64c6

Milford, Conn.-based SB Partners is a New York limited partnership
engaged in acquiring, operating and holding for investment a
varying portfolio of real estate interests.   As of December 31,
2009, the Company owns an industrial flex property in Maple Grove,
Minnesota, and warehouse distribution properties in Lino Lakes,
Minnesota and Naperville, Illinois.  In addition, the Company has
a thirty percent interest in Sentinel Omaha, LLC.  Sentinel Omaha
is a real estate investment company which currently owns 25
multifamily properties and 1 industrial property in 17 markets.
Sentinel Omaha is an affiliate of the Company's general partner.

The Company does not maintain a Web site.


SCO GROUP: Loses Fight to Claim Unix Copyright Ownership
--------------------------------------------------------
According to The Inquirer, a federal judge denied SCO Group's
request for a declaratory judgment, claims for specific
performance and breach of implied covenant of good faith and
fair dealing, and motion for judgment as a matter of law or
alternatively a new trial, which ends SCO Group's attempt to claim
Linux infringed Unix copyrights.

The judge, report says, ruled that Novell is entitled to waive SCO
Group's claims against IBM, Sequent and other licensees of SVRX
Unix.  The judge decision ended SCO Group's seven years long legal
attack on Linux by trying to claim ownership of the copyrights to
Unix, reports notes.

                         About SCO Group

The SCO Group (SCOXQ.PK) -- http://www.sco.com/-- is a leading
provider of UNIX software technology.  Headquartered in Lindon,
Utah, SCO has a worldwide network of resellers and developers.
SCO Global Services provides reliable localized support and
services to partners and customers.

The Company and its affiliate, SCO Operations Inc., filed for
Chapter 11 protection on September 14, 2007 (Bankr. D. Del. Lead
Case No. 07-11337).  Paul Steven Singerman, Esq., and Arthur
Spector, Esq., at Berger Singerman P.A., represent the Debtors in
their restructuring efforts.  James O'Neill, Esq., and Laura Davis
Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, are the
Debtors' Delaware and conflicts counsel.  Epiq Bankruptcy
Solutions LLC acts as the Debtors' claims and noticing agent.
The United States Trustee failed to form an Official Committee of
Unsecured Creditors in the Debtors' cases due to insufficient
response from creditors.

As of January 31, 2009, the Company had $8.78 million in total
assets and $13.30 million in total liabilities, resulting in
a $4.52 million in stockholders' deficit.


SEVEN FALLS: US Army Corps Revokes Permit
-----------------------------------------
Seven Falls Golf and River Club LLC said it had permit from the
U.S. Army Corps. of Engineers revoked, and Henderson County wants
to collect on a $6 million insurance policy to finish roads and
waterlines, MountainXpress reports.

Seven Falls is a private golf and river club located in the Blue
Ridge Mountains near Hendersonville and Asheville in Western
North Carolina.  The company filed for bankruptcy protection on
Dec. 23, 2009, listing assets of between $100,000 and $500,000,
and liabilities of between $1 million and $10 million.


SCRANTON-LACKAWANNA HEALTH: S&P Gives Neg. Outlook on 'B-' Rating
-----------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its outlook to
negative from stable on the 'B-' rating on Scranton-Lackawanna
Health and Welfare Authority, Pa.'s revenue debt, issued for Moses
Taylor Hospital.

"The revised outlook reflects S&P's assessment of MTH's weaker-
than-expected operating performance and a very thin liquidity
position," said Standard & Poor's credit analyst Jessica Goldman.

A lower rating is precluded at this time given MTH's recent
consultant engagement and implemented improvement plan that should
generate improvement in the next year.  "Failure to improve
operations as indicated or any further deterioration of the
balance sheet would likely be cause for a downgrade," said Ms.
Goldman.  "Upward rating potential is limited given the weak
balance sheet and projected thin profitability."

The 'B-' rating reflects S&P's assessment of MTH's significant and
greater-than-expected operating losses for fiscal 2009, weak
interim operating results for fiscal 2010 as of April 30, a very
weak balance sheet characterized by 13 days' cash on hand as of
April 30, and location in a competitive, overcrowded market that
is not likely to sustain three acute-care hospitals in their
current form.

While management states that there are no covenant violations to
date, S&P believes, as indicated by the 'B-' rating, the
organization is vulnerable to nonpayment although it currently has
the capacity to meet its financial commitment on the obligation.

Standard & Poor's believes it will be difficult for MTH to survive
as a stand-alone hospital in the long term due to its very weak
financial condition.


SPIRIT FINANCE: S&P Raises Corporate Credit Rating to 'CCC-'
------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Spirit Finance Corp. to 'CCC-' from 'SD' (selective
default).  The outlook is negative.  S&P maintains its 'D' rating
and '5' recovery rating on the company's secured term loan
(roughly $800 million outstanding).

"S&P's corporate credit rating continues to reflect Spirit's high
leverage, tight covenants, and weak liquidity," said credit
analyst Elizabeth Campbell.  "S&P raised its rating after lowering
it to 'SD' following the company's loan repurchases, which is an
action that S&P view as equivalent to a default."

The outlook is negative.  The current corporate credit rating
reflects the company's high leverage, tight covenants, and weak
liquidity.  Erosion to current financial measures would prompt us
to lower the corporate credit rating.  Alternatively, S&P would
consider an upgrade if the company meaningfully deleveraged and
improved its liquidity.  S&P will maintain the term loan issue
rating at 'D' until S&P is reasonably comfortable that additional
discounted repurchases are unlikely, as S&P currently expects that
Spirit will pursue additional repurchase offers through February
2011.


STATE LINE: Loan Default Prompts Chapter 11 Bankruptcy Filing
-------------------------------------------------------------
Rob Roberts, staff writer of Business Journal of Kansas City,
reports that State Line Shops LLC, affiliated partnership of
Cormac Co., filed for bankruptcy under Chapter 11 in the U.S.
Bankruptcy Court in Kansas City.  The Company listed both assets
and debts of less than $50,000, and the amounts it owes to largest
creditors are unknown.

The report relates that M&I Bank filed a case against the Company
in Jackson County Circuit Court in March charging the Company that
it had defaulted on a loan and owe the bank more than
$14.1 million in unpaid principal plus interest.

State Line Shops LLC operates a shopping center.


STATION CASINOS: Creditors Appeal Ruling to Sell Certain Assets
---------------------------------------------------------------
American Bankruptcy Institute reports that creditors of Station
Casinos Inc. are appealing a judge's order to put a majority of
the company's casinos up for sale but to allow the company to hold
some of its most valuable assets from the auction block. Read More

Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.

The Company owns and operates Red Rock Casino Resort Spa, Palace
Station Hotel & Casino, Boulder Station Hotel & Casino, Santa Fe
Station Hotel & Casino, Wildfire Rancho and Wild Wild West
Gambling Hall & Hotel in Las Vegas, Nevada, Texas Station Gambling
Hall & Hotel and Fiesta Rancho Casino Hotel in North Las Vegas,
Nevada, and Sunset Station Hotel & Casino, Fiesta Henderson Casino
Hotel, Wildfire Boulder, Gold Rush Casino and Lake Mead Casino in
Henderson, Nevada.  Station also owns a 50% interest in Green
Valley Ranch Station Casino, Aliante Station Casino and Hotel,
Barley's Casino & Brewing Company, The Greens and Wildfire Lanes
in Henderson, Nevada and a 6.7% interest in the joint venture that
owns the Palms Casino Resort in Las Vegas, Nevada.  In addition,
the Company manages Thunder Valley Casino near Sacramento,
California on behalf of the United Auburn Indian Community.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477).
Station Casinos has hired Milbank, Tweed, Hadley & McCloy LLP as
legal counsel in the Chapter 11 case; Brownstein Hyatt Farber
Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP as
local counsel.  The Debtor is also hiring Lazard Freres & Co. LLC
as investment banker and financial advisor.  Kurtzman Carson
Consultants LLC is the claims and noticing agent.

In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009.  About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.

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


STATION CASINOS: Committee Seeking Stay Pending Appeal
------------------------------------------------------
Bill Rochelle at Bloomberg News reports that the Official
Committee of Unsecured Creditors for Station Casinos Inc. is
appealing the June 4 order of the bankruptcy court in Reno,
Nevada, that sets up an Aug. 6 auction for some of the casinos.
At the behest of Station Casinos, the first bid of $772 million
will come from a group including current owners Frank and Lorenzo
Fertitta.  The Committee scheduled a hearing on June 21 where it
will ask the bankruptcy judge to hold up the auction while there's
an expedited appeal of the order authorizing it.

According to the report, the Committee claims that the auction
rules were concocted by Station to "confer distinct advantages to
insiders to the detriment of third-party bidders."  The panel also
says auction rules will unnecessarily chill bidding from outsiders
and are "tainted by self-dealing."

                     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)


SUNSHINE ENERGY: Files for Chapter 11 Bankruptcy Protection
-----------------------------------------------------------
Jeff Keeling at timesnews.net reports that Sunshine Energy owner
of APPCO convenience store chain filed for bankruptcy under
Chapter 11 in Greenville, a week after its main landlord and
former owner Jim MacLean began repossessing APPCO store locations
in the Tri-Cities.  The filing may delay an effort by Mr. MacLean
to find another operator to run the stores.


SUNSHINE ENERGY TN I: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Sunshine Energy TN I, LLC
        112-122 West Myrtle
        Independence, KS 67301

Bankruptcy Case No.: 10-51484

Chapter 11 Petition Date: June 10, 2010

Court: United States Bankruptcy Court
       Eastern District of Tennessee (Greeneville)

Judge: Marcia Phillips Parsons

Debtor's Counsel: Mark S. Dessauer, Esq.
                  Hunter, Smith & Davis
                  1212 North Eastman Road
                  P.O. Box 3740
                  Kingsport, TN 37664
                  Tel: (423) 378-8840
                  Fax: (423) 378-8801
                  E-mail: dessauer@hsdlaw.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 Gary S. Greene, manager.


SUNSHINE ENERGY TN II: Voluntary Chapter 11 Case Summary
--------------------------------------------------------
Debtor: Sunshine Energy TN II, LLC
        112-122 West Myrtle
        Independence, KS 67301

Bankruptcy Case No.: 10-51485

Chapter 11 Petition Date: June 10, 2010

Court: United States Bankruptcy Court
       Eastern District of Tennessee (Greeneville)

Judge: Marcia Phillips Parsons

Debtor's Counsel: Mark S. Dessauer, Esq.
                  Hunter, Smith & Davis
                  1212 North Eastman Road
                  P.O. Box 3740
                  Kingsport, TN 37664
                  Tel: (423) 378-8840
                  Fax: (423) 378-8801
                  E-mail: dessauer@hsdlaw.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 Gary S. Greene.


SUPERIOR OFFSHORE: Judge Declines to Certify Class Suit
-------------------------------------------------------
A federal judge has declined to certify a class of shareholder
plaintiffs in a lawsuit accusing Superior Offshore International
Inc. and its securities underwriters of making false statements
ahead of a $152 million initial public offering in April 2007 that
preceded the oil exploration services firm's bankruptcy by one
year, according to Bankruptcy Law360.

Headquartered in Houston Texas, Superior Offshore International
Inc. (Nasdaq: DEEP) -- http://www.superioroffshore.com/--
provides subsea construction and commercial diving services to the
offshore oil and gas industry.  The company's construction
services include installation, upgrading and decommissioning of
pipelines and production infrastructure.  The company operates a
fleet of seven service vessels and provides remotely operated
vehicles and saturation diving systems for deepwater and harsh
environment operations.

Superior Offshore International, Inc., filed for bankruptcy
protection on April 24, 2008 (Bankr. S.D. Tex. Case No. 08-32590).
The Debtors listed total assets of $67,587,927 and total
liabilities of $54,359,884 in its schedules.  David Ronald Jones,
Esq., and Joshua Walton Wolfshohl, Esq., at Porter & Hedges LLP,
represented the Debtor as counsel.  The U.S. Trustee for Region 7
appointed five creditors to serve on an Official Committee of
Unsecured Creditors.  Douglas S. Draper, Esq., at Heller Draper
Hayden Patrick & Horn LLC, and Michael D. Rubenstein, Esq., at
Liskow Lewis, represented the Committee as counsel.


SYNUTRA INT'L: Posts $24.9 Million Net Loss in FY Ended March 31
----------------------------------------------------------------
Synutra International, Inc., filed its annual report on Form
10-K, reporting a net loss of $24.9 million on $291.9 million of
revenue for the year ended March 31, 2010, compared with a net
loss of $100.6 million on $312.5 million of revenue for the same
period ended March 31, 2009.

The Company's balance sheet as of March 31, 2010, showed
$349.4 million in assets, $296.4 million of liabilities, and
$52.9 million of stockholders' equity.

The Company's independent registered public accounting firm
expressed substantial doubt about the Company's ability to
continue as a going concern in its report on the Company's fiscal
year ended March 31, 2009 financial statements.  "In the fiscal
year ended March 31, 2010, we had restructured our debt and our
liquidity position had improved, as a result, our independent
registered public accounting firm's report on our financial
statements no longer contains a reference to our ability to
continue as a going concern.

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

               http://researcharchives.com/t/s?64c0

                   About Synutra International

Rockville, Md.-based Synutra International Inc. (Nasdaq: SYUT)
-- http://www.synutra.com/-- is a leading infant formula company
in China.  It principally produces, markets and sells its products
under the "Shengyuan," or "Synutra," name, together with other
complementary brands.  It focuses on selling premium infant
formula products, which are supplemented by more affordable infant
formulas targeting the mass market as well as other nutritional
products and ingredients.  It sells its products through an
extensive nationwide sales and distribution network covering 30
provinces and provincial-level municipalities in China.  As of
March 31, 2010, this network comprised over 540 independent
distributors and over 1000 independent sub-distributors who sell
Synutra products in over 71,000 retail outlets.

On September 16, 2008, the Company announced a compulsory recall
on certain lots of U-Smart products and a voluntary recall of
other products that were contaminated or suspected to be
contaminated by melamine, a substance not approved for use in food
that is linked to illnesses among infants and children in China.

The Company believes that the product recall has been
substantially completed and based on current information, it
believes that there should be no further material product recall
costs incurred relating to the melamine contamination incident.
The Company believes that its fast response to the melamine
crisis, as well as recall efforts, including instituting a
voluntary recall were well recognized by the public and helped it
to maintain its reputation, brand recognition and relationships
with its distributors and suppliers.

                          *     *     *

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


TEXAS RANGERS: Taps Forshey & Prostok as Special Counsel
--------------------------------------------------------
Texas Rangers Baseball Partners has sought authorization to employ
Forshey & Prostok, LLP, as special conflicts counsel, nunc pro
tunc to the commencement date.

The Debtor applied to retain Weil, Gotshal & Manges, LLP, as
primary bankruptcy counsel.  The Debtor believes that
representation by F&P will be needed in matters that the Debtor
may encounter, which may not be appropriately handled by WG&M
because of potential conflict of interest issues or,
alternatively, which can be more efficiently handled by F&P.

WG&M and F&P will carefully coordinate their efforts and clearly
delineate their duties to prevent any duplication of effort.

Jeff Prostok, a member at F&P, says that the firm will be paid
based on the hourly rates of its personnel:

         Partners                         $475
         Counsel                        $250-$375
         Attorneys                      $195-$350
         Paraprofessionals              $125-$175

Mr. Prostok attests that F&P is a "disinterested person," as that
term is defined in section 101(14) of the Bankruptcy Code, as
modified by section 1107(b) of the Bankruptcy Code.

Texas Rangers Baseball Partners owns and operates the Texas
Rangers Major League Baseball Club, a professional baseball club
in the Dallas/Fort Worth Metroplex.  TRBP is a Texas general
partnership, in which subsidiaries of HSG Sports Group LLC own a
100% stake.  Controlled by Thomas O. Hicks, HSG also indirectly
wholly-owns Dallas Stars, L.P., which owns and operates the Dallas
Stars National Hockey League franchise.  The Texas Rangers have
had five owners since the club moved to Arlington in 1972.  Mr.
Hicks became the fifth owner in the history of the Texas Rangers
on June 16, 1998.

In its petition, Texas Rangers Baseball Partners said it had both
assets and debt of less than $500 million.

Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the
Debtor.  Forshey & Prostok LLP serves as conflicts counsel.
Parella Weinberg Partners LP serves as financial advisor.

Lenders to the Texas Rangers sought to force the baseball team's
equity owners -- Rangers Equity Holdings, L.P. and Rangers Equity
Holdings GP, LLC -- into bankruptcy court protection (Bankr. N.D.
Tex. Case No. 10-43624 and 10-43625).   The lenders, a group that
includes investment funds Monarch Alternative Capital and
Kingsland Capital Management, filed an involuntary bankruptcy
petition on May 28 against the two companies.  The two companies
were not included in the May 24 Chapter 11 filing of TRBP.


TOUSA INC: Wall Street Urges Reversal of Tousa Fraud Ruling
-----------------------------------------------------------
Bill Rochelle at Bloomberg News reports that two financial
industry organizations are urging the U.S. district court to
overturn a ruling by U.S. Bankruptcy Judge John K. Olson in Fort
Lauderdale, Florida, that a bailout and refinancing by Tousa
Inc.'s secured lenders in mid-2007 of a joint venture in
Transeastern Properties Inc. resulted in fraudulent transfers.

To appeal, Judge Olson required the banks to post $700 million in
bonds to hold up enforcement of the judgment from October 2009.
The appeal will be argued in late October in the district court.

According to the report, the Commercial Finance Association and
The Loan Syndications and Trading Association, in friend-of-the-
court briefs, argued that Judge Olson was in error when he refused
to enforce a fraudulent transfer savings clause.  The CFA said the
failure to reverse the judge's ruling would "adversely impact the
availability and cost of credit for businesses, not only in
Florida, but throughout the U.S."  The LSTA contends Judge Olson
made another mistake by judging the solvency of each of Tousa's
units individually when standard commercial loan practices dictate
that it should be measured by the solvency of the entire family of
Tousa companies.

                          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.


TRIBUNE CO: Bridge Lenders, U.S. Trustee Oppose Bonuses
-------------------------------------------------------
Bill Rochelle at Bloomberg News reports that the U.S. Trustee is
opposing Tribune Co.'s request for approval of a $42.9 million
2010 bonus program.  The agent for the $1.6 billion so-called
bridge loan also objects.  Both the U.S. Trustee and the agent
asked the bankruptcy judge not to consider approving the 2010
bonus program next week because other bonuses are engrafted into
the Chapter 11 plan that's scheduled for approval at an Aug. 16
confirmation hearing.  They want all bonuses considered together
at the confirmation hearing.

A hearing on the bonus program is scheduled for June 16.

According to the report, the 2010 bonus plan would cover 640
employees, including top management.  If operating cash flow is
132% of target, the bonus pool would be $42.9 million, including
$5.7 million for the highest executives.  If targeted operating
cash flow is achieved, the bonus pool will be $30.8 million, with
$2.2 million for top executives.

                       About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection on Dec. 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141).  The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.

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


TRICO MARINE: In Talks to Finance Chapter 11 Reorganization
-----------------------------------------------------------
Trico Marine Services, Inc., said in a regulatory filing that as
of June 10, 2010, its forecasted cash and available credit
capacity are not sufficient to enable it to make a missed payment
prior to the end of the 30-day grace period.

The Company, in its Quarterly Report on Form 10-Q for the period
ended March 31, 2010, warned it might avail itself of a 30-day
grace period with respect to the approximately $8 million interest
payment due on May 15, 2010, on its 8.125% secured convertible
debentures due 2013.  The Company stated that there was no
assurance that the Company would be able to make such interest
payment before the end of the grace period, and discussed the
consequences that would or could ensue from such a failure to make
such payment, including the possibility that all of the Company's
outstanding indebtedness would become callable by its creditors.
The Company did not make the interest payment in question on May
15, 2010.

Trico Marine said the Company and its financial advisor, Evercore
Partners, are in discussions with some of the Company's existing
debtholders regarding the waiver of certain defaults or cross-
defaults, or obtaining a forbearance from the exercise of remedies
upon certain defaults and/or cross-defaults.

In addition, the Company and Evercore Partners are in discussions
with various potential lenders and some of the Company's existing
debtholders regarding obtaining additional financing in connection
with a possible proceeding under Chapter 11 of the United States
bankruptcy code.  However, the Company may not obtain such
liquidity, waivers and forbearances prior to the end of the grace
period, and therefore may be required to seek protection under the
bankruptcy laws either at the end of the grace period referred to
above or at such time as any waivers or forbearances cease to be
in effect.

Woodlands, Texas-based Trico Marine Services is a provider of
support vessels for the offshore oil and natural-gas industry.
At March 31, 2010, the Company had total assets of $1,013,628,000
against total liabilities of $985,940,000.


TRIDENT RESOURCES: Reorganization Plan Obtains Court Approval
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware confirmed
Trident Resources Corp., et al.'s Plan of Reorganization as of
June 10, 2010.

According to the amended Plan, subject to any restructuring
transaction, each of the Debtors and if applicable, Newco, will
continue to exist after the effective date as a separate entity.

Upon the effective date and as a condition to receiving their
units of new equity, all holders of the new equity will enter into
the new equity agreement.

Class 1 (Other Priority Claims) - except to the extent that the
        holder (i) has been paid by the Debtors, in whole or in
        part, prior to the effective date, or (ii) agrees to a
        less favorable treatment, each holder will receive cash in
        the full amount of the claim.

Class 2 (Other Secured Claims) - holders will receive , among
        other things, (i) cash in the full amount of the claim;
        (ii) the proceeds of the sale; and (iii) the collateral
        securing the allowed other secured claim.

Class 3 (General Unsecured Claims) - holders will receive no
        property under the Plan and the claim will be deemed
        cancelled as of the effective date.

Class 4 (2006 Credit Agreement Claims) - holders will receive
        pro rata share of (a) the 2006 new equity; and (b) the
        senior creditor rights.

Class 5 (2007 Loan Agreement Claims) - holders will receive
        pro rata share of the junior creditor rights.

Class 6 (Interest in TRC) - holders will receive no property under
        the Plan and the interests will be cancelled as of the
        effective date.

Class 7 (Affiliated Debtor Interests) - interests will remain
        effective and outstanding as of the effective date.

Class 8 (Intercompany Claims) - the claim will reinstated with the
        consent of the required backstop parties.

A full-text copy of the amended Plan is available for free at
http://bankrupt.com/misc/TridentResources_2ndAmendedPlan.pdf

                      About Trident Resources

Calgary, Alberta-based Trident Resources Corp. operates a natural
gas exploration and development company.  The Company and its
affiliates filed for Chapter 11 on September 8, 2009 (Bankr. D.
Del. Case Nos. 09-13150 to 09-13154).  Trident Exploration Corp.
and certain of TEC's Canadian subsidiaries filed an application
with the Court of Queen's Bench of Alberta, Judicial District of
Calgary, under the Companies' Creditors Arrangement Act (Canada).

Trident on December 3, 2009, obtained an extension from the
Canadian Court of the "stay period" in its Canadian proceedings
until January 15, 2010, to allow the Debtors to focus on their
restructuring efforts.

In their petition, the Debtors listed $10,000,001 to $50,000,000
in assets and $500,000,001 to $1,000,000,000 in debts.  As of
October 31, 2009, the Debtors had $374,484,559 in total assets
against $612,233,705 in total liabilities.


TROPICANA ENT: LandCo Opposes OpCo's Rejection of IP Agreements
---------------------------------------------------------------
The Reorganized OpCo Debtors, a group of Tropicana entities owning
casinos and resorts in Atlantic City, New Jersey and Evansville,
Indiana, seek to reject all executory contracts and unexpired
leases, if any, involving Intellectual Property Rights granted by
the OpCo Debtors in favor of the LandCo Debtors or the "OpCo to
LandCo IP Agreements" retroactive as of the July 1, 2009 LandCo
Plan Effective Date.

The OpCo to LandCo IP Agreements that the Reorganized OpCo
Debtors seek to reject include, but are not limited to, these
specified agreements:

    * A Trade Name Agreement dated September 1, 1980, as
      amended, by and among Tropicana Enterprises, the Jaffe
      Group, Ramada Inns, Inc., Hotel Ramada of Nevada
      Corporation, and Adamar of New Jersey, Inc.

    * An Amended and Restated Lease dated November 1, 1984, as
      amended.

    * A Trade Name Assignment, Guaranty and Agreement, dated
      December 12, 1989, as amended, by and among Aztar
      Corporation, Ramada Inc., formerly Ramada Inns, Inc.,
      Hotel Ramada of Nevada, Adamar of New Jersey, Inc., the
      Jaffe Group, and Trop C.C.

             Liquidating LandCo Debtors Objects

Tropicana Las Vegas, Inc., and the Liquidating LandCo Debtors ask
the Court to deny the Reorganized OpCo Debtors' Motion to reject
or assume certain intellectual property agreements because it
"fails in every possible way."

M. Blake Cleary, Esq., at Young Conaway Stargatt & Taylor, LLP,
in Wilmington, Delaware, counsel to Tropicana Las Vegas and the
Liquidating LandCo Debtors, notes that both plans of
reorganization confirmed in the bankruptcy cases of the OpCo
Debtors and the LandCo Debtors specifically reserved the question
of rights to the "Tropicana" name for post-bankruptcy
adjudication.

Creditors of the LandCo Debtors insisted on this reservation
after the OpCo Debtors took the conflict-riddled position that
the LandCo Debtors had no rights whatsoever to the name,
notwithstanding that predecessors to the LandCo Debtors had
created the concept, developed the original Tropicana Las Vegas
casino, and used the name continuously, without interference and
royalty-free for more than 50 years, Mr. Cleary relates.

Last summer, over the objection of the OpCo Debtors, the
Bankruptcy Court entered an order expressly authorizing an action
commenced by Tropicana Las Vegas, as successor to the LandCo
Debtors, to proceed in a Nevada District Court with respect to
the trade name issues.

The Nevada Court has ruled that Tropicana Las Vegas has rights to
the "Tropicana" name.  While proceedings remain before the Nevada
Court on the issue of whether the OpCo Debtors have any rights as
a bona fide purchaser for value, it is clear that, at a bare
minimum, Tropicana Las Vegas continues to have the right to
operate its hotel and casino located on Tropicana Avenue in Las
Vegas, as the "Tropicana Las Vegas," just as has been done for
the last 53 years, Mr. Cleary asserts.

According to Mr. Cleary, the Tropicana Las Vegas' "reversionary
interest" under the Trade Name Agreement and other pre-bankruptcy
contracts is an important component of the Nevada Court's ruling.
The Trade Name Agreement is directly on point to the question of
rights to the name, as it is the only basis for the OpCo Debtors'
rights to use the name, which it conditionally licenses, and
expressly provides that, upon relevant termination events, "all
of the [OpCo Debtors'] interests in said name shall become the
property of" the LandCo Debtors with no further action necessary,
he says.

The OpCo Debtors never disclosed, identified, mentioned,
referenced, or scheduled the Trade Name Agreement or any of the
other contracts cited by the Nevada Court during the bankruptcy
cases, even when the question of rights to the name was
specifically put at issue, Mr. Cleary notes.

"The OpCo Debtors' abject failure to disclose was no mere
oversight; it was deliberate concealment," Mr. Cleary contends.

Discovery in the Nevada Action has revealed that the OpCo Debtors
and their counsel were well aware of the Trade Name Agreement and
the other intellectual property contracts, prepared a legal
memorandum about their impact on the rights of the OpCo and
LandCo Debtors, yet "affirmatively concealed them" from the
Bankruptcy Court, the creditors of the LandCo Debtors, and other
parties-in-interest in the bankruptcy cases -- all while
representing to the Bankruptcy Court that the LandCo Debtors had
no rights whatsoever to the Tropicana name and that any arguments
to the contrary was "specious," Mr. Cleary says.

To the contrary, Mr. Cleary clarifies, Tropicana Las Vegas only
discovered the existence of the Trade Name Agreement and other
relevant documents after effectiveness of the LandCo Plan, when
the OpCo Debtors' control over the LandCo estates were terminated
and Tropicana Las Vegas' separate counsel finally had access to
the files and records of the LandCo Debtors.

Mr. Cleary further contends that, having been found out, with the
previously concealed agreements forming a basis for the Nevada
Court's ruling that Tropicana Las Vegas has rights to the name,
the Opco Debtors now completely shift course, filing the Motion
to seek rejection of the very same agreements that they
previously hid, along with assumption of other unspecified
"LandCo to OpCo IP Agreements" that purportedly may grant rights
from the LandCo Debtors to the OpCo Debtors.

Mr. Cleary argues, on behalf of the LandCo Debtors, that this
"last-ditch" effort to evade the Nevada Court's ruling is wholly
without merit for these reasons:

  (1) The Trade Name Agreement and other operative intellectual
      property contracts cited by the Nevada Court stopped being
      executory well before the bankruptcy case, leaving nothing
      to reject;

  (2) Rejection of the Trade Name Agreement and other operative
      agreements would not, and could not, deprive Tropicana Las
      Vegas of its property rights to the Tropicana name, or
      create new rights in favor of the OpCo Debtors that do not
      now exist, such that the relief sought is a pointless
      nullity.

  (3) The OpCo Debtors are not entitled to "assume" a vague
      category of unspecified "LandCo to OpCo IP Agreements."

  (4) There is no basis for any estoppel here, as one of the
      core specified purposes of the confirmed bankruptcy plans
      was to preserve for post-bankruptcy resolution disputes
      over the trade name and intellectual property rights.

                   About Tropicana Entertainment

Tropicana Entertainment LLC and its units owned eleven casino
properties in eight distinct gaming markets with premier
properties in Las Vegas, Nevada, and Atlantic City, New Jersey.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana
obtained confirmation from the Bankruptcy Court of a
reorganization plan.  On April 29, 2009, non-debtor units of the
OpCo Debtors, designated as the New Jersey Debtors -- Adamar of
New Jersey, Inc., and its affiliate, Manchester Mall, Inc. --
filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to
effectuate a sale of the Atlantic City Resort and Casino to a
group of Investors-led by Carl Icahn.   Judge Judith H. Wizmur
presides over the cases.  Manchester Mall is a wholly owned
subsidiary of Adamar that owns and operates certain real property
utilized in the New Jersey Debtors' business operations.
Effective March 8, Tropicana Entertainment successfully emerged
from the Chapter 11 reorganization process as an Carl Icahn-owned
entity.

A group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have obtained approval
of a separate Chapter 11 plan.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represented
the New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as
their claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News.  The newsletter tracks the chapter 11
restructuring proceedings commenced by Tropicana Entertainment LLC
and its affiliates.  (http://bankrupt.com/newsstand/or
215/945-7000


TROPICANA ENT: Onex's Tropicana LV Holds Stockholder Meeting
------------------------------------------------------------
Onex Corporation, together with Alex Yemenidjian, previously
acquired a majority equity stake in the Tropicana Las Vegas Hotel
and Casino following the property's emergence from bankruptcy
protection on July 1, 2009.  Under the terms of the plan of
reorganization, all secured debt holders, of which Onex was the
largest, received 100% of the equity in the resort property.

Tropicana Las Vegas Hotel and Casino, Inc., or "Tropicana LVHC
Inc." was formed to own and operate the Tropicana Las Vegas, free
and clear of all liens and claims against LandCo Entities
Tropicana Las Vegas Holdings LLC, Adamar of Nevada Corporation,
Hotel Ramada of Nevada Corporation, Tropicana Development Company
LLC, Tropicana Enterprises, Tropicana Las Vegas Resort and Casino
LLC, and Tropicana Real Estate Company LLC -- other than the
obligations and liabilities specifically assumed under the LandCo
Plan.

Joanne M. Beckett, vice president, general counsel and corporate
secretary of Tropicana LVHC Inc., disclosed in a regulatory
filing with the United States Securities and Exchange Commission
that these members were elected to the company's board of
directors during the May 3, 2010 annual meeting:

    * Timothy A. R. Duncanson
    * Judy K. Mencher
    * John Redmond
    * Alex Yemenidjian

                   About Tropicana Entertainment

Tropicana Entertainment LLC and its units owned eleven casino
properties in eight distinct gaming markets with premier
properties in Las Vegas, Nevada, and Atlantic City, New Jersey.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana
obtained confirmation from the Bankruptcy Court of a
reorganization plan.  On April 29, 2009, non-debtor units of the
OpCo Debtors, designated as the New Jersey Debtors -- Adamar of
New Jersey, Inc., and its affiliate, Manchester Mall, Inc. --
filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to
effectuate a sale of the Atlantic City Resort and Casino to a
group of Investors-led by Carl Icahn.   Judge Judith H. Wizmur
presides over the cases.  Manchester Mall is a wholly owned
subsidiary of Adamar that owns and operates certain real property
utilized in the New Jersey Debtors' business operations.
Effective March 8, Tropicana Entertainment successfully emerged
from the Chapter 11 reorganization process as an Carl Icahn-owned
entity.

A group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have obtained approval
of a separate Chapter 11 plan.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represented
the New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as
their claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News.  The newsletter tracks the chapter 11
restructuring proceedings commenced by Tropicana Entertainment LLC
and its affiliates.  (http://bankrupt.com/newsstand/or
215/945-7000)


TRUMP ENTERTAINMENT: Icahn Seeks Expedited Appeal of Trump's Plan
-----------------------------------------------------------------
Billionaire investor Carl Icahn is seeking to fast-track an appeal
of a bankruptcy court's decision to go with Donald Trump's
reorganization plan for Trump Entertainment Resorts Inc. instead
of Icahn's plan, according to Bankruptcy Law360.  Law360 says
certain funds controlled by Icahn and first-lien lender Beal Bank
SSB filed an emergency bid with the U.S. District Court for the
District of New Jersey on Thursday.

                     About Trump Entertainment

Based in Atlantic City, New Jersey, Trump Entertainment Resorts
Inc. (NASDAQ: TRMP) -- http://www.trumpcasinos.com/-- owns and
operates three casino hotel properties in Atlantic City, New
Jersey, which include Trump Taj Mahal Casino Resort, Trump Plaza
Hotel and Casino, and Trump Marina Hotel Casino.  The Company
conducts gaming activities and provides customers with casino
resort and entertainment.

Donald Trump is a shareholder of the Company and, as its non-
executive Chairman, is not involved in the daily operations of the
Company.  The Company is separate and distinct from Mr. Trump's
privately held real estate and other holdings.

Trump Entertainment Resorts, TCI 2 Holdings, LLC, and other
affiliates filed for Chapter 11 on February 17, 2009 (Bankr. D.
N.J., Lead Case No. 09-13654).  The Company has tapped Charles A.
Stanziale, Jr., Esq., at McCarter & English, LLP, as lead counsel,
and Weil Gotshal & Manges as co-counsel.  Ernst & Young LLP is the
Company's auditor and accountant and Lazard Freres & Co. LLC is
the financial advisor.  Garden City Group is the claims agent.
The Company disclosed assets of $2,055,555,000 and debts of
$1,737,726,000 as of December 31, 2008.

Trump Hotels & Casino Resorts, Inc., filed for Chapter 11
protection on Nov. 21, 2004 (Bankr. D. N.J. Case No. 04-46898
through 04-46925).  Trump Hotels' obtained the Court's
confirmation of its Chapter 11 plan on April 5, 2005, and in May
2005, it exited from bankruptcy under the name Trump Entertainment
Resorts Inc.


U.S. CONCRETE: BlackRock Inc. Owns 0.23% of Common Stock
--------------------------------------------------------
BlackRock, Inc., disclosed that as of May 31, 2010, it has ceased
to be the beneficial owner of more than 5 percent of U.S.
Concrete, Inc.'s common stock.  As of May 31, 2010, it may be
deemed to beneficially own 86,913 shares of U.S. Concrete's common
shares, representing percentage ownership of 0.23% of the
Company's outstanding common stock.

A full-text copy of the Company's amended Schedule 13G is
available for free at http://researcharchives.com/t/s?64be

                       About U.S. Concrete

Houston, Tex.-based U.S. Concrete, Inc., aka RMX Industries, Inc.,
is a major producer of ready-mixed concrete, precast concrete
products and concrete-related products in select markets in the
United States.

The Company filed for Chapter 11 bankruptcy protection on
April 29, 2010 (Bankr. D. Del. Case No. 10-11407).  Patrick J.
Nash Jr., Esq., and Ross M. Kwasteniet, Esq., at Kirkland & Ellis
LLP, assist the Company in its restructuring effort as bankruptcy
counsel.  James E. O'Neill, Esq., Laura Davis Jones, Esq., and
Mark M. Billion, Esq., at Pachulski Stang Ziehl & Jones LLP, is
the Company's co-counsel.  Epiq Bankruptcy Solutions is the
Company's claims agent.

According to the schedules, the Company says that assets total
$389,160,000 while debts total $399,351,000.

The Debtor's affiliates, Alberta Investments, Inc., et al., filed
separate Chapter 11 petitions on April 29, 2010.


UTSTARCOM INC: Amends Purchase Deals with Elite and E-Town
----------------------------------------------------------
UTStarcom Inc. entered into a second amendment to each of the
purchase agreements with Elite Noble Limited and Shah Capital
Opportunity Fund LP, and E-town International Investment and
Development Co. Ltd.  Under the terms of the Second Amendments,
the Purchase Agreements may be terminated by either the Company or
the Investors if closing of the Placement has not occurred within
150 days of February 1, 2010.  As of the date, the closing of the
Placement has not occurred.

A full-text copy of the Second Amendment to Common Stock Purchase
Agreement with Beijing E-town is available for free at:

               http://ResearchArchives.com/t/s?64c3

A full-text copy of the Second Amendment to Common Stock Purchase
Agreement with Elite Noble is available for free at:

               http://ResearchArchives.com/t/s?64c4

UTStarcom, Inc. (Nasdaq: UTSI) -- http://www.utstar.com/-- is a
global leader in IP-based, end-to-end networking solutions and
international service and support.  The Company sells its
solutions to operators in both emerging and established
telecommunications markets around the world.  UTStarcom enables
its customers to rapidly deploy revenue-generating access services
using their existing infrastructure, while providing a migration
path to cost-efficient, end-to-end IP networks.  The Company was
founded in 1991 and is headquartered in Alameda, California.

The Company's balance sheet at March 31, 2010, showed
$882.9 million in total assets and $642.2 million in total
liabilities for a $240.7 million stockholders' equity.

                        Going Concern Doubt

The Company has recorded operating losses in 19 of the 20
consecutive quarters in the period ended December 31, 2009.  At
December 31, 2009, the Company had an accumulated deficit of
$1.067 billion.  While operating results are expected to improve
in 2010 compared with prior years, management expects the Company
to continue to incur losses in 2010.


VALASSIS COMMUNICATIONS: Moody's Lifts Corp. Family Rating to Ba2
-----------------------------------------------------------------
Moody's Investors Service upgraded Valassis Communications, Inc.'s
Corporate Family Rating to Ba2 from Ba3, Probability of Default
Rating to Ba2 from Ba3, and senior unsecured notes to Ba3 from B1.
The upgrade follows the completion of the company's tender offer
to repurchase approximately $270 million of senior notes as part
of its plan to pay down approximately $300 million of debt from
the News American Marketing settlement proceeds.  The debt
repayment materially reduces Valassis' leverage by approximately
one turn to 3.0x (pro form 3/31/10 incorporating Moody's standard
adjustments) and enhances free cash flow by lowering cash interest
expense.  Loss given default point estimates were also updated as
detailed below to reflect the revised debt structure.  The rating
outlook is stable.

Upgrades:

Issuer: Valassis Communications, Inc.

  -- Corporate Family Rating, Upgraded to Ba2 from Ba3

  -- Probability of Default Rating, Upgraded to Ba2 from Ba3

  -- Senior Unsecured Regular Bond/Debenture, Upgraded to Ba3,
     LGD5 - 80% from B1, LGD5 - 74%

LGD Updates:

Issuer: Valassis Communications, Inc.

  -- Senior Secured Bank Credit Facility, Changed to LGD2 - 29%
     from LGD2 - 21% (no change to Ba1 rating)

Outlook Actions:

Issuer: Valassis Communications, Inc.

  -- Outlook, Changed To Stable From Positive

Valassis' Ba2 Corporate Family Rating reflects the cash flow
generated from good market positions in a broad array of largely
print-based marketing services and its modest leverage profile.
Valassis is roughly at its 3.0x net debt-to-EBITDA leverage target
(GAAP basis excluding Moody's standard adjustment) after repaying
approximately 60% of the debt incurred in the 2007 ADVO
acquisition, and Moody's anticipates the company will shift its
focus to utilizing free cash flow to fund acquisitions that expand
its digital advertising distribution capabilities and to
repurchase stock.  Moody's does not anticipate Valassis will
pursue acquisitions on the same scale as ADVO but reasonably-sized
acquisitions can be accommodated within the Ba2 CFR.  Valassis has
a very good liquidity position and this provides financial
flexibility in a fragile economic environment, although the
$50 million revolver is not large in relation to the revenue base.

The stable rating outlook reflects Moody's expectation that
Valassis will maintain a good liquidity position, generate modest
EBITDA growth, utilize the bulk of its free cash flow for
acquisitions and share repurchases, and keep debt-to-EBITDA
leverage in a low 3x range over the next 12-18 months.

Moody's last rating action on Valassis was on April 16, 2010 when
the company's CFR and PDR were upgraded to Ba3 from B1 with a
positive rating outlook.

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

Valassis Communications, Inc., headquartered in Livonia, MI,
offers a wide range of promotional and advertising products
including shared (direct) mail (about 57% of LTM 3/31/10 revenue),
free-standing inserts (16%), neighborhood targeting (19%),
sampling, coupon clearing and consulting and analytic services.
Revenue for the LTM ended 3/31/10 was approximately $2.2 billion.


VERTIS HOLDINGS: Extension Expiration Dates of Unit's Notes
-----------------------------------------------------------
Vertis Holdings, Inc., extends the expiration dates in connection
with its principal operating subsidiary Vertis, Inc.'s previously
commenced (i) private exchange offer, tender offer and consent
solicitation relating to its 13(1)/2 percent Senior Pay-in-Kind
Notes due 2014, and (ii) private exchange offer and consent
solicitation relating to its 18(1)/2 percent Senior Secured Second
Lien Notes due 2012 from midnight, New York City time, on June 11,
2010, to midnight, New York City time, on June 25, 2010.  The
extension is intended to provide Vertis with additional time to
consummate the other elements of the Refinancing Transactions (as
defined below).

Holdings also announced that Vertis will pay the same
consideration to holders of the Notes who validly tender their
Notes in the applicable Offers at or prior to the New Expiration
Time that was offered to holders of Notes who validly tendered,
and did not validly withdraw, their Notes in the applicable Offers
at or prior to midnight, New York City time, on June 11, 2010, in
order to provide prospective participants in the Offers additional
time to consider tendering their Notes and receive such
consideration.

As of 5:00 p.m., New York City time, on June 11, 2010,
approximately $204.9 million aggregate principal amount of the
Senior Notes were validly tendered in the Senior Notes Offer and
the related consents thereby delivered, and not validly withdrawn.
Of the total Senior Notes validly tendered in the Senior Notes
Offer, approximately $177.0 million aggregate principal amount
were tendered for Holdings' common stock and approximately
$27.9 million aggregate principal amount were tendered for cash,
representing approximately 73 percent and 12 percent,
respectively, of the outstanding principal amount of the Senior
Notes.  In addition, as of 5:00 p.m., New York City time, on
June 11, 2010, approximately $362.4 million aggregate principal
amount were validly tendered in the Second Lien Notes Exchange
Offer (as defined below) and the related consents thereby
delivered, and not validly withdrawn.

Pursuant to the terms of the Offers, Notes already tendered, and
not validly withdrawn may no longer be withdrawn and the related
consents may no longer be revoked.

As previously announced, the Offers represent elements of a
comprehensive $1.1 billion refinancing of substantially all of
Vertis' outstanding secured and unsecured indebtedness.  Upon
completion of the planned transactions, Vertis will have
significantly reduced its outstanding indebtedness and related
interest expense and extended its debt maturity profile.

                     The Senior Notes Offer

Upon consummation of the private exchange offer for the Senior
Notes, Holdings will issue 784.377 shares of its common stock and
Vertis will pay a consent fee of $5.00 for each $1,000 principal
amount of Senior Notes validly tendered, and not validly
withdrawn, by Eligible Senior Noteholders at or prior to the New
Expiration Time.  The Senior Notes Exchange Offer is open only (i)
in the United States to holders who are "qualified institutional
buyers" or "accredited investors" as such terms are defined under
the Securities Act of 1933, and (ii) outside the United States to
holders who are persons other than U.S. persons in reliance upon
Regulation S under the Securities Act.

Upon consummation of the tender offer for the Senior Notes, Vertis
will pay to Eligible Senior Noteholders and all remaining holders
of Senior Notes that are not eligible to participate in the Senior
Notes Exchange Offer, $400.00 for each $1,000 principal amount of
Senior Notes validly tendered at or prior to the New Expiration
Time.  The cash consideration payable by Vertis pursuant to the
Tender Offer will be funded by the sale of shares of Common Stock
to Avenue Capital in a private placement.

                  The Second Lien Notes Exchange Offer

Upon consummation of Vertis' private offer to exchange its
outstanding Existing Second Lien Notes for new 13 percent Senior
Secured Notes due 2016, Vertis will issue $393.73 principal amount
of New Secured Notes and pay $591.27 of cash for each $1,000
principal amount of Existing Second Lien Notes validly tendered,
and not validly withdrawn, by Eligible Second Lien Holders at or
prior to the New Expiration Time.  The Second Lien Notes Exchange
Offer is open only (i) in the United States to holders who are
"qualified institutional buyers" or institutional "accredited
investors" as such terms are defined under the Securities Act of
1933, and (ii) outside the United States to holders who are
persons other than U.S. persons in reliance upon Regulation S
under the Securities Act.

Eligible Second Lien Noteholders validly tendering Existing Second
Lien Notes at or prior to the New Expiration Time will also
receive additional New Secured Notes in an amount equal to 98.5
percent of the accrued and unpaid interest due to such holders
from April 1, 2010 until, but not including, the settlement date
for the Second Lien Notes Exchange Offer.

Vertis may elect to further extend one or both of the Offers.  The
Offers are subject to the terms and conditions set forth in the
applicable confidential offering memorandum and consent
solicitation statement and the related letters of transmittal,
each dated April 15, 2010.

Consummation of the Refinancing Transactions, including the
Offers, is subject to the satisfaction or waiver by Vertis of
numerous conditions set forth in the applicable Offering
Memorandum and Letter of Transmittal, and we cannot assure you
that they will be consummated on the terms described herein, on
the timetable described herein or at all.

                 About Vertis Holdings Inc.

About Vertis Holdings Inc.  Headquartered in Baltimore, Maryland,
Vertis Holdings, Inc. -- http://www.vertisinc.com/-- is a
provider of targeted print advertising and direct marketing
solutions to America's retail and consumer services companies.

The company and its six affiliates previously filed for Chapter 11
protection on July 15, 2008 (Bankr. D. Del. Case No. 08-11460).

In August 2008, it emerged from bankruptcy, after completing a
merger with ACG Holdings.


VISTEON CORP: Aurelius Entities Disclose 4.99% Equity Stake
-----------------------------------------------------------
In an amended 13D filing with the U.S. Securities and Exchange
Commission dated May 27, 2010, several Aurelius Entities
disclosed beneficial ownership of Visteon common stock.

The specific Aurelius entity and their corresponding Visteon
shares are:

                                             Shares
                                          Beneficially   Equity
Entity                                        Owned      Stake
------                                    ------------   ------
Aurelius Capital Partners, LP               2,578,592     1.98%
Aurelius Capital International, Ltd.        3,342,903     2.57%
Aurelius Convergence Fund, Ltd.               579,403     0.44%
Aurelius Capital Management, LP             6,500,898     4.99%
Mark D. Brodsky                             6,500,898     4.99%

As of April 30, 2010, about 130,320,880 shares of Visteon Common
Stock were outstanding.

                     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: Trade Claimants Seek Their Own Committee
------------------------------------------------------
Bankruptcy Law360 reports that the holders of trade claims against
Visteon Corp. are asking for their own committee, saying they are
not being adequately represented by the official committee of
unsecured creditors.

In a motion filed Thursday with the U.S. Bankruptcy Court for the
District of Delaware, the trade claim holders said the creditors
committee supported a third amended Chapter 11 reorganization,
Law360 says.

                         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)


WISTERIA PARK: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Wisteria Park, LLC
        8705 Hopemont Way
        Knoxville, TN 37929

Bankruptcy Case No.: 10-32809

Chapter 11 Petition Date: June 10, 2010

Court: United States Bankruptcy Court
       Eastern District of Tennessee (Knoxville)

Judge: Richard Stair Jr.

Debtor's Counsel: Keith L Edmiston, Esq.
                  Suite 1100, BankEast Bldg.
                  607 Market Street
                  Knoxville, TN 37902
                  Tel: (865) 524-5353
                  Fax: (865) 974-9615
                  E-mail: kedmiston@ritlaw.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 Fred M. Leonard, Jr. chief manager.


WOLF CREEK: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Wolf Creek Properties, LC
        3923 N. Wolf Creek Dr.
        Eden, UT 84310

Bankruptcy Case No.: 10-27816

Chapter 11 Petition Date: June 9, 2010

Court: United States Bankruptcy Court
       District of Utah (Salt Lake City)

Judge: Judith A. Boulden

Debtor's Counsel: Blake D. Miller, Esq.
                  Miller Guymon, PC
                  165 South Regent Street
                  Salt Lake City, UT 84111
                  Tel: (801) 363-5600
                  Fax: (801) 363-5601
                  E-mail: miller@mmglegal.com

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

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

The petition was signed by Rob Thomas, COO and board member.

Debtor's List of 20 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Randy Marriott Construction                      $449,708
5238 W. 2150 N.
Ogden, UT 84404

Wolf Creek Rec. Facilities                       $64,455
Assoc, Inc.

Damitz, Brooks, Nightingale,                     $38,535
Turner

Self Funding Administrators                      $28,031

Strategic Marketing Group, Inc.                  $20,275

American Home Assurance Co.                      $19,626

Yamaha Motor Corp                                $14,610

TaylorMade Golf Co., Inc.                        $9,856

Lowell Peterson                                  $7,000

Ski Utah                                         $6,788

APS Administrator                                $6,470

Rocky Mountain Power                             $4,052

Rocky Mountain Power                             $3,844

Dex West                                         $3,623

Weber County Assessor                            $3,415

TMAX Gear                                        $3,388

RMH Management                                   $3,235

Arizona Weddings                                 $3,102

Integra Telecom                                  $3,094

Kellerstrass Enterprises, Inc.                   $3,030


XERIUM TECHNOLOGIES: Third Point Owns 5.0% of Common Stock
----------------------------------------------------------
Third Point LLC, et al., disclosed that as of May 25, 2010, they
may be deemed to beneficially own shares of Xerium Technologies,
Inc.'s common stock, $0.001 par value per share:

                                        Shares
Reporting                              Beneficially
Person                                 Owned         Percentage
---------                              ------------  ----------
Third Point LLC                          1,294,507       8.6%
Daniel S. Loeb                           1,294,507       8.6%
Third Point Offshore Master Fund, L.P.     754,957       5.0%
Third Point Advisors II L.L.C.             754,957       5.0%

Percentage of ownership is based on 14,969,895 share of common
stock outstanding as of May 25, 2010, as reported in Xerium's
current report on Form 8-K filed with the Securities and Exchange
Commission on May 28, 2010.

A full-text copy of Third Point LLC's Schedule 13G is available
for free at http://researcharchives.com/t/s?64bb

                    About Xerium Technologies

Based in Raleigh, North Carolina, Xerium Technologies, Inc. (NYSE:
XRM), manufactures and supplies two types of consumable products
used primarily in the production of paper: clothing and roll
covers.  The Company, which operates around the world under a
variety of brand names, utilizes a broad portfolio of patented and
proprietary technologies to provide customers with tailored
solutions and products integral to production, all designed to
optimize performance and reduce operational costs.  With 32
manufacturing facilities in 13 countries around the world, Xerium
has approximately 3,300 employees.

Xerium Technologies and certain subsidiaries filed for Chapter 11
on March 30, 2010 (Bankr. D. Del. Lead Case No. 10-11031).  Judge
Kevin J. Carey presides over the cases.  John J. Rapisardi, Esq.;
George A. Davis, Esq.; and Sharon J. Richardson, Esq., at
Cadwalader, Wickersham & Taft LLP; and Mark D. Collins, Esq., at
Richards, Layton & Finger, P.A., serve as bankruptcy counsel.
Brian Fox, Michelle Campbell, and Michael Hartley at AlixPartners,
LLC, serve as the Debtors' restructuring advisors.  Stephen Ledoux
and Daniel Gilligan at Rothschild Inc. serve as the Debtors'
investment bankers.  Garden City Group Inc. is the Debtors' claims
agent.  Xerium Technologies disclosed total assets of $693,511,000
and total debts of $813,168,000 in its petition.

Judge Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware confirmed the Prepackaged Chapter 11 Plan of
Reorganization filed by Xerium Technologies, Inc., and its debtor
affiliates on May 12, 2010, after determining that the Plan
satisfies the requirements of Section 1129(a) of the Bankruptcy
Code.  On May 25, 2010, the Plan became effective and the Company
and the debtor subsidiaries emerged from Chapter 11.


YRC WORLDWIDE: Gains Access to $22-Mil. After Facility Amendment
----------------------------------------------------------------
YRC Worldwide, as Performance Guarantor, Yellow Roadway
Receivables Funding Corporation, as Seller, the Co-Agents and the
Purchasers party thereto on June 11, 2010, entered into Amendment
No. 18 to the Third Amended and Restated Receivables Purchase
Agreement, dated as of April 18, 2008, among the Seller, Falcon
Asset Securitization Company LLC, Three Pillars Funding LLC and
Amsterdam Funding Corporation, as Conduits; the financial
institutions party thereto, as Committed Purchasers; Wells Fargo
Bank, N.A. (successor to Wachovia Bank, National Association), as
Wells Fargo Agent and LC Issuer, SunTrust Robinson Humphrey, Inc.,
as Three Pillars Agent; The Royal Bank of Scotland plc (successor
to ABN AMRO Bank N.V.), as Amsterdam Agent; and JPMorgan Chase
Bank, N.A., as Falcon Agent and Administrative Agent.

The ABS Amendment:

     -- reduces the aggregate commitments under the ABS Facility
        from $400 million to $350 million; and

     -- modifies certain calculations under the ABS Facility to
        reduce the impact of negative effects that the integration
        of Yellow Transportation and Roadway has had on the
        ability of the Seller to borrow under the ABS Facility.

As a result of the ABS Amendment, solely for the period beginning
on June 11, 2010 and ending on July 2, 2010, the Seller will be
able to borrow additional amounts under the ABS Facility.  As of
June 11, 2010, the incremental availability under the ABS Facility
after giving effect to these modifications would have been
approximately $22 million.

In connection with the ABS Amendment, the Company paid fees to the
Co-Agents equal to 2% of the reduced aggregate commitments, or
$7.0 million.  The Closing Fees were paid by the Company by the
issuance to the Co-Agents (or their designees) of an aggregate of
25.4 million shares of common stock of the Company, par value
$0.01 per share, which number of shares was calculated by dividing
the aggregate Closing Fees by the average closing price of the
Common Stock over the five business days occurring immediately
prior to the date of the ABS Amendment.

A full-text copy of the ABS Amendment is available at no charge at
http://ResearchArchives.com/t/s?64c9

                        About YRC Worldwide

Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ:
YRCW) -- http://www.yrcw.com/-- is a holding company that through
wholly owned operating subsidiaries offers its customers a wide
range of transportation services.  These services include global,
national and regional transportation as well as logistics.

The Company's balance sheet as of March 31, 2010, showed
$2.919 billion in assets and $3.024 billion of liabilities, for a
stockholders' deficit of $104.9 million.

                          *     *     *

As reported in the Troubled Company Reporter on March 18, 2010,
KPMG LLP, in Kansas City, Missouri, expressed substantial doubt
about YRC Worldwide's ability to continue as a going concern in
its report on the Company's consolidated financial statements as
of and for the year ended December 31, 2009.  The independent
auditors noted that the Company has experienced significant
declines in operations, cash flows, and liquidity.


YRC WORLDWIDE: Outlines Plan to Address Short-Term Liquidity Needs
------------------------------------------------------------------
YRC Worldwide Inc. on Monday said it is seeking to address its
short-term liquidity needs through a combination of one or more of
these actions:

     -- Implementing further cost actions and efficiency
        improvements;

     -- Seeking additional and return business from customers;

     -- Engaging in discussions with the company's lending group
        under its credit agreement;

     -- Pursuing the sale of non-strategic assets or business
        Lines;

     -- Actively managing receipts and disbursements, including
        amounts and timing, focusing on reducing day's sales
        outstanding and managing day's payables outstanding;

     -- Pursuing the company's litigation against the trustee
        under the indenture related to the company's 5% contingent
        convertible notes; if the company is successful in its
        litigation and meets the closing conditions under a note
        purchase agreement to sell and issue additional 6%
        convertible notes, the company can utilize the remaining
        $20.2 million of proceeds held in an escrow for general
        corporate purposes; and

     -- Considering the sale of additional equity or pursuing
        other capital market transactions.

These steps are in addition to the liquidity the Company obtained
after amending its ABS facility.  As reported in today's Troubled
Company Reporter, YRC amended its asset-backed securitization
facility to modify certain calculations to reduce the impact of
negative effects that the integration of Yellow Transportation and
Roadway has had on the ability of the company to borrow under the
facility.  As a result of this amendment, the company will be able
to borrow additional amounts under the facility during the
remainder of the second quarter.  As of June 11, 2010, the
incremental availability under the ABS facility after giving
effect to these modifications would have been $22 million.

In its press statement, YRC said that, driven primarily by the
need to fund working capital for business growth, the expected net
cash usage from operating activities creates liquidity pressure
for the company.

YRC also confirmed on Monday its previously announced expectation
that the company will achieve positive adjusted EBITDA on a
consolidated basis and positive operating income for its Regional
Transportation segment for second quarter of 2010.  While the
company expects positive adjusted EBITDA for the quarter, it also
expects its working capital expenditures, cash interest, advisor
fees and other payments to produce a net cash usage from operating
activities.

"We continue to see positive developments in our business as our
June volume trends are exceeding our May volume trends," said
Chairman, President and CEO Bill Zollars.  "The incremental
liquidity from the ABS amendment helps to support our working
capital needs as we grow our revenues.  With the operating
momentum we are experiencing, we are confident in our ability to
generate positive adjusted EBITDA in the second quarter of 2010."

                           *     *     *

Dow Jones Newswires' Bob Sechler reports that Mr. Zollars said in
an interview Monday, "We've got a much better set of challenges"
than when YRC narrowly sidestepped bankruptcy in December.  Mr.
Sechler says Mr. Zollars declined to say if YRC may face a similar
liquidity crunch in the third quarter, although he noted that the
company will continue to look at ways to "self-fund" its needs, by
reducing expenses and looking to sell nonessential assets.  But he
noted that he's not anticipating any more large-scale layoffs.

Dow Jones also reports Mr. Zollars said that a reverse stock split
that YRC previously said would take place in the second quarter
now may not happen until August.  According to Dow Jones, Mr.
Zollars offered no specific reason for the possible delay except
to say YRC's board hasn't made a decision on the timing yet.  Mr.
Zollars said it's still possible the reverse split will happen in
the second quarter.

                        About YRC Worldwide

Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ:
YRCW) -- http://www.yrcw.com/-- is a holding company that through
wholly owned operating subsidiaries offers its customers a wide
range of transportation services.  These services include global,
national and regional transportation as well as logistics.

The Company's balance sheet as of March 31, 2010, showed
$2.919 billion in assets and $3.024 billion of liabilities, for a
stockholders' deficit of $104.9 million.

                          *     *     *

As reported in the Troubled Company Reporter on March 18, 2010,
KPMG LLP, in Kansas City, Missouri, expressed substantial doubt
about YRC Worldwide's ability to continue as a going concern in
its report on the Company's consolidated financial statements as
of and for the year ended December 31, 2009.  The independent
auditors noted that the Company has experienced significant
declines in operations, cash flows, and liquidity.


ZACK DAVIDSON: Judge Approves Forbearance Deal with Hypo Real
-------------------------------------------------------------
According to Denver Post, a federal judge approved a forbearance
agreement between Zack Davidson and his lender Hypo Real Estate
Capital Corp., wherein Hypo will take control of the Landmark
condominium project because Mr. Davidson default on a debtor-in-
possession loan deal which he as supposed to pay Hypo $10 million
by May 20, 2010.  Mr. Davidson paid $5.8 million over the past six
months.  Zack Davidson is a property developer.


ZALE CORP: Unit Inks IT Services Agreement with ACS Commercial
--------------------------------------------------------------
Zale Delaware Inc., a subsidiary of Zale Corporation, entered into
an Agreement for Information Technology Services with ACS
Commercial Solutions, Inc.

Under the Agreement, which replaces a prior agreement for similar
services, ACS will provide the Company with substantially all of
its data processing services for a six year term, subject to the
Company's election to extend the term by one year.

The Company will compensate ACS for its services based upon a
"base fee" ranging from approximately $3.6 million per annum to
$4.0 million per annum, subject to certain adjustments and charges
for additional services.  The Agreement contains various
requirements with respect to the level of services to be provided
by ACS as well as warranties and indemnities in the event that the
services are not provided as agreed.

                         About Zale Corp.

Dallas, Texas-based Zale Corporation (NYSE: ZLC) --
http://www.zalecorp.com/-- is a specialty retailer of diamonds
and other jewelry products in North America, operating roughly
1,900 retail locations throughout the United States, Canada and
Puerto Rico, as well as online.  Zale Corporation's brands include
Zales Jewelers, Zales Outlet, Gordon's Jewelers, Peoples
Jewellers, Mappins Jewellers and Piercing Pagoda.  Zale also
operates online at www.zales.com, www.zalesoutlet.com and
www.gordonsjewelers.com

As reported by the Troubled Company Reporter on February 10, 2010,
The Deal.com's Sara Behunek reported that analysts said bankruptcy
looms for Zale if it fails to restructure its debt and put in
place a solid merchandising strategy.


* Bank Failures This Year Now 82 as 1 Bank Shut Friday
------------------------------------------------------
Washington First International Bank, Seattle, WA was closed on
June 11, 2010, by the Washington State Department of Financial
Institutions, and the Federal Deposit Insurance Corporation was
named Receiver.  No advance notice is given to the public when a
financial institution is closed.

Washington First International Bank is the 82nd FDIC-insured
institution to fail in the nation this year, and the seventh in
Washington.

To protect the depositors, the FDIC entered into a purchase and
assumption agreement with East West Bank, Pasadena, California, to
assume all of the deposits of Washington First International Bank.

In accordance with Federal law, allowed claims against failed
financial institutions will be paid, after administrative
expenses, in this order of priority:

     1. Depositors
     2. General Unsecured Creditors
     3. Subordinated Debt
     4. Stockholders

                    2010 Failed Banks List

The FDIC was appointed as receiver for the closed banks.  To
protect the depositors, the FDIC entered into a purchase and
assumption agreement with various banks that agreed to assume the
deposits of most of the closed banks.  The FDIC also entered into
loss-share transactions on assets bought by the banks.

For this year, the failed banks are:

                               Loss-Share
                               Transaction Party     FDIC Cost
                  Assets of    Bank That Assumed   to Insurance
                  Closed Bank  Deposits & Bought      Fund
Closed Bank       (millions)   Certain Assets       (millions)
-----------       ----------   --------------      -----------
Washington First        $520.9    East West Bank          $158.4
TierOne Bank          $2,800.0    Great Western Bank      $297.8
Arcola Homestead         $17.0    -- None --                $3.2
First National Bank      $60.4    Jefferson Bank           $12.6
Sun West Bank           $360.7    City National Bank       $96.7
Granite Community       $102.9    Tri Counties Bank        $17.3
Bank of Fla- Southeast  $595.3    EverBank                 $71.4
Bank of Fla- Southwest  $559.9    EverBank                 $91.3
Bank of Fla- Tampa Bay  $245.2    EverBank                 $40.3
Pinehurst Bank           $61.2    Coulee Bank               $6.0
Southwest Community      $96.6    Simmons First Nat'l      $29.0
New Liberty Bank        $109.1    Bank of Ann Arbor        $25.0
Satilla Community Bank  $135.7    Ameris Bank              $31.3
Midwest Bank & Trust  $3,170.0    Firstmerit Bank         $216.4
1st Pacific Bank        $335.8    City National Bank       $87.7
Access Bank              $32.0    PrinsBank, Prinsburg      $5.5
Towne Bank of Ariz      $120.2    Commerce Bank            $41.8
The Bank of Bonifay     $242.9    First Federal Bank       $78.7
Frontier Bank         $3,500.0    Union Bank, NA        $1,370.0
BC National Banks        $67.2    Community First          $11.4
Champion Bank           $187.3    BankLiberty              $52.7
CF Bancorp            $1,650.0    First Michigan Bank     $615.3
Westernbank PR       $11,940.0    Banco Popular de PR   $3,310.0
R-G Premier Bank      $5,920.0    Scotiabank de PR      $1,230.0
Eurobank, SJ, PR      $2,560.0    Oriental Bank & Trust   $743.9
Lincoln Park Savings    $199.9    Northbrook Bank          $48.4
Peotone Bank            $130.2    First Midwest            $31.7
Wheatland Bank          $437.2    Wheaton Bank            $133.0
New Century Bank        $485.6    MB Financial            $125.3
Citizens Bank&Trust      $77.3    Republic Bank            $20.9
Broadway Bank         $1,200.0    MB Financial            $394.3
Amcore Bank           $3,800.0    Harris                  $220.3
Lakeside Community       $53.0    People's United          $11.2
Innovative Bank         $268.9    Center Bank              $37.8
City Bank             $1,130.0    Whidbey Island          $323.4
Butler Bank             $233.2    People's United          $22.9
AmericanFirst Bank       $90.5    TD Bank, N.A.            $10.5
First Federal           $393.3    TD Bank, N.A.             $6.0
Riverside National    $3,420.0    TD Bank, N.A.           $491.8
Tamalpais Bank          $628.9    Union Bank, N.A.         $81.1
Beach First National    $585.1    Bank of NC              $130.3
McIntosh Commercial     $362.9    CharterBank, West Point $123.3
Desert Hills Bank       $496.6    New York Community Bank $106.7
Unity National Bank     $292.2    Bank of the Ozarks       $67.2
Key West Bank            $88.0    Centennial Bank          $23.1
State Bank of Aurora     $28.2    Northern State Bank       $4.2
First Lowndes Bank      $137.2    First Citizens Bank      $38.3
Bank of Hiawassee       $377.8    Citizens South Bank     $137.7
Appalachian Community $1,010.0    Community & Southern    $419.3
Advanta Bank Corp.    $1,600.0    - None -                $635.6
Century Security         $96.5    Bank of Upson            $29.9
American National        $70.3    National Bank and Trust  $17.1
The Park Avenue Bank    $520.1    Valley National Bank     $50.7
Statewide Bank          $243.2    Home Bank, Lafayette     $38.1
Old Southern Bank       $315.6    Centennial Bank          $94.6
LibertyPointe Bank      $209.7    Valley National          $24.8
Sun American Bank       $535.7    First-Citizens Bank     $103.8
Waterfield Bank         $155.6    {FDIC Created}           $51.0
Centennial Bank         $215.2    Zions Bank               $96.3
Bank of Illinois        $211.7    Heartland Bank           $53.7
Rainier Pacific Bank    $446.2    Umpqua Bank, Roseburg    $95.2
Carson River Community   $51.1    Heritage Bank of Nevada   $7.9
George Washington       $412.8    FirstMerit Bank         $141.4
La Jolla Bank         $3,600.0    OneWest Bank, FSB       $882.3
The La Coste Nat'l       $53.9    Community National        $3.7
Marco Community Bank    $119.6    Omaha Bank               $38.1
1st American State       $18.2    Community Development     $3.1
First National Bank     $832.6    Community & Southern    $260.4
Florida Community       $875.5    Premier American Bank   $352.6
American Marine Bank    $373.2    Columbia State Bank      $58.9
Marshall Bank, N.A.      $59.9    United Valley Bank        $4.1
First Regional Bank   $2,180.0    First-Citizens Bank     $825.5
Comm. Bank & Trust    $1,210.0    SCBT, N.A.              $354.5
Charter Bank          $1,200.0    Charter, Albuquerque    $201.9
Evergreen Bank          $488.5    Umpqua Bank, Roseburg    $64.2
Columbia River Bank   $1,100.0    Columbia State Bank     $172.5
Bank of Leeton           $20.1    Sunflower Bank            $8.1
Premier American Bank   $350.9    Bond Street subsidiary   $85.0
Town Community           $69.6    Bank First American      $17.8
St. Stephen State        $24.7    First State Bank          $7.2
Barnes Banking          $827.8    {DINB Created}          $271.3
Horizon Bank          $1,400.0    Washington Federal      $539.1

In 2009, there were 140 failed banks, compared with just 25 for
2008.

A complete list of banks that failed since 2000 is available at:

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

               775 Banks Now in FDIC's Problem List

The number of institutions on the Federal Deposit Insurance
Corp.'s "Problem List" rose to 775, up from 702 at the end of
2009. In addition, the total assets of "problem" institutions
increased during the quarter from $403 billion to $431 billion.
These levels are the highest since June 30, 1993, when the number
and assets of "problem" institutions totaled 793 and $467 billion,
respectively, but the increase in the number of problem banks was
the smallest in four quarters.

"Problem" institutions are those institutions with financial,
operational, or managerial weaknesses that threaten their
continued financial viability.  They are rated by the FDIC or
Office of the Thrift Supervision as either a "4" or "5", based on
a scale of 1 to 5 in ascending order of supervisory concern.
The Problem List is not divulged to the public.  No advance notice
is given to the public when a financial institution is closed.

The FDIC says that 41 institutions failed during the first
quarter.  Chairman Bair noted that the vast majority of "problem"
institutions do not fail.

According to the FDIC, its Deposit Insurance Fund (DIF) balance
improved for the first time in two years.  The DIF balance -- the
net worth of the fund -- increased slightly to negative $20.7
billion, from negative $20.9 billion (unaudited) on December 31,
2009.  The fund balance reflects a $40.7 billion contingent loss
reserve that has been set aside to cover estimated losses.  Just
as banks reserve for loan losses, the FDIC has to set aside
reserves for anticipated closings.  Combining the fund balance
with this contingent loss reserve shows total DIF reserves of
$20 billion.  Total insured deposits increased by 1.3%
($70.0 billion) during the first quarter.

The FDIC's liquid resources -- cash and marketable securities --
remained strong.  Liquid resources stood at $63 billion at the end
of the first quarter, a decline from $66 billion at year-end 2009.
To provide the funds needed to resolve failed institutions in 2010
and beyond without immediately reducing the industry's earnings
and capital, the FDIC Board approved a measure on November 12,
2009, that required most insured institutions to prepay
approximately three years' worth of deposit insurance premiums -
about $46 billion - at the end of 2009.

Chairman Bair concluded by stating, "There will be more failures,
to be sure. The banking system still has many problems to work
through, and we cannot ignore the possibility of more financial
market volatility. But the positive signs I've outlined today
suggest that the trends continue to move in the right direction."

                Problem Institutions      Failed Institutions
                --------------------      -------------------
Year           Number  Assets (Mil)      Number  Assets (Mil)
----           ------  ------------      ------  ------------
2009              702      $402,800         140       $169,700
2008              252      $159,405          25       $371,945
2007               76       $22,189           3         $2,615
2006               50        $8,265           0             $0
2005               52        $6,607           0             $0
2004               80       $28,250           4           $170

A copy of the FDIC's Quarterly Banking Profile for the quarter
ended March 31, 2010, is available for free at:

      http://bankrupt.com/misc/FDIC_QBP_Q1_10.pdf


* Two Defaults Last Week Raise S&P's 2010 Tally to 38
-----------------------------------------------------
Two global corporate issuers defaulted last week, raising the
year-to-date 2010 tally of global corporate defaults to 38, said
an article published by Standard & Poor's on June 11, titled
"Global Corporate Default Update (June 4 - 10, 2010) (Premium)."

By region, the current year-to-date default tallies are 27 in the
U.S., two in Europe, three in the emerging markets, and six in the
other developed region (Australia, Canada, Japan, and New
Zealand).

So far this year, distressed exchanges account for 13 defaults,
Chapter 11 filings account for 10, missed interest or principal
payments are responsible for nine, regulatory directives and
receiverships are responsible for one each, and the remaining four
defaulted issuers are confidential.

Of the global corporate defaulters in 2010, 39% of issues with
available recovery ratings had recovery ratings of '6' (indicating
our expectation for negligible recovery of 0%-10%), 12% of the
issues had recovery ratings of '5' (modest recovery prospects of
10%-30%), 9% had recovery ratings of '4' (average recovery
prospects of 30%-50%), and 24% had recovery ratings of '3'
(meaningful recovery prospects of 50%-70%).  And for the remaining
two rating categories, 12% of the issues had recovery ratings of
'2' (substantial recovery prospects of 70%-90%) and 3% of issues
had recovery ratings of '1' (very high recovery prospects of 90%-
100%).


* Berger Singerman's Reorganization Team Gets Chambers Ranking
--------------------------------------------------------------
Florida business law firm Berger Singerman has been ranked among
the top rated law Florida firms in Chambers USA 2010 America's
Leading Business Lawyers in the bankruptcy/restructuring category.
Chambers' researched rankings and editorials are referred to
extensively by general counsel and other purchasers of legal
services worldwide who consider Chambers assessments when choosing
counsel.

This is the eighth consecutive year in which the firm has received
a first tier rating for its bankruptcy and reorganization practice
and has been included in the guide.

In addition to recognition of The Business Reorganization Team in
the firm rankings, shareholders Howard Berlin, Leslie Cloyd, Brian
Gart, Jordi Guso, Brian Rich and Arthur Spector, received
individual recognition for the team. Furthermore, firm Co-CEO Paul
Steven Singerman received a *(star) ranking, the only in the state
of Florida and one of only 10 in the entire nation for
Bankruptcy/Restructuring.  The team also has the most ranked
number of attorneys in the Bankruptcy/Restructuring category than
any other law firm in the state of Florida.

"Chambers USA is one of the preeminent ranking systems for
attorneys," said Mr. Singerman.  "Combining feedback from clients
and other attorneys, it is a true honor for Berger Singerman to
have such a solid presence this year."

The annual Chambers USA guide of the best law firms and lawyers is
published by the illustrious London-based Chambers & Partners.
Chambers & Partners publishes similar U.K. and Global guides which
are widely respected.  Research is conducted via in-depth
telephone interviews with clients and with attorneys, each one
lasting about half an hour.  The qualities on which the rankings
are assessed include technical legal ability, professional
conduct, client service, commercial awareness/astuteness,
diligence, commitment, and other qualities most valued by the
client.

Berger Singerman is a Florida business law firm with over 60
attorneys working out of offices in Boca Raton, Fort Lauderdale,
Miami and Tallahassee.  Members of the firm have expertise in all
areas of commercial law, including banking, creditors' rights,
business reorganization, bankruptcy, corporate & securities,
dispute resolution and litigation, white collar crime, real
estate, environmental and land use, health care, tax, estate
planning, and probate.


* Large Companies With Insolvent Balance Sheets
-----------------------------------------------

                                                          Total
                                               Total     Share-
                                    Total    Working   Holders'
                                   Assets    Capital     Equity
  Company           Ticker          ($MM)      ($MM)      ($MM)
  -------           ------         ------    -------   --------
AUTOZONE INC        AZO US        5,452.8     (293.1)    (462.0)
LORILLARD INC       LO US         2,902.0      718.0      (37.0)
DUN & BRADSTREET    DNB US        1,699.5     (454.1)    (778.3)
ALLIANCE DATA       ADS US        7,919.8    3,352.2      (53.6)
NAVISTAR INTL       NAV US        8,940.0    1,251.0   (1,198.0)
MEAD JOHNSON        MJN US        1,996.7      319.9     (583.7)
TAUBMAN CENTERS     TCO US        2,572.3        -       (494.8)
BOARDWALK REAL E    BEI-U CN      2,332.1        -        (57.6)
BOARDWALK REAL E    BOWFF US      2,332.1        -        (57.6)
CHOICE HOTELS       CHH US          360.6       (6.3)    (115.0)
SUN COMMUNITIES     SUI US        1,173.3        -       (118.3)
LINEAR TECH CORP    LLTC US       1,615.8      742.7      (50.7)
WEIGHT WATCHERS     WTW US        1,093.0     (408.5)    (700.1)
IPCS INC            IPCS US         559.2       72.1      (33.0)
CABLEVISION SYS     CVC US        7,364.2       54.8   (6,201.5)
WR GRACE & CO       GRA US        3,957.9    1,177.5     (234.4)
TENNECO INC         TEN US        3,034.0      203.0      (14.0)
UAL CORP            UAUA US      19,952.0   (1,019.0)  (2,887.0)
UNISYS CORP         UIS US        2,711.8      320.6   (1,221.7)
DISH NETWORK-A      DISH US       8,689.0      305.1   (1,850.3)
MOODY'S CORP        MCO US        2,003.3     (138.9)    (534.0)
HEALTHSOUTH CORP    HLS US        1,716.1       90.6     (474.5)
NATIONAL CINEMED    NCMI US         620.4      106.9     (462.7)
VECTOR GROUP LTD    VGR US          743.1      231.5      (13.4)
VENOCO INC          VQ US           799.5       10.6     (127.6)
CHENIERE ENERGY     CQP US        1,883.2       37.6     (491.7)
PROTECTION ONE      PONE US         562.9       (7.6)     (61.8)
EXPRESS INC         EXPR US         718.1       38.4      (81.8)
THERAVANCE          THRX US         249.9      196.6     (113.0)
ARVINMERITOR INC    ARM US        2,769.0      345.0     (877.0)
MERU NETWORKS IN    MERU US          88.8        0.5       (4.1)
PETROALGAE INC      PALG US           4.7      (13.9)     (48.0)
METALS USA HOLDI    MUSA US         655.4      294.1      (43.0)
REGAL ENTERTAI-A    RGC US        2,588.9     (168.9)    (260.7)
LIBBEY INC          LBY US          776.9      128.0      (18.3)
JUST ENERGY INCO    JE-U CN       1,353.1     (513.7)    (503.2)
INCYTE CORP         INCY US         502.7      332.9     (114.4)
TEAM HEALTH HOLD    TMH US          797.4       52.1      (58.6)
CARDTRONICS INC     CATM US         449.3      (36.6)      (2.3)
REVLON INC-A        REV US          765.8       63.9   (1,027.2)
DOMINO'S PIZZA      DPZ US          427.6       92.8   (1,290.0)
GRAHAM PACKAGING    GRM US        2,126.4      187.6     (629.0)
COMMERCIAL VEHIC    CVGI US         276.8      105.5      (10.7)
EPICEPT CORP        EPCT SS           6.3        0.2      (12.7)
UNITED RENTALS      URI US        3,584.0       30.0      (48.0)
WORLD COLOR PRES    WC CN         2,641.5      479.2   (1,735.9)
KNOLOGY INC         KNOL US         641.7       30.9      (28.3)
FORD MOTOR CO       F US        195,485.0   (7,269.0)  (5,437.0)
WORLD COLOR PRES    WC/U CN       2,641.5      479.2   (1,735.9)
WORLD COLOR PRES    WCPSF US      2,641.5      479.2   (1,735.9)
CC MEDIA-A          CCMO US      17,400.0    1,279.2   (7,054.8)
AFC ENTERPRISES     AFCE US         114.6       (2.0)     (11.5)
US AIRWAYS GROUP    LCC US        7,808.0     (445.0)    (447.0)
INTERMUNE INC       ITMN US         190.9      102.8      (21.3)
BLUEKNIGHT ENERG    BKEP US         303.6      (15.3)    (147.2)
AMER AXLE & MFG     AXL US        1,967.6       (0.3)    (545.4)
FORD MOTOR CO       F BB        195,485.0   (7,269.0)  (5,437.0)
ALIMERA SCIENCES    ALIM US          16.3        3.5      (42.7)
CENTENNIAL COMM     CYCL US       1,480.9      (52.1)    (925.9)
AMR CORP            AMR US       25,525.0   (1,407.0)  (3,892.0)
SALLY BEAUTY HOL    SBH US        1,531.5      366.1     (553.1)
JAZZ PHARMACEUTI    JAZZ US         106.7      (31.2)     (69.0)
RURAL/METRO CORP    RURL US         286.2       38.7     (100.9)
WABASH NATIONAL     WNC US          249.0     (154.6)     (62.4)
CENVEO INC          CVO US        1,563.5      212.7     (180.6)
HALOZYME THERAPE    HALO US          65.2       48.9       (3.2)
SANDRIDGE ENERGY    SD US         2,971.7      (33.9)    (171.3)
RSC HOLDINGS INC    RRR US        2,669.6      (66.1)      (9.8)
NPS PHARM INC       NPSP US         140.4       95.2     (227.6)
MANNKIND CORP       MNKD US         243.3        8.5     (100.9)
LIN TV CORP-CL A    TVL US          780.6       22.9     (164.2)
HOVNANIAN ENT-B     HOVVB US      2,029.1    1,358.9     (137.0)
PALM INC            PALM US       1,007.2      141.7       (6.2)
NEXSTAR BROADC-A    NXST US         603.0       35.3     (179.7)
SINCLAIR BROAD-A    SBGI US       1,576.6       48.1     (187.8)
ACCO BRANDS CORP    ABD US        1,062.7      240.1     (118.0)
PDL BIOPHARMA IN    PDLI US         358.3      (83.5)    (501.1)
WARNER MUSIC GRO    WMG US        3,752.0     (557.0)    (116.0)
QWEST COMMUNICAT    Q US         19,362.0     (585.0)  (1,120.0)
PHIBRO ANIMAL HE    PAHC LN         418.9      182.2       (9.6)
VIRGIN MOBILE-A     VM US           307.4     (138.3)    (244.2)
EASTMAN KODAK       EK US         7,178.0    1,588.0      (53.0)
IDENIX PHARM        IDIX US          61.0       16.8      (20.7)
GENCORP INC         GY US         1,018.7      114.6     (268.0)
EXELIXIS INC        EXEL US         284.2      (32.7)    (199.3)
HOVNANIAN ENT-A     HOV US        2,029.1    1,358.9     (137.0)
CONSUMERS' WATER    CWI-U CN        895.2       (5.3)    (254.9)
GLG PARTNERS INC    GLG US          403.5      155.5     (285.9)
GLG PARTNERS-UTS    GLG/U US        403.5      155.5     (285.9)
GREAT ATLA & PAC    GAP US        2,827.2      201.3     (396.4)
CUMULUS MEDIA-A     CMLS US         323.1      (32.4)    (372.3)
PRIMEDIA INC        PRM US          236.5       (2.2)    (103.3)
ARIAD PHARM         ARIA US          50.4       (8.2)    (110.8)
CINCINNATI BELL     CBB US        2,589.6       (3.3)    (634.6)
ARRAY BIOPHARMA     ARRY US         131.5       21.5     (109.5)
SEALY CORP          ZZ US         1,011.9      173.1      (92.3)
ALEXZA PHARMACEU    ALXA US          67.1       24.2      (18.8)



                           *********

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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