TCR_Public/100618.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Friday, June 18, 2010, Vol. 14, No. 167

                            Headlines

131 ARLINGTON: Gets Court's Interim Nod to Use Cash Collateral
1904 INDUSTRIAL: Case Summary & 20 Largest Unsecured Creditors
3 G PROPERTIES: Case Summary & 9 Largest Unsecured Creditors
35TH SUNRISE: Voluntary Chapter 11 Case Summary
ACCELR8 TECHNOLOGY: Posts $361,000 Net Loss for Q3 Ended April 30

AIRTRAN HOLDINGS: Shows 3-Year Forecasts at BofA Conference
ALFRED VILLALOBOS: People of State Wants Custodian Maintained
AMBAC FINANCIAL: Entered a Series of Debt for Equity Exchanges
AMBAC FINANCIAL: Looking at Ways to Avoid Bankruptcy
AMERICAN CAPITAL: Puts Brakes on $1.5-Bil. Stock Offering

AMERICAN GREETINGS: S&P Affirms 'BB+' Corporate Credit Rating
AMR CORPORATION: Gives Investors Details on Eagle Eye
ANTHONY RUSSO: Case Summary & 19 Largest Unsecured Creditors
AUTOBACS STRAUSS: Has Voting Exclusivity Extended to July 26
AVENTINE RENEWABLE: Inks LOI to Acquire Illinois Ethanol Facility

BARCALOUNGER CORP: Sale Includes American of Martinsville Assets
BIOJECT MEDICAL: Shareholders Approve Amended Incentive Plan
BLACK CROW: District Court Won't Stay $1.5MM Financing Order
BOSTON CEI: Voluntary Chapter 11 Case Summary
BOURBONNEUX LLC: Voluntary Chapter 11 Case Summary

BOWEN BANBURY: Bankr. Ct. Abstains from Hearing State Law Claims
BP PLC: Rep. Conyers Has Bill That Would Cut Bankruptcy Options
BRAMPTON PLANTATION: Amends List of Largest Unsecured Creditors
BRAMPTON PLANTATION: Creditor BB&T Wants Case Dismissed
BRAMPTON PLANTATION: U.S. Trustee Unable to Form Creditors Panel

BRAMPTON PLANTATION: Files Schedules of Assets and Liabilities
BRIDGE ASSOCIATES: Case Summary & Largest Unsecured Creditor
BRUCE CHATMAN: Case Summary & 9 Largest Unsecured Creditors
BUTCHER BOY: Owner Issues Apology for Stink
CANAL CAPITAL: Swings to $48,900 Net Loss as Revenues Down

CANWEST GLOBAL: CMI Proposes to Conduct Creditors'' Meeting
CANWEST GLOBAL: CMI's CCAA Stay Period Extended to September 8
CANWEST GLOBAL: CMI Seeks Approval of FTI, Stikeman Fees
CANWEST GLOBAL: Wins Nod to Complete Transition Agreement
CATHOLIC CHURCH: Creditors Wants Diocese in Civil Contempt

CENTRAL CROSSING: Lender Contributed Capital to Maintain Interest
CENTRAL CROSSINGS: Webster Bank Wants Chapter 11 Case Dismissed
CHRYSLER LLC: Lawmaker Wants Ban on Hiring of Lobbyist
CHURCH & DWIGHT: S&P Raises Corporate Credit Rating From 'BB+'
CIENA CAPITAL: Has Deal with Lender, Creditors Panel

CIRCUIT CITY: Proposes to Abandon Illinois Property
CIRCUIT CITY: Reaches Settlement With LG Electronics
CIRCUIT CITY: Seeks Nod to Pay Administrative Claims
CITIGROUP INC: Halts Foreclosures in Oil Spill-Hit Areas
CITY CAPITAL: Spector & Assoc. Raises Going Concern Doubt

CLINICAL DATA: Deloitte & Touche Raises Going Concern Doubt
COASTLINE TERMINALS: Voluntary Chapter 11 Case Summary
COLUMBIA CREST: Case Summary & 6 Largest Unsecured Creditors
COMPETITIVE TECHNOLOGIES: Posts $739,500 Net Loss in Fiscal Q3
CONTINENTAL AIRLINES: Stockholders Elect All Director Nominees

COOPER-STANDARD: Capital World Investors Reports 15.2% Stake
CORUS BANKSHARES: Case Summary & 20 Largest Unsecured Creditors
DAYTON OAKS: Section 341(a) Meeting Scheduled for July 14
DAYTON OAKS: Taps Mehlman Greenblatt as Bankruptcy Counsel
DELPHI CORP: Delphi Automotive Appoints Kevin Clark as CFO

DELPHI CORP: Wants Plan Injunction Enforced on L. Ochoa
DELPHI CORP: Pension Plan Termination Evidence Moot, Says PBGC
DON PERRY: Files for Chapter 11 Bankruptcy Protection
DOUBLE EXPOSURE: Show Highlights Extravagance
DREIER LLP: Judge Seeks More Information on Trustee's Deals

EAST WEST RESORT: Files Omnibus Claims Objections
EIGEN INC: Files Schedules of Assets and Liabilities
EPICEPT CORPORATION: Inks Amended Employment Deal With J. Talley
ERICKSON RETIREMENT: Amends Motion for Tax Liability Determination
ERICKSON RETIREMENT: Plan Injunction Modified for Sherman

ERICKSON RETIREMENT: RPH Asks for Payment of Rejection Damages
EXTENDED STAY: Creditors Seek to Terminate Reorganization Plan
F. ROBERT FRITZKY: Case Summary & 20 Largest Unsecured Creditors
FAIRFIELD SENTRY: Chapter 15 Case Summary
FERNANDO CHONG: Case Summary & 9 Largest Unsecured Creditors

FLYING J: Asks Court to Voluntarily Dismiss Units' Ch. 11 Cases
FORD MOTOR: State Street Holds 11.7 of Shares
FPF OAK: Case Summary & 10 Largest Unsecured Creditors
FREMONT GENERAL: Bankruptcy Court Amends May 25 Confirmation Order
FX LUXURY: Vegas Judge Ends Plan Exclusivity

GALI SPIRO: Case Summary & 17 Largest Unsecured Creditors
GENERAL MOTORS: Lawmaker Wants Ban on Hiring of Lobbyist
GENERAL MOTORS: To Forego Traditional Summer Shutdowns of 9 Plants
GENTA INC: Stockholders Elect Warrel, 3 Others as Directors
GILBERTO MACHIN: Case Summary & 20 Largest Unsecured Creditors

GLENN SMITH: Voluntary Chapter 11 Case Summary
GRAPHIC PACKAGING: Moody's Gives Stable Outlook; Keeps 'B1' Rating
HERON LAKE: Posts $1.5 Million Net Loss in Q2 Ended April 30
HOWE FARM: Case Summary & 5 Largest Unsecured Creditors
INTERNATIONAL BANKING: Administrator Files $720MM Claim vs. Ahab

INTERTAPE POLYMER: Seven Directors Elected by Shareholders
IRVINE SENSORS: Seeks to Implement Reverse Stock Split
JAF ENTERPRISE: Case Summary & 4 Largest Unsecured Creditors
JOE SHIREY: Case Summary & 9 Largest Unsecured Creditors
JOSE FRANCO: Case Summary & 18 Largest Unsecured Creditors

KIRK TRUCKING: Case Summary & 6 Largest Unsecured Creditors
LEHMAN BROTHERS: OK'd to Bid $255M on Office Tower Investment
LEHMAN BROTHERS: Unit Administrators Seek Creditor Compromise
LEVITT & SONS: Wells Fargo Recoups $65MM From Sale of 7 Projects
LIBBEY INC: Amends Prospectus on $150 Million IPO

LINCOLNSHIRE CAMPUS: Voluntary Chapter 11 Case Summary
LIONS GATE: Shareholders Reject Icahn Group's Offer
LODGENET INTERACTIVE: Federated Investors Holds 7.73% of Shares
LOEHMANN'S INC: Hires Three Financial Advisers
MAC AMUSEMENT: Case Summary & 15 Largest Unsecured Creditors

MARFRIG ALIMENTOS: Fitch Puts 'B+' Issuer Rating on Negative Watch
MIKEY B'S: Case Summary & 20 Largest Unsecured Creditors
MISSION REAL: Court Denies Sale of Property to Wilshire Bundy
MURPHY MCDANIEL: Carriage Fee Hike Prompts Bankruptcy Filing
NEC HOLDINGS: DIP Financing & Cash Collateral Use Get Interim OK

NEOMAGIC CORP: Posts $400,000 Net Loss in Q1 Ended May 2
NEWARK GROUP: Court Extends Filing of Schedules Until Aug. 24
NEWARK GROUP: Gets OK to Hire Kurtzman Carson as Claims Agent
NEWARK GROUP: Seeks to Hire Jefferies, Alix as Advisors
NEWARK GROUP: Taps Lowenstein Sandler as Bankruptcy Counsel

NEWPAGE CORP: CEO Curley, 2 Execs. Resign from Posts
NMP INVESTORS: Section 341(a) Meeting Scheduled for July 6
NON-INVASIVE MONITORING: Posts $364,000 Loss in Q3 Ended April 30
NORTH BAY: Plan Provides Payment of Claims from Collected Rents
NOVADEL PHARMA: Registers 7,583,335 Shares for Resale

OSCIENT PHARMACEUTICALS: Plan Confirmation Hearing Set for June 29
PALM INC: Capital World Investors Holds 5.3% of Shares
PALM INC: FMR, Fidelity Hold 8.264% of Shares
PENN TRAFFIC: Files Committee-Backed Liquidating Plan
PETTUS PROPERTIES: Gets Nod to Hire Mitchell as Bankr. Counsel

PETTUS PROPERTIES: Section 341(a) Meeting Scheduled for July 14
PRES-LAHAINA SQUARE: Case Summary & 20 Largest Unsecured Creditors
PRETTY PRODUCTS: Case Summary & 20 Largest Unsecured Creditors
QUESTEX MEDIA: Seeks Dismissal of Chapter 11 Case
QUIKSILVER INC: Moody's Reviews 'B3' Corporate Family Rating

RCLC INC: Forbearance Agreement Extended Until July 16
REAL MEX: Solicits Consents for 2013 Notes Indenture Amendment
REHOBOTH CHURCH: Case Summary & 3 Largest Unsecured Creditors
ROTHSTEIN ROSENFELDT: Co-Partner Absent From Deposition
RUBICON US: Noteholders File Amended Plan of Reorganization

RUFFIN ROAD: Case Summary & 4 Largest Unsecured Creditors
SAINT VINCENTS: Proposes to Assign Lease to NY City Health
SAINT VINCENTS: Wins Approval of O'Toole Lease Agreements
SAINT VINCENTS: Wins Nod for Cain as Investment Bankers
SAINT VINCENTS: Wins Nod for Shattuck as Brokers on Revised Terms

SCOTT SIMMONS: Case Summary & 9 Largest Unsecured Creditors
SECURITY AUSTIN: Voluntary Chapter 11 Case Summary
SELF STORAGE: Section 341(a) Meeting Scheduled for July 12
SEQUENOM INC: BlackRock Inc. Pares Stake to 4.99%
SHOPPES OF LAKESIDE: Case Summary & 20 Largest Unsecured Creditors

SINCLAIR BROADCAST: BofA Pares Stake to Below 5%
SIX FLAGS: Paul Hastings Seeks Nearly $18M for Services
SLKE ENTERTAINMENT: Case Summary & 9 Largest Unsecured Creditors
SMURFIT-STONE: More Than 145 Claims Change Hands in May
SMURFIT-STONE: Wins Approval of Village of Hodge Settlement

SMURFIT-STONE: Wins OK to Reimburse Auto Rentals' Legal Expenses
SOUTH BAY: Deadline to Remove Actions Extended to Oct. 18
SOUTH BAY: Lease Decision Period Extended Until Oct. 16
SOUTH BAY: Gets Nod to Employ Firms in Ordinary Course
SPECIALTY PRODUCTS: RPM, Asbestos Claimants Face August Trial

SPIRIT FINANCE: Moody's Affirms 'Caa1' Corporate Family Rating
SPOT MOBILE: Expects to Report $576,000 Net Loss for Apr 30 Qtr.
STEPHEN CASTLEMAN: Case Summary & 18 Largest Unsecured Creditors
STEVEN BALL: Case Summary & 20 Largest Unsecured Creditors
STEVEN COTSIRILOS: Case Summary & 18 Largest Unsecured Creditors

TAYLOR BEAN: Ex-Owner Charged With $1.9 Billion Fraud
TEJAL INVESTMENT: Voluntary Chapter 11 Case Summary
TELX GROUP: Moody's Assigns 'B1' Rating on Senior Facilities
TYRONE HOSPITAL: Wins Confirmation of Reorganization Plan
UAL CORP: Continental Pilots Want Equity in Combined Company

UAL CORP: Files Amended Investor Update
UAL CORP: Senate Is Skeptical on Merger, Raises Antitrust Issues
US CONCRETE: Shareholders' Bid for Official Panel Challenged
VISICON SHAREHOLDERS: Section 341(a) Meeting Scheduled for July 21
VISION SOLUTIONS: S&P Assigns Corporate Credit Rating at 'B+'

VISTEON CORP: Files 4th Amended Plan And Disclosure Statement
VISTEON CORP: To Increase Officer Salaries Effective July 1
VLJ ALOHA: Case Summary & 20 Largest Unsecured Creditors
W.R. GRACE: Travelers Casualty Withdraws Plan Objections
W.R. GRACE: Proposes to Contribute $37.2MM for Pension Plan

W.R. GRACE: Asks Nod for Walpole Superfund Site Consent Decree
W.R. GRACE: Seeks Approval for EastHampton Site Consent Order
WAREHOUSE INC: Files for Bankruptcy With $4.8 Million Debts
WARREN 8: Organizational Meeting to Form Panel on June 24
WEATHER FINANCE: Moody's Downgrades Corp. Family Rating to 'Caa3'

WEBDIGS INC: Posts $392,600 Net Loss in Q2 Ended April 30
WEBNOTIONS INC: NJ Court Converts Case to Chapter 7 Liquidation
WINN-DIXIE: To Distribute 6.8 Million Shares of Common Stock
ZAYAT STABLES: Fifth Third May Pursue Owner on Debt Guarantee

* Venable LLP's Cross Sees REIT Bankruptcies Over Next Year
* Wick Phillips Gould & Martin Opens Tarrant County Location

* BOOK REVIEW: The Executive Guide to Corporate Bankruptcy


                            *********


131 ARLINGTON: Gets Court's Interim Nod to Use Cash Collateral
--------------------------------------------------------------
The 131 Arlington Street Trust, a Massachusetts business trust,
sought and obtained interim authorization from the Hon. Joan N.
Feeney of the U.S. Bankruptcy Court for the District of
Massachusetts to use cash collateral until June 29, 2010.

The Debtor is an affiliate of SW Boston Hotel Venture, LLC.  In
December 2008, the Debtor pledged certain of its assets as
collateral for a loan from The Prudential Insurance Company of
America to SW Boston.  To fund the construction of SW Boston's W
Boston Hotel and Residences project, SW Boston borrowed funds from
Prudential and the City of Boston.  As a condition to the
financing of the Project, Prudential required that the Debtor
guaranty, among other things, SW Boston's obligations to
Prudential, and the City required that the Debtor guaranty, among
other things, SW Boston's obligations to the City.  The Guaranties
granted to Prudential and the City are non-recourse guaranties
secured by a mortgage on the Debtor's real property.

D. Ethan Jeffery, Esq., at Hanify & King, P.C., the attorney for
the Debtor, explains that the Debtor needs the money to fund its
Chapter 11 case, pay suppliers and other parties.  The Debtors
will use the collateral pursuant to a budget, a copy of which is
available for free at:

         http://bankrupt.com/misc/131_ARLINGTON_budget.pdf

In exchange for using the cash collateral, the Debtors will grant
the prepetition lenders replacement liens.

The Court has set a final hearing for June 29, 2010, at 1:30 p.m.
on the Debtor's request to use cash collateral.

Boston, Massachusetts-based 131 Arlington Street Trust, A
Massachusetts Business Trust, filed for Chapter 11 bankruptcy
protection on June 4, 2010 (Bankr. D. Mass. Case No. 10-16177).
Harold B. Murphy, Esq., at Hanify & King, P.C., assists the
Company in its restructuring effort.  The Company listed
$1,000,001 to $10,000,000 in assets and $100,000,001 to
$500,000,000 in liabilities.


1904 INDUSTRIAL: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: 1904 Industrial, Ltd.
          dba Colleyville Technology and Business Center
        P.O. Box 742346
        Dallas, TX 75374-2346

Bankruptcy Case No.: 10-34162

Chapter 11 Petition Date: June 14, 2010

Court: U.S. Bankruptcy Court
       Northern District of Texas (Dallas)

Judge: Harlin DeWayne Hale

Debtor's Counsel: Joyce W. Lindauer, Esq.
                  Joyce W. Lindauer, Attorney at Law
                  8140 Walnut Hill Lane, Suite 301
                  Dallas, TX 75231
                  Tel: (972) 503-4033
                  Fax: (972) 503-4034
                  E-mail: courts@joycelindauer.com

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

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

According to the schedules, the Company says that assets total
$2,792,460 while debts total $2,248,579.

A copy of the Company's list of 20 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/txnb10-34162.pdf

The petition was signed by J. John Altman, authorized
manager/general partner.


3 G PROPERTIES: Case Summary & 9 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: 3 G Properties, LLC
          dba Granville Park Partners, LLC
          fka Granville Park Partners, LLC* (*Debtor is successor
              by merger.)
          dba Lake Glad Road Commercial, LLC
          fka Lake Glad Road Commercial, LLC* (*Debtor is
              successor by merger.)
          dba Lake Glad Road Partners, LLC
          fka Lake Glad Road Partners, LLC* (*Debtor is successor
              by merger.)
        818 South White Street
        Wake Forest, NC 27587

Bankruptcy Case No.: 10-04763

Chapter 11 Petition Date: June 14, 2010

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

Judge: J. Rich Leonard

Debtor's Counsel: Gregory B. Crampton, Esq.
                  E-mail: gcrampton@nichollscrampton.com
                  Kevin L. Sink, Esq.
                  E-mail: ksink@nichollscrampton.com
                  Nicholls & Crampton, P.A.
                  P.O. Box 18237
                  Raleigh, NC 27619
                  Tel: (919) 781-1311
                  Fax: (919) 782-0465

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

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

The petition was signed by James M. Adams, Sr., member/manager.

Debtor's List of 9 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Granville County Tax Department    2009 Property            $7,553
P.O. Box 219                       Taxes
Oxford, NC 27565

Granville County Tax Department    2009 Property            $7,348
P.O. Box 219                       Taxes
Oxford, NC 27565

Morris Manning & Martin, LLP       Attorneys Fees           $4,102
1000 Park Forty Plaza, Suite 350
Durham, NC 27713

Vance County Tax Office            2009 Property            $2,770
                                   Taxes

Granville County Tax Department    2009 Property            $2,331
                                   Taxes

Summit Consulting Engineers, PLLC  --                         $300

North Carolina Sec. of State       2009 Annual                $200
Corporations Division              Report

Granville County Chamber of        --                          $65
Commerce

Mainline Contracting, Inc.         --                           --


35TH SUNRISE: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: 35th Sunrise Corporation
        1201 Sunrise Highway
        Copiague, NY 11726

Bankruptcy Case No.: 10-74540

Chapter 11 Petition Date: June 14, 2010

Court: U.S. Bankruptcy Court
       Eastern District of New York (Central Islip)

Judge: Robert E. Grossman

Debtor's Counsel: Richard L. Stern, Esq.
                  Macco & Stern, LLP
                  135 Pinelawn Road, Suite 120 South
                  Melville, NY 11747
                  Tel: (631) 549-7900
                  Fax: (631) 549-7845
                  E-mail: rstern@maccosternlaw.com

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

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

According to the schedules, the Company says that assets total
$2,327,150 while debts total $1,243,740.

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

The petition was signed by Tariq Mahmud, president.


ACCELR8 TECHNOLOGY: Posts $361,000 Net Loss for Q3 Ended April 30
-----------------------------------------------------------------
Accelr8 Technology Corporation filed its quarterly report on Form
10-Q, reporting a net loss of $361,144 on $19,873 of revenue for
the three months ended April 30, 2010, compared with a net loss of
$208,927 on $278,527 of revenue for the same period a year ago.

The Company's balance sheet as of April 30, 2010, showed
$4,505,739 in assets, $1,411,971 of liabilities, and $3,093,768 of
stockholders' equity.

The Company has incurred significant operating losses.  As of
April 30, 2010, the Company has limited financial resources and
have not been able to generate positive cash flow from operations.
At April 30, 2010, as compared to July 31, 2009, cash and cash
equivalents decreased by $695,958 from $862,076 to $166,118, or
approximately 80.7% and the Company's working capital decreased
$659,233 or 84.9% from $785,114 to $125,881.  "These factors raise
substantial doubt about our ability to continue as a going
concern."

A full-text copy of the Quarterly Report is available for free at:

               http://researcharchives.com/t/s?6500

Based in Denver, Colo., Accelr8 Technology Corporation (Amex: AXK)
-- http://www.accelr8.com/-- develops and commercializes an
integrated system to identify bacteria and their mechanisms of
antibiotic resistance in critically ill patients.  The Company
develops materials and instrumentation for applications in medical
diagnostics, basic research, drug discovery, and bio-detection in
the United States.


AIRTRAN HOLDINGS: Shows 3-Year Forecasts at BofA Conference
-----------------------------------------------------------
AirTran Holdings Inc. conducted a presentation at the Bank of
America - Merrill Lynch 2010 Global Transportation Conference.

AirTran projected aircraft deliveries showed 0 deliveries for the
remainder of 2010, 6 for 2011 and another 6 in 2012.  Aircraft
fuel hedge is expected to be 70% in the third quarter of 2010, and
57% in the fourth quarter, and down to 43% in 2011.

A full-text copy of the Company's regulatory filing is available
for free at http://ResearchArchives.com/t/s?64fe

                      About AirTran Holdings

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

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

                          *     *     *

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

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


ALFRED VILLALOBOS: People of State Wants Custodian Maintained
-------------------------------------------------------------
The People of the State of California as sought authorization from
the U.S. Bankruptcy Court for the District of Nevada to maintain
David J. Pasternak as custodian for Alfred J.R. Villalobos, or in
the alternative, appoint a Chapter 11 trustee.

On May 5, 2010, upon the People's application, the Superior Court
of the State of California, Los Angeles County, signed a temporary
restraining order, order appointing receiver and order to show
cause re preliminary injunction.  In the Order, the Court
appointed David J. Pasternak as receiver over property owned by or
in the possession of defendants Alfred R. Villalobos and Arvco
Capital Research, LLC., including, 16 parcels of real property,
funds maintained in 21 deposit accounts at certain financial
institutions and in safe deposit boxes, artwork, and vehicles in
the possession of or owned by Mr. Villalobos.  The Court ordered
Mr. Pasternak to "care for, preserve, operate, and maintain the
real properties, artwork, and vehicles."  The Order also required
Mr. Villalobos to turn over possession of the real properties,
artwork, vehicles, and all accounts and funds and enjoined Mr.
Villalobos and his co-defendant Federico R. Buenrostro Jr. from
committing or permitting any waste on any of the real and personal
property and the funds and accounts.

On May 28, 2010, the Superior Court granted the People's
application for a preliminary injunction and confirmed the
receivership.

The People says that without the continuation of the custodian,
the debtors will not use the property for the benefit of creditors
and will continue to mismanage the property in the same manner as
they did before the entry of the Superior Court Order appointing
the receiver.

In granting the temporary restraining order and preliminary
injunction, the Superior Court considered unrefuted evidence that
showed that Mr. Villalobos had not preserved or maintained his
substantial assets, but, instead, had squandered his assets to
such an extent that whatever was left could dissipate quickly.
The People accused the Debtor of mismanagement of cash and
personal and real property.

The People is represented by Irene K. Tamura.

Stateline, Nevada-based Alfred J.R. Villalobos -- together with
Arvo Art, Inc., and two other affiliates -- filed for Chapter 11
bankruptcy protection on June 9, 2010 (Bankr. D. Nev. Case No. 10-
52248).  Stephen R. Harris, Esq., at Belding, Harris & Petroni,
Ltd, assists the Company in its restructuring effort.  The Company
estimated its assets and debts at $10,000,001 to $50,000,000.


AMBAC FINANCIAL: Entered a Series of Debt for Equity Exchanges
--------------------------------------------------------------
Ambac Financial Group, Inc., has entered into a series of debt for
equity exchanges with certain holders of Ambac's 9a...oe%
debentures, due August 2011. Under the terms of the exchange
agreements, the Company issued, or will issue, 5,036,068 shares of
Ambac's common stock in exchange for $8.5 million in aggregate
principal amount of debt to the bondholders.  Following the
issuance of the shares there will be 293,420,336 common shares
outstanding.

                      About Ambac Financail

Headquartered in New York, Ambac Financial Group, Inc., through
its subsidiaries, provided financial guarantees and financial
services to clients in both the public and private sectors around
the world.

The Company's balance sheet as of December 31, 2009, showed
$18.886 billion in assets and $20.520 billion in debts, resulting
in a stockholders' deficit of $1.634 billion.

KPMG LLP, in New York, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the significant deterioration of the
guaranteed portfolio coupled with the inability to write new
financial guarantees has adversely impacted the business, results
of operations and financial condition of the Company's operating
subsidiary.  KPMG also noted that of the Company's limited
liquidity.


AMBAC FINANCIAL: Looking at Ways to Avoid Bankruptcy
----------------------------------------------------
Reuters reports that Ambac Financial CEO David Wallis said at the
annual stockholder meeting in New York that the Company was
looking at ways to improve its liquidity, such as trying to get
cash from a dividend from its operating unit, Ambac Assurance,
according to Peter Poillon, a spokesman for Ambac.

Reuters said June 14 that shares of bond insurer Ambac Financial
Group Inc (ABK.N) rose sharply to 81% on Monday after its chief
executive told shareholders about steps the Company was taking to
try to avoid bankruptcy.

Mr. Wallis, according to Reuters, said that bankruptcy remains a
possibility.

Bondholders of some of the Company's $1.24 billion senior debt
have created an ad hoc committee and will try to push the company
into a prepackaged bankruptcy, according to person familiar with
the matter.

                      About Ambac Financial

Headquartered in New York, Ambac Financial Group, Inc., through
its subsidiaries, provided financial guarantees and financial
services to clients in both the public and private sectors around
the world.

The Company's balance sheet as of December 31, 2009, showed
$18.886 billion in assets and $20.520 billion in debts, resulting
in a stockholders' deficit of $1.634 billion.

KPMG LLP, in New York, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the significant deterioration of the
guaranteed portfolio coupled with the inability to write new
financial guarantees has adversely impacted the business, results
of operations and financial condition of the Company's operating
subsidiary.  KPMG also noted that of the Company's limited
liquidity.


AMERICAN CAPITAL: Puts Brakes on $1.5-Bil. Stock Offering
---------------------------------------------------------
American Capital Ltd. filed with the Securities and Exchange
Commission an Amendment No. 1 to Form N-2, which relates to its
offering, from time to time, up to $1,500,000,000 aggregate
initial offering price of common stock, $0.01 par value per share,
preferred stock, $0.01 par value per share and one or more classes
or series of debt securities in one or more offerings.  The
Amendment delays the effective date of the offering.

The Securities may be offered separately or together, in amounts,
at prices and on terms to be disclosed in one or more supplements
to this prospectus.  The preferred stock and debt securities may
also be convertible or exchangeable into shares of common stock.

A full-text copy of Amendment No. 1 is available at no charge
at http://ResearchArchives.com/t/s?6504

                    Unsecured Debt Default and
                       Restructuring Efforts

Since December 31, 2008, American Capital has been in breach of
financial covenants under its primary unsecured debt arrangements
totaling $2.4 billion as of December 31, 2009.  American Capital
has had active discussions with the creditors to negotiate a
comprehensive restructuring of the unsecured debt.  In November
2009, American Capital reached an agreement in principle with a
steering committee of the lenders under its unsecured revolving
credit facility with respect to the material terms of a proposed
restructuring of the Credit Facility.  Representatives of the
holders of our private unsecured notes and public unsecured notes
and their advisors participated with the bank steering committee
in various parts of the negotiations.  American Capital
subsequently entered into a lock up agreement with all of the
lenders under the Credit Facility to further its efforts to
restructure all of its primary unsecured debt arrangements based
on the proposed Restructuring.  The proposed Restructuring
contemplates that there will be a voluntary amendment and
restatement of the Credit Facility and an exchange of the
unsecured private notes and unsecured public notes for a cash
principal payment and new securities.  In the event that fewer
than 100% of the lenders under our Credit Facility, fewer than
100% of the holders of the private unsecured notes (other than the
$75 million aggregate principal amount of floating rate notes due
2020) or holders of less than 85% of the principal amount of the
public unsecured notes agree to enter the Exchange Transaction,
the Company may implement the proposed Restructuring by means of a
prepackaged reorganization under the Bankruptcy Code through a
voluntary reorganization case under Chapter 11.  American Capital
launched an offer to effect the Exchange Transaction as well as a
solicitation of votes for the Plan on May 3, 2010.  The offer has
been extended to June 22, 2010.

Key terms of the proposed Restructuring include (i) an aggregate
$960 million principal payment at closing, (ii) maturity date of
December 31, 2013, (iii) an interest rate on the floating rate
restructured debt of the greater of 2.00% or LIBOR, plus an
additional 6.50%, which is subject to reduction to 5.50% when the
outstanding obligations are less than $1.0 billion, and an
interest rate on the fixed rate restructured debt denominated in
dollars, Euros and Sterling of 2.46%, 2.25% and 2.58%,
respectively, plus the Applicable Percentage, (iv) scheduled
mandatory amortization payments as well as penalty amortization
payments on certain of the restructured debt, which if not
satisfied would result in an increase in the interest rate, and
(v) the payment of fees equal to 2.00% of the aggregate principal
balance of the restructured debt at closing, and on certain of the
restructured debt an additional 1.00% at both December 31, 2011
and 2012.

The lock up agreement requires all of the lenders to agree to the
proposed Restructuring assuming specified conditions are met.
However, the lock up agreement may be terminated if various stages
of the proposed Restructuring are not completed by certain dates.
Currently, the lock up agreement may be terminated upon the
occurrence of various events, including (i) upon the Exchange
Transaction and the effective date of the Plan or a written
agreement to terminate the lock up agreement, (ii) if the Exchange
Transaction is not consummated in accordance with the proposed
Restructuring and American Capital has not commenced a
Restructuring Case by June 30, 2010 or (iii) if American Capital
commences a Restructuring Case and (1) any material order is
entered that is inconsistent with the lock up agreement or the
proposed Restructuring, which is objected to by a majority of the
lenders, (2) an order finding that the solicitation complying with
applicable law and confirming the Plan has not been entered on or
before July 31, 2010 (unless the administrative agent under the
Credit Facility agrees to an extension of not later than
August 15, 2010) or (3) the Plan is not consummated by August 15,
2010, or the Restructuring Case is dismissed or converted to a
case under Chapter 7 or a trustee or examiner will have been
appointed in the Restructuring Case. In addition, the lock up
agreement may be terminated upon a breach of material obligations
by the other party.

American Capital also entered into a lock up agreement on June 9,
2010, with certain holders of its public unsecured notes, who have
represented that they own beneficially 43% of such class of notes.
The holders agreed generally, among other things, to support the
proposed Restructuring and Plan and, upon American Capital's
request, to help American Capital to reduce the percentage of the
principal amount of the public unsecured notes required to be
tendered as a condition to the Exchange Transaction from 85% to
such percent specified by American Capital, but not less than 51%.
The lock up agreement may be terminated upon the occurrence of
various events, including (i) upon the consummation of the
Exchange Transaction and the effective date of the Plan or a
written agreement to terminate the lock up agreement, or (ii) if
the Exchange Transaction is not completed by July 19, 2010 or if
American Capital has not commenced a Restructuring Case by
July 20, 2010.  In addition, the lock up agreement may be
terminated upon a breach of material obligations by the other
party.

As of December 31, 2009, American Capital's capital resources
under management totaled $12.7 billion, including $6.0 billion of
capital resources under management in its alternative asset funds.
American Capital's third-party alternative asset management
business is conducted through its wholly-owned portfolio company,
American Capital, LLC.  In general, wholly-owned subsidiaries of
American Capital, LLC enter into management agreements with each
of its managed alternative asset funds.

                     About American Capital

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

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


AMERICAN GREETINGS: S&P Affirms 'BB+' Corporate Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'BB+'
corporate credit rating on Cleveland, Ohio-based American
Greetings Corp. and assigned its 'BBB' secured debt rating to the
company's new $350 million secured revolving credit facility.  In
addition, S&P is revising its unsecured debt rating to 'BB+' from
'BB'.

"The new facility replaces the prior $450 million secured credit
facility, and the company has repaid all borrowings under the term
portion of the old facility," said Standard & Poor's credit
analyst Linda Phelps.  In addition, Standard & Poor's assigned a
'1' recovery rating, which indicates its expectation for very high
(90% to 100%) recovery for lenders in the event of a payment
default.  S&P also revised its recovery rating for American
Greetings' unsecured debt to '4' from '5', which indicates its
expectation for average (30% to 50%) recovery.

The ratings on American Greetings reflect the company's improved
credit metrics, strong market position, and broad product
offerings within the greeting card industry.  The company's
participation in the low-growth greeting card sector partially
offset these strengths.  In addition, Standard & Poor's believes
that the company may still face some near-term integration risk
following its 2009 acquisition of Recycled Paper Greetings (RPG)
and 2009 purchase of the Papyrus brand from Schurman Fine Papers.

American Greetings is the second-largest manufacturer and
distributor of greeting cards and other social expression
products.  Standard & Poor's believes that the industry's slow
growth and mature characteristics will continue to constrain
growth in the company's core greeting card business.  The company
now focuses on its core wholesale greeting card business following
the divestiture of its retail operations in April 2009.  Although
American Greetings will continue to work to expand its AG
interactive segment, this segment represents a modest portion of
its overall sales (roughly 5% of fiscal 2010 sales).

The rating outlook is stable.  Standard & Poor's expects the
company's credit metrics and operating performance to remain
relatively unchanged, particularly because of its current focus on
the core greeting card business.  S&P is unlikely to raise the
rating in the near term given the mature nature of the greeting
card industry.  S&P could lower the rating if leverage increases
to well over 3.0x, possibly due to greater-than-expected
volatility in EBITDA or if the company adopts more aggressive
financial policies.


AMR CORPORATION: Gives Investors Details on Eagle Eye
-----------------------------------------------------
AMR Corporation filed with the Securities and Exchange Commission
its Eagle Eye communication to investors.  The document includes
(a) actual unit cost, fuel price, capacity and traffic information
for April and May and (b) forecasts of unit cost, revenue
performance, fuel prices and fuel hedging, capacity and traffic
estimates, liquidity expectations, other income/expense estimates
and share count.  A full-text copy of the document is available
for free at http://ResearchArchives.com/t/s?64fd

To recall AMR, on June 10, named Daniel P. Garton President and
Chief Executive Officer of American Eagle, one of the world's
largest regional airlines.  AMR also reiterated its intent to
evaluate the possible divestiture of American Eagle.

                       About AMR Corporation

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

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

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

                           *     *     *

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


ANTHONY RUSSO: Case Summary & 19 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Anthony V. Russo
        6338 Show Horse Way
        Rancho Cucamonga, CA 91739

Bankruptcy Case No.: 10-28448

Chapter 11 Petition Date: June 15, 2010

Court: United States Bankruptcy Court
       Central District of California (Riverside)

Judge: Meredith A. Jury

Debtor's Counsel: Robert B. Rosenstein, Esq.
                  Rosenstein & Hitzeman
                  28600 Mercedes St Ste 100
                  Temecula, CA 92590
                  Tel: (951) 296-3888
                  Fax: (951) 296-3889
                  E-mail: robert@rosenhitz.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 19 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-28448.pdf

The petition was signed by Anthony V. Russo.


AUTOBACS STRAUSS: Has Voting Exclusivity Extended to July 26
------------------------------------------------------------
Bill Rochelle at Bloomberg News reports that Autobacs Strauss Inc.
sought and obtained an extension until July 26 of the exclusive
right to solicit acceptances for its proposed reorganization plan.
Autobacs previously scheduled a June 21 confirmation hearing for
its plan.  However, the Company said it needs to change the plan
that promised to pay 65% to unsecured creditors with claims
aggregating $18.7 million.  If the group doesn't recover at least
45%, creditors would have ended up owning all the new stock.  If
the 45% threshold is met, Chief Executive Officer Glenn Langsberg
was to have an option to buy all the stock for $300,000.

                      About Autobacs Strauss

Headquartered in South River, New Jersey, Autobacs Strauss Inc. --
http://www.straussauto.com/-- sells after-market automotive parts
and accessories, and operate automotive service centers located in
New York, New Jersey, Philadelphia, Bethlehem and Pennsylvania.
The Company operates 86 retail store locations and has about 1,450
employees.  The Company filed for Chapter 11 protection on
February 4, 2009 (Bankr. D. Del. Case No. 09-10358).  Edward J.
Kosmowski, Esq., at Young Conaway Stargatt & Taylor, LLP,
represents the Debtor in its restructuring efforts.  As of
January 3, 2009, the Debtor had total assets of $75,000,000 and
total debts of $72,000,000.

The Chapter 11 case is Strauss's third.  The preceding Chapter 11
case ended with the confirmation of a Chapter 11 plan in April
2007.  The Company was then named R&S Parts & Service Inc.


AVENTINE RENEWABLE: Inks LOI to Acquire Illinois Ethanol Facility
-----------------------------------------------------------------
In a regulatory filing Tuesday, Aventine Renewable Energy
Holdings, Inc., discloses that on June 10, 2010, it entered into a
non-binding letter of intent with New CIE Energy Opco, LLC, d/b/a
Riverland Biofuels, as seller, and affiliates of certain holders
of the Company's debt and equity securities, as guarantors, to
acquire an ethanol production facility situated in Canton,
Illinois.  As required by the LOI, the Company has made a non-
refundable deposit of $5,000,000.

The Deposit may be returned to the Company only in certain
circumstances, including (i) a filing by which the Seller or the
assets of the Seller are placed under the jurisdiction of the U.S.
Bankruptcy Court and such proceeding is not dismissed within 30
days of filing.

A full-text copy of the regulatory filing is available for free at
http://researcharchives.com/t/s?64f0

                     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.


BARCALOUNGER CORP: Sale Includes American of Martinsville Assets
----------------------------------------------------------------
Barcalounger Corp. has put both its assets and its sister company
American of Martinsville, Inc.'s on auction block.

Barcalounger is engaged in the design and manufacture of
recliners; AOM is engaged in the design and contract manufacture
of case goods and upholstered furniture for the hospitality and
healthcare markets.

A stalking horse bid for all of the assets of both Companies
excluding accounts receivable in the amount of $1.5 million has
been established by the Bankruptcy Court.  This offer will be
subject to both Bankruptcy Court approval and any higher and
better offers that might be received during the solicitation and
auction process for all or any portion of either Company's assets
in the aggregate.  Eligible bids are required to be submitted on
or before 4:00 p.m. (Prevailing Eastern Time) on August 11, 2010,
with an auction to be conducted on August 16, 2010, at 10:00 a.m.
(Prevailing Eastern Time) in Wilmington, Delaware, if multiple
Eligible Bids are received.  The winning bid will be submitted for
Bankruptcy Court approval on August 18, 2010, at 11:00 a.m.
(Prevailing Eastern Time).  A copy of the bidding procedures is
available for free at:

               http://ResearchArchives.com/t/s?6505

For more information, contact the undersigned Financial Advisor to
the Official Committee of Unsecured Creditors:

     Ted Gavin, CTP
     Principal
     NHB Advisors, Inc.
     919 N. Market Street, Suite 1410
     Wilmington, DE 19801
     Tel: (302) 655-8997 x151 (office)
     Mobile: (484) 432-3430
     E-mail: ted.gavin@nhbteam.com

     Peter S. Hartheimer
     Managing Director
     NHB Advisors, Inc.
     405 Lexington Avenue
     26th Floor
     New York, NY 10174
     Mobile: (845) 323-1267
    E-mail: peter.hartheimer@nhbteam.com

     Michael Savage, CTP, CIRA
     Managing Director
     NHB Advisors, Inc.
     8 Fanueil Hall Marketplace
     Boston, MA 02109
     Mobile: (617) 973-7158
     Tel: (617) 973-5105
     E-mail: michael.savage@nhbteam.com

Barcalounger Corp. is a furniture maker from Martinsville,
Virginia.  Barcalounger filed for Chapter 11 bankruptcy protection
on May 19, 2010 (Bankr. D. Del. Case No. 10-11637).  Christopher
A. Ward, Esq., at Polsinelli Shughart PC, assists the Company in
its restructuring effort.  The Company listed $1,000,001 to
$10,000,000 in assets and $10,000,001 to $50,000,000 in
liabilities.

Barcalounger was founded in 1940.  American of Martinsville, based
in Martinsville, VA, was founded in 1906 and has become the
largest manufacturer of furnishings for the hospitality and
healthcare market, with over 770,000 square feet of leased
manufacturing space for the production of case goods and
upholstered furniture.  The Company's Hospitality segment provides
furniture for new and renovated hotel guest rooms for customers
such as Host, Marriott, Westin, Hilton and Hyatt.  The Company's
Healthcare segment is primarily focused on the manufacture of
upholstered seating for assisted living facilities for customers
such as Emeritus, Brookdale and Five Star, among others.

The Companies experienced significantly lower than anticipated
operating profits for the past two years, due primarily to the
economic downturn and the attendant drop in furniture sales in
general.  Partially as a result, Barcalounger was unable to
maintain adequate liquidity to continue as a going concern under
present ownership.


BIOJECT MEDICAL: Shareholders Approve Amended Incentive Plan
------------------------------------------------------------
Bioject Medical Technologies Inc.'s shareholders approved
amendments to the 2002 Restated Stock Incentive Plan to:

   i) reserve an additional 1,500,000 shares for the 2002 Restated
      Stock Incentive Plan, thereby increasing the total number of
      shares reserved for issuance under the 2002 Restated Stock
      Incentive Plan to 5,400,000 shares, and

  ii) extend the expiration date of the Plan from June 30, 2010 to
      June 9, 2020.

Under the 2002 Restated Stock Incentive Plan, the Board of
Directors made these option grants to named executive officers:

  * Ralph Makar
  * Christine M. Farrell
  * Richard R. Stout, M.D.

Each option will vest 1/4 annually on the first four anniversaries
of the date of grant.

Pursuant to Ralph Makar's Employment Agreement dated October 1,
2007, Mr. Makar is eligible to receive a target of 200,000
restricted stock units for each of the 2008 and 2009 calendar
years based upon his achievement in each period of certain
milestones.  The employment agreement provides that such
restricted stock units will vest 1/3 annually on the first three
anniversaries of the date of grant.  On June 10, 2010, the Board
of Directors awarded Mr. Makar 400,000 restricted stock units
pursuant to his employment agreement with respect to performance
in calendar years 2008 and 2009.  Of the 400,000 restricted stock
units awards, 1/2 were vested as of the grant date and an
additional 1/4 will vest annually on the first two anniversaries
of the grant date.  Accelerated vesting was in lieu of any cash
bonus.

                       About Bioject Medical

Bioject Medical Technologies Inc. (OTCBB: BJCT) --
http://www.bioject.com/-- based in Portland, Oregon, is an
innovative developer and manufacturer of needle-free injection
therapy systems.  The Company is focused on developing mutually
beneficial agreements with leading pharmaceutical, biotechnology,
and veterinary companies.

                           *     *     *

According to the Troubled Company Reporter on April 8, 2010,
Moss Adams LLP, in Portland, Oregon, in its March 30, 2010 report,
said Bioject Medical Technologies Inc. has suffered recurring
losses, has had significant recurring negative cash flows from
operations, and has an accumulated deficit that raise substantial
doubt about its ability to continue as a going concern.


BLACK CROW: District Court Won't Stay $1.5MM Financing Order
------------------------------------------------------------
To recall, Black Crow Media Group LLC won bankruptcy court
approval on May 28 for a $1.5 million loan, over objection from
prepetition secured lender General Electric Capital Corp., which
is owed $38.9 million.  GECC then appealed the order approving the
new financing, but the bankruptcy judge denying a stay pending
appeal.

According to Bloomberg's Bill Rochelle, GECC went to the U.S.
District Court, also seeking a stay.  The district judge on
June 14 likewise denied a stay pending appeal.  Without a stay,
Black Crow can draw down the loan despite the appeal that
nevertheless may go ahead.

GECC believes the bankruptcy judge improperly made its existing
loan subordinate to the lien securing the new $1.5 million loan.

                       About Black Crow

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.


BOSTON CEI: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Boston CEI, LLC
          aka CEI Boston, LLC
        15 Shire Drive
        Norfolk, MA 02056

Bankruptcy Case No.: 10-16502

Chapter 11 Petition Date: June 15, 2010

Court: United States Bankruptcy Court
       District of Massachusetts (Boston)

Judge: Joan N. Feeney

Debtor's Counsel: John M. McAuliffe, Esq.
                  McAuliffe & Associates, P.C.
                  430 Lexington Street
                  Newton, MA 02466
                  Tel: (617) 558-6889
                  E-mail: mcauliffeassociates@hotmail.com

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

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

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

The petition was signed by Peter Banks, managing member.


BOURBONNEUX LLC: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Bourbonneux, LLC
        873 E 3rd St
        Durango, CO 81301-5756

Bankruptcy Case No.: 10-24911

Chapter 11 Petition Date: June 15, 2010

Court: United States Bankruptcy Court
       District of Colorado (Denver)

Judge: A. Bruce Campbell

Debtor's Counsel: Philipp C. Theune, Esq.
                  1763 Franklin St.
                  Denver, CO 80218-1124
                  Tel: (303) 832-1150
                  Fax: (303) 845-6934
                  E-mail: ptheune@ptr-law.com

Scheduled Assets: $3,901,050

Scheduled Debts: $2,380,754

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

The petition was signed by Rebecca Bleger, manager.


BOWEN BANBURY: Bankr. Ct. Abstains from Hearing State Law Claims
----------------------------------------------------------------
WestLaw reports that a bankruptcy court would exercise its
discretion to permissively abstain from hearing state law claims
and counterclaims asserted by a nondischargeability complainant
and an individual Chapter 11 debtor, to allow these state law
liability issues to be resolved in a pending state court lawsuit
by a court which had jurisdiction to do so.  The bankruptcy court
would retain jurisdiction to decide the dischargeability of any
debts owed by the debtor to complainant, after the parties' claims
and counterclaims had been litigated and determined by the state
court.  In re Banbury, --- B.R. ----, 2010 WL 2132708 (Bankr. D.
Colo.).

Bowen W. Banbury sought Chapter 11 protection (Bankr. D. Colo.
Case No. 09-31477) on Oct. 12, 2009.  The Debtor is represented by
Peter W. Ito, Esq., at Gordon & Rees LLP in Denver.  At the time
of the filing, the Mr. Banbury estimated his assets and debts at
less than $10 million.


BP PLC: Rep. Conyers Has Bill That Would Cut Bankruptcy Options
---------------------------------------------------------------
Bloomberg News reports that Rep. John Conyers Jr., chairman of the
House Judiciary Committee, introduced a bill on June 10 that would
take away some of BP Plc's bankruptcy options, should it choose
reorganization to resolve liabilities for the oil spill in the
Gulf of Mexico.

According to the report, if passed in both houses of Congress and
signed by the president, the bill would prevent any BP company
liable for the spill from selling any property unless the buyer
agrees to be liable for damages "arising from the incident" that
aren't paid by London-based BP. If BP were to need bankruptcy
protection, the proposed law would force it to do so in the U.S.,
according to Lynn LoPucki, a professor of law from the University
of California at Los Angeles.  If enacted, the legislation would
also prevent BP from taking a page out of the General Motors
playbook where assets were sold to a new company free from all
claims, in the process cutting off creditors from seeking payment
from "new" GM.  The bill would also prevent BP from using Chapter
15 of U.S. bankruptcy law, which governs cross-border
insolvencies.  If the bill passes, BP companies seeking bankruptcy
protection in the U.S. could only utilize Chapter 7 for
liquidation or Chapter 11 for reorganization.

Bloomberg notes that blocking access to Chapter 15 would take away
an attractive option that could put a court in London in control
of bankruptcies even in the U.S.  Passing the bill would assure
that U.S. bankruptcy courts would be the primary authority in the
bankruptcy of any BP company, at least with respect to assets
within the reach of U.S. federal courts.

According to Bloomberg, absent the change in law proposed by
Conyers in H.R. 5503, BP and its subsidiaries could file for
administration in U.K. courts, aiming to force U.S. creditors to
prove their claims to the satisfaction of the U.K. court by filing
under Chapter 15 in the U.S.  The Conyers bill would foreclose the
Chapter 15 option.  Even before enactment, the bill might scare
away anyone thinking about buying assets from BP.

Gregory L. White, Robert Thomson and Rebecca Blumenstein at The
Wall Street Journal report that Russian President Dmitry Medvedev
said the Gulf of Mexico oil spill could threaten the survival of
BP PLC.  On the eve of his first state visit to the U.S. next
week, the Journal says Mr. Medvedev questioned whether the Gulf
oil spill might lead to the "annihilation" or breakup of BP, as
the company faces billions of dollars in losses from the disaster.
According to the Journal, he stopped short of saying Russia would
re-evaluate BP's lucrative partnership in Russia, which represents
almost a quarter of its oil production, but predicted the spill
will prompt a fundamental rethinking of oil exploration around the
world.

The Wall Street Journal's Guy Chazan reports that investors'
initial enthusiasm about BP PLC's deal with the White House gave
way to doubts Thursday that it would remove the uncertainty
hanging over the company's future.  Mr. Chazan says BP's shares
rose 7% in London, but there was still dismay that the agreement
on a $20 billion fund didn't cap BP's liabilities for the Gulf of
Mexico oil spill and fears remained that the company could face
litigation risks for years to come.  BP's American depository
shares fell 0.4%in New York trading as BP CEO Tony Hayward was
grilled by a congressional committee on the company's actions
before and after its undersea well went out of control April 20.
The session suggested that anger at the oil company remained high
among U.S. lawmakers.

                           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%.


BRAMPTON PLANTATION: Amends List of Largest Unsecured Creditors
---------------------------------------------------------------
Brampton Plantation, LLC, filed with the U.S. Bankruptcy Court for
the Southern District of Georgia an amended list of its largest
unsecured creditors, disclosing:

A full-text copy of the amended list is available for free at
http://bankrupt.com/misc/gasb10-40963_amended.pdf

Headquartered in Upper Marlboro, Maryland, Brampton Plantation,
LLC, filed for Chapter 11 on May 3, 2010 (Bankr. S.D. Ga. Case No.
10-40963).  C. James McCallar, Jr., Esq. at McCallar Law Firm
assists the Debtor in its restructuring effort.  In its petition,
the Debtor listed assets and debts both ranging from $10,000,001
to $50,000,000.


BRAMPTON PLANTATION: Creditor BB&T Wants Case Dismissed
-------------------------------------------------------
Creditor Branch Banking and Trust Company asks the U.S. Bankruptcy
Court for the Southern District of Georgia to dismiss the
Chapter 11 of Brampton Plantation, LLC, as it was filed in "bad
faith".

As of the petition date, the Debtor was indebted to BB&T in the
principal amount of $23,966,217 in respect of amounts owed under a
revolving note, plus the contingent amount of $853,988 in respect
of undrawn and unexpired letters of credit issued by BB&T at the
request of the Debtor, plus accrued interest, costs, other
charges, and legal fees and expenses for which the Debtor is
liable to BB&T under the loan documents and applicable law.

BB&T explains that on the eve of a foreclosure sale by BB&T, the
Debtor filed for bankruptcy for the purpose of hindering, delaying
and frustrating BB&Ts legitimate efforts to realize upon its
collateral.

Headquartered in Upper Marlboro, Maryland, Brampton Plantation,
LLC, filed for Chapter 11 on May 3, 2010, (Bankr. S.D. Ga. Case
No. 10-40963).  C. James McCallar, Jr., Esq. at McCallar Law Firm
assists the Debtor in its restructuring effort.  In its petition,
the Debtor listed assets and debts both ranging from $10,000,001
to $50,000,000.


BRAMPTON PLANTATION: U.S. Trustee Unable to Form Creditors Panel
----------------------------------------------------------------
Donald F. Walton, the U.S. Trustee for Region 21, notified the
U.S. Bankruptcy Court for the Southern District of Georgia that
he was unable to appoint an Official Committee of Unsecured
Creditors in the Chapter 11 case of Brampton Plantation, LLC.

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

Headquartered in Upper Marlboro, Maryland, Brampton Plantation,
LLC, filed for Chapter 11 on May 3, 2010 (Bankr. S.D. Ga. Case No.
10-40963).  C. James McCallar, Jr., Esq. at McCallar Law Firm
assists the Debtor in its restructuring effort.  In its petition,
the Debtor listed assets and debts both ranging from $10,000,001
to $50,000,000.


BRAMPTON PLANTATION: Files Schedules of Assets and Liabilities
--------------------------------------------------------------
Brampton Plantation, LLC, filed with the U.S. Bankruptcy Court for
the Southern District of Georgia its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $35,525,000
  B. Personal Property              $875,725
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $27,218,603
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $587,840
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $9,222,897
                                 -----------      -----------
        TOTAL                    $36,400,725      $37,029,340

Headquartered in Upper Marlboro, Maryland, Brampton Plantation,
LLC, filed for Chapter 11 on May 3, 2010 (Bankr. S.D. Ga. Case No.
10-40963).  C. James McCallar, Jr., Esq. at McCallar Law Firm
assists the Debtor in its restructuring effort.  In its petition,
the Debtor listed assets and debts both ranging from $10,000,001
to $50,000,000.


BRIDGE ASSOCIATES: Case Summary & Largest Unsecured Creditor
------------------------------------------------------------
Debtor: Bridge Associates of Tannersville, LLC
        P.O. Box 177
        Woodmere, NY 11598

Bankruptcy Case No.: 10-74541

Chapter 11 Petition Date: June 14, 2010

Court: U.S. Bankruptcy Court
       Eastern District of New York (Central Islip)

Judge: Robert E. Grossman

Debtor's Counsel: Roy J. Lester, Esq.
                  600 Old Country Road, Suite 229
                  Garden City, NY 11530
                  Tel: (516) 357-9191
                  Fax: (516) 357-9281
                  E-mail: rlester@rlesterlaw.com

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

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

According to the schedules, the Company says that assets total
$1,005,000 while debts total $310,158.

The petition was signed by Alan Luckner, managing member.

The list of unsecured creditors filed together with the petition
contains only one entry:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Sam Goosay                         Business Loan           $10,000
RR6, Box 6420
Saylorsburg, PA 18353

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                            Case No.   Petition Date
        ------                            --------   -------------
Bridge Associates Of Pocono Township, LP  10-74195        06/01/10
Bridge Associates of Brodheadsville, LLC  10-74215        06/02/10


BRUCE CHATMAN: Case Summary & 9 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Bruce Chatman
        12 Battersea Lane
        Fort Washington, MD 20744

Bankruptcy Case No.: 10-23382

Chapter 11 Petition Date: June 14, 2010

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

Judge: Paul Mannes

Debtor's Counsel: Charles L. Wardell, Esq.
                  1425 K Street, NW, Suite 350
                  Washington, DC 20005
                  Tel: (202) 587-2774
                  Fax: (800) 863-0748
                  E-mail: waresq@aol.com

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

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

A copy of the Debtor's list of 9 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mdb10-23382.pdf

The petition was signed by the Debtor.


BUTCHER BOY: Owner Issues Apology for Stink
-------------------------------------------
Kristina Doss at Dow Jones Daily Bankruptcy Review reports that
Clint Jolly issued an apology to local residents in Sparks,
Nevada, regarding a "pretty funky" smell oozing out of a freezer
full of rotting meat located right outside his food store.

According to Dow Jones, Mr. Jolly posted a statement and YouTube
video on his Web site Monday, explaining that the freezer was used
to store game meats that his store -- known as Butcher Boy --
would process for hunters.  But since handing the reigns of the
store to a bankruptcy official, the power has been shut off to the
outside freezer and the meat stored in there has since spoiled "to
the point that the Environmental Health Services Department is
talking about having a HazMat team come in and clean it up."

Dow Jones, citing court documents, says Butcher Boy filed for
Chapter 11 protection on July 25, 2008, hoping to reorganize its
debts and "keep the business moving forward."  But after the
company's financial situation failed to improve, the court last
year dismissed the bankruptcy case, Dow Jones reports.

Dow Jones reports that Mr. Jolly said that their "only choice was
to turn over everything we owned to the bank" and the trustee in
the Chapter 11 case.  The locks to the property were changed, and
Jolly and his father haven't had any access for the past five to
six months, Mr. Jolly said, according to the report.

Based in Sparks, Nevada, Butcher Boy Meat, Deli & Catering, Inc.
-- http://www.butcherboy.us/-- opened in 1974.  Butcher Boy
provided groceries and deli and catering services.  Since its
founding in 1974, the store became a popular place for local
families in search of fine foods such as prime rib and ham.  It
filed for bankruptcy protection on July 25, 2008 (Bankr. D. Nev.
Case No. 08-51266).  The Debtor was represented by Stephen R.
Harris, Esq., at Belding Harris & Petroni, Ltd., in Reno.  The
Debtor disclosed estimated assets between $1 million and
$10 million and estimated debts between $1 million and
$10 million.

As reported by the Troubled Company Reporter on November 30, 2009,
a federal bankruptcy court rejected Butcher Boy Meat & Deli's
Chapter 11 plan of reorganization.


CANAL CAPITAL: Swings to $48,900 Net Loss as Revenues Down
----------------------------------------------------------
Canal Capital Corporation filed its quarterly report on Form 10-Q,
reporting a $48,911 net loss for the three months ended April 30,
2010, compared with $107,723 net income during the same period a
year ago.  Real estate revenues totaled $70,863 for the quarter
ended April 30, 2010, compared with $367,439 during the same
period last year.

The Company's balance sheet at April 30, 2010, showed $3,388,038
in total assets, total liabilities of $3,015,286, for a total
stockholders' equity of $372,752.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?64fa

                        About Canal Capital

Canal Capital Corporation is engaged in two distinct businesses --
real estate and stockyard operations.  Canal's real estate
properties are located in Sioux City, Iowa, South St. Paul,
Minnesota, St. Joseph, Missouri, Omaha, Nebraska and Sioux Falls,
South Dakota.  The properties consist, for the most part, of an
Exchange Building (commercial office space), land and structures
leased to third parties as well as vacant land available for
development or resale.  Canal also operates two central public
stockyards located in St. Joseph, Missouri and Sioux Falls, South
Dakota.

                           *     *     *

According to the Troubled Company Reporter on Feb. 4, 2010,
Canal Capital Corporation said there is substantial doubt about
its ability to continue as a going concern.  The Company has
suffered recurring losses from operations and is obligated to
continue making substantial annual contributions to its defined
benefit pension plan.  Canal said its cash flow position has been
under significant strain for the past several years.  Canal
continues to closely monitor and reduce where possible its
operating expenses and plans to continue its program to develop or
sell the property it holds for development or resale as well as to
reduce the level of its art inventories to enhance current cash
flows.


CANWEST GLOBAL: CMI Proposes to Conduct Creditors'' Meeting
----------------------------------------------------------
Canwest Global Communications Corp. and the other applicants and
partnerships -- the CMI Entities -- seek permission from the
Ontario Superior Court of Justice to hold a meeting of their
creditors.

The purpose of the meeting is to consider and vote on a
resolution approving a plan of compromise or arrangement, which
is based on a deal between Canwest Global and Shaw Communications
Inc.

Shaw Communications earlier agreed to acquire 100% of the over-
the-air and specialty television businesses of Canwest Global for
about C$2 billion.  These include all of the equity interests in
CW Investments Co., the Canwest subsidiary that owns the
specialty television channels.

Prior to the creditors meeting, the CMI Entities will implement a
process for the conduct of the meeting, which include
classification of creditors, voting in person or by proxy, the
call for a vote on the resolution to approve the plan, the
required majority and the effect of the vote, among other things.
The implementation of the process is subject to the Canadian
Court's approval.

In connection with the creditors meeting, the CMI Entities also
ask the Canadian Court to accept the filing of the plan of
compromise or arrangement with the creditors, and to approve the
documents that were executed in connection with the Canwest-Shaw
deal.

Canwest Global is expected to get a sanction order on the plan
from the Canadian Court by no later than August 27, 2010.

                     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).


CANWEST GLOBAL: CMI's CCAA Stay Period Extended to September 8
--------------------------------------------------------------
Canwest Global Communications Corp. and the other applicants and
partnerships -- the CMI Entities -- sought and obtained from
Honorable Madam Justice Sarah E. Pepall of the Ontario Superior
Court of Justice an order extending the stay provided under the
Companies' Creditors Arrangement Act to September 8, 2010.

Lyndon Barnes, Esq., at Osler Hoskin & Harcourp LLP, in Toronto,
Ontario, said the extension will allow the CMI Entities to
continue to work towards the implementation of a plan of
arrangement or compromise based on a recapitalization transaction
with the ad hoc committee of noteholders and Shaw Communications
Inc., and to deal with the remaining claims of creditors.

In its initial order issued last year, the Canadian Court
provided a 30-day stay period which it has extended on several
occasions, most recently to June 15, 2010.

                     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).


CANWEST GLOBAL: CMI Seeks Approval of FTI, Stikeman Fees
--------------------------------------------------------
Canwest Global Communications Corp. and the other applicants and
partnerships -- the CMI Entities -- sought and obtained an order
from the Ontario Superior Court of Justice approving the proposed
fees and reimbursement of expenses of FTI Consulting Canada Inc.
and Stikeman Elliott LLP.

FTI has proposed payment of $2,539,909 for its fees, $32,840 for
expenses, and $131,539 for goods and services tax for the period
January 1 to May 23, 2010.  Meanwhile, Stikeman has requested
payment of $1,287,961 for its fees, $83,579 for its expenses and
$68,563 for goods and services tax for the period January 1 to
May 14, 2010.

FTI is the firm appointed by the Canadian Court to monitor the
CMI Entities' assets while Stikeman serves as the firm's legal
counsel.

                     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).


CANWEST GLOBAL: Wins Nod to Complete Transition Agreement
---------------------------------------------------------
Canwest Global Communications Corp. and the other applicants and
partnerships -- the CMI Entities -- sought and obtained court
approval of a deal that would authorize them to take additional
steps in furtherance of their Transition and Services Agreement
dated October 26, 2009.

Canwest Global hammered out the deal with Canwest Media Inc.,
Canwest Television Limited Partnership, The National Post
Company, Canwest Limited Partnership, Canwest Publishing
Inc./Publications Canwest Inc. and National Post Inc., to address
these issues:

  (1) the assignment of contracts from the CMI Entities to
      Canwest Publishing;

  (2) the realignment of intellectual property including
      trademarks and domain names;

  (3) the realignment of certain computer hardware owned by CTLP
      and used by Canwest Limited Partnership;

  (4) the joint ownership of certain proprietary software;

  (5) the extension of some shared services arrangements set out
      in the new Shared Services Agreement;

  (6) the termination of some pension arid benefit plan
      participation arrangements as a result of the transfer or
      realignment of some misaligned pension and benefit plan
      participants into pension and benefit plans sponsored by
      their employer;

  (7) the obligations of CMI with respect to the transfer of
      certain real estate held by CMI as nominee for Canwest
      Publishing and entry into formal subleases with respect to
      shared premises;

  (8) entry into new inter-company agreements; and

  (9) the assumption of case management responsibility by the
      National Post for the conduct of litigation matters
      insured by policies of insurance maintained for the
      benefit of The National Post Company and its employees in
      which they are the defendants.

The deal is formalized in a 37-page agreement known as the
Omnibus Transition and Services Agreement, a copy of which is
available for free at:

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

Canwest Publishing Inc./Publications Canwest Inc., Canwest Books
Inc., Canwest (Canada) Inc., and Canwest Limited
Partnership/Canwest Societe en Commandite -- the LP Entities --
also filed with the Ontario Superior Court of Justice a similar
motion in their own proceedings under the Companies' Creditors
Arrangement Act.  The Canadian Court has not yet issued a ruling
on the motion.

Lyndon Barnes, Esq., at Osler Hoskin & Harcourp LLP, in Toronto,
Ontario, said the steps being addressed in the Omnibus Transition
and Reorganization Agreement aim for the final separation of
Canwest Global's and Canwest Limited's business so that each can
function as an autonomous business enterprise.

In its monitor reports, FTI Consulting Canada Inc., the firm
appointed to monitor the assets of the CMI Entities and the LP
Entities expressed support for the approval of the Omnibus
Transition and Services Agreement.

                     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).


CATHOLIC CHURCH: Creditors Wants Diocese in Civil Contempt
----------------------------------------------------------
Creditors of the Catholic Diocese of Wilmington Inc. have asked a
bankruptcy judge to hold the diocese in civil contempt for
violating the automatic stay in its Chapter 11 proceedings by
effectively asking the Delaware Supreme Court to rule that 148 sex
abuse claims against it are time-barred, according to Bankruptcy
Law360.

Law360 says the official committee of unsecured creditors, which
consists mostly of alleged sex abuse victims, filed a motion
Tuesday in the U.S. Bankruptcy Court for the District of Delaware.

                  About the Diocese of Wilmington

The Diocese of Wilmington covers Delaware and the Eastern Shore of
Maryland and serves about 230,000 Catholics.  The Delaware diocese
is the seventh Roman Catholic diocese to file for Chapter 11
protection to deal with lawsuits for sexual abuse.  Previous
filings were by the dioceses in Spokane, Washington; Portland,
Oregon; Tucson, Arizona; Davenport, Iowa, Fairbanks, Alaska; and
San Diego, California.

The bankruptcy filing automatically stayed eight consecutive abuse
trials scheduled in Delaware scheduled to begin October 19.  There
are 131 cases filed against the Diocese, with 30 scheduled for
trial.

The Diocese filed for Chapter 11 on Oct. 18, 2009 (Bankr. D. Del.
Case No. 09-13560).  Attorneys at Young Conaway Stargatt & Taylor,
LLP, serve as counsel to the Diocese.  The Ramaekers Group, LLC is
the financial advisor.  The petition says assets range $50,000,001
to $100,000,000 while debts are between $100,000,001 to
$500,000,000. (Catholic Church Bankruptcy News; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).


CENTRAL CROSSING: Lender Contributed Capital to Maintain Interest
-----------------------------------------------------------------
The Hon. Novalyn L. Winfield of the U.S. Bankruptcy Court for the
District of New Jersey will consider at a hearing on July 20,
2010, at 11:00 a.m., the confirmation of Central Crossing Business
Park Building II, LLC's Plan of Reorganization.  The hearing will
be held at Courtroom 3D, Martin Luther King Federal Building, 50
Walnut Street, 3rd Floor, Newark, New Jersey.  Objections, if any,
are due 10 days prior to the hearing date.

According to the Disclosure Statement, the source of funds to
achieve consummation of and carry out the Plan will be the cash
from the assets and cash on hand and the funding.

The amount of indebtedness owed by the Debtor to Harry and Wendy
Kantor under a postpetition note, mortgage and security agreement
and assignment, will be contributed by the lender as a capital
contribution to the Debtor for Harry Kantor to maintain ownership
of all interests in the Debtor as of the effective date.

Holders of unsecured claims (but excluding the unsecured claims of
insiders or affiliates of the Debtor who agreed not to
participate in any distributions under the Plan) will receive a
pro rata distribution of cash in the amount of $28,000.  This is
expected to result in a dividend of approximately 93% to holders
of allowed unsecured claims.

Webster Bank's allowed secured claim will be paid in full over
time.  The source of cash to pay Webster will come from the
Debtor's operation of the real property.

Holders of interests will receive no cash distribution on account
of the interests in the Debtor, but rather will retain their
interests in the Debtor in exchange for the capital contribution.

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

The Debtor is represented by:

     Kenneth A. Rosen, Esq.
     Bruce Buechler, Esq.
     Nicole Stefanelli, Esq.
     Lowenstein Sandaler PC
     65 Livingston Avenue
     Roseland, New Jersey 07068
     Tel: (973) 597-2500
     Fax: (973) 597-2400

        About Central Crossings Business Park Building II

Jersey City, New Jersey-based Central Crossings Business Park
Building II, LLC, owns and operates a portion of an industrial
business park located at 300 Bordentown-Hedding Road in
Bordentown, New Jersey.  The Company filed for Chapter 11
bankruptcy protection on February 18, 2010 (Bankr. D. N.J. Case
No. 10-14578).  Kenneth Rosen, Esq., at Lowenstein Sandler,
assists the Company in its restructuring effort.  The Company
estimated its assets and debts at $10,000,001 to $50,000,000.


CENTRAL CROSSINGS: Webster Bank Wants Chapter 11 Case Dismissed
---------------------------------------------------------------
The Hon. Novalyn L. Winfield of the U.S. Bankruptcy Court for the
District of New Jersey will consider at a hearing on May 4, 2010,
at 10:00 a.m., secured creditor Webster Bank, N.A.'s motion to
dismiss the Chapter 11 case of Crossings Business Park Building
II, LLC, or, alternatively, for relief from the automatic stay.
The hearing will be held at the U.S. Bankruptcy Court, Martin
Luther King, Jr. Federal Building, 50 Walnut Street, Third Floor,
Newark, New Jersey.  Objections, if any are due 7 days prior to
the hearing date.

Jersey City, New Jersey-based Central Crossings Business Park
Building II, LLC, owns and operates a portion of an industrial
business park located at 300 Bordentown-Hedding Road in
Bordentown, New Jersey.  The Company filed for Chapter 11
bankruptcy protection on February 18, 2010 (Bankr. D. N.J. Case
No. 10-14578).  Kenneth Rosen, Esq., at Lowenstein Sandler,
assists the Company in its restructuring effort.  The Company
estimated its assets and debts at $10,000,001 to $50,000,000.


CHRYSLER LLC: Lawmaker Wants Ban on Hiring of Lobbyist
------------------------------------------------------
Eric Morath at Dow Jones Daily Bankruptcy Review reports that U.S.
Rep. Darrell Issa is seeking to ban the car companies the U.S.
government ushered through bankruptcy last year from lobbying
lawmakers.  The California Republican was set to introduce a
proposal Thursday that would ban General Motors, Chrysler and
other companies in which the government holds an ownership stake
from hiring lobbying firms.

"These companies need to be judicious about how taxpayers' dollars
are spent," Issa spokesman Kurt Bardella said Wednesday, according
to Dow Jones.  "The need to hire someone to lobby a fellow
stakeholder is hard to justify."

Dow Jones notes Mr. Issa is seeking to use similar standards for
the auto makers as apply to government-backed mortgage lenders
Fannie Mae and Freddie Mac.

                        About Chrysler LLC

Chrysler LLC and 24 affiliates on April 30 sought Chapter 11
protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case
No. 09-50002).  Chrysler hired Jones Day, as lead counsel; Togut
Segal & Segal LLP, as conflicts counsel; Capstone Advisory Group
LLC, and Greenhill & Co. LLC, for financial advisory services; and
Epiq Bankruptcy Solutions LLC, as its claims agent.  Chrysler has
changed its corporate name to Old CarCo following its sale to a
Fiat-owned company.  As of December 31, 2008, Chrysler had
$39,336,000,000 in assets and $55,233,000,000 in debts.  Chrysler
had $1.9 billion in cash at that time.

In connection with the bankruptcy filing, Chrysler reached an
agreement with Fiat SpA, the U.S. and Canadian governments and
other key constituents regarding a transaction under Section 363
of the Bankruptcy Code that would effect an alliance between
Chrysler and Italian automobile manufacturer Fiat.  Under the
terms approved by the Bankruptcy Court, the company formerly known
as Chrysler LLC on June 10, 2009, formally sold substantially all
of its assets, without certain debts and liabilities, to a new
company that will operate as Chrysler Group LLC.  Fiat has a 20
percent equity interest in Chrysler Group.

Judge Arthur J. Gonzalez signed a written order on April 23, 2010,
confirming the modified Second Amended Joint Plan of Liquidation
filed by Old Carco LLC, formerly known as Chrysler LLC, and its 24
debtor subsidiaries.


CHURCH & DWIGHT: S&P Raises Corporate Credit Rating From 'BB+'
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Princeton, New Jersey-based Church & Dwight Co. to
'BBB-' from 'BB+'.  The outlook is stable.

The company's issue-level ratings on its secured bank debt and
subordinated notes remain 'BBB' and 'BB+', respectively.  S&P
withdrew the '1' recovery rating on the secured bank debt and the
'3' recovery rating on the subordinated notes, based on S&P's
criteria.

"The upgrade is based on the company's continued positive
operating momentum, strong credit measures, and good cash flow
generation," said Standard & Poor's credit analyst Susan Ding.
The company has continued to grow its brands and expand its
revenues and EBITDA base for the past several years, despite a
weak economy and highly competitive retail environment.  Church &
Dwight has also successfully integrated past acquisitions and
subsequently grown its acquired brands, expanding into new product
categories and also growing internationally.  While S&P believes
the company will continue its growth strategy via acquisitions,
S&P expects debt leverage to be managed within the 2.0 to 3.0 x
range.

The ratings on Princeton, N.J.-based Church & Dwight Co. Inc.
incorporate the company's diversified product portfolio and its
established consumer brands, including Arm & Hammer, Trojan,
OxiClean, First Response, Nair and Orajel; its stable operating
performance; good free cash flow generation; and improving credit
measures.  Its participation in the highly competitive personal
care segment of the consumer products industry, its lack of
significant international geographic diversity, and its somewhat
aggressive acquisition strategy offset the positive factors.

Although the company's leading brands (such as Arm & Hammer) are
growing, it competes against much larger companies, including
Procter & Gamble Co. (AA-/Stable/A-1+) and Colgate-Palmolive Co.
(AA-/Stable/A-1+), with much greater resources to promote and
market products.  With about $2.6 billion of sales, the company
is relatively small compared with Procter & Gamble Co. with about
$80 billion of sales and Colgate-Palmolive Co. with about
$16 billion of sales.  Church & Dwight's operations also are less
geographically diverse than those of many of its competitors, as
about 80% of its sales are in the U.S., compared with less than
30% for Colgate-Palmolive.  Nevertheless, Church & Dwight has
expanded its product portfolio and diversified its Arm & Hammer
brand into new product categories, including liquid detergents,
cat litter, and other household cleaning products.

Church & Dwight continues to demonstrate improvement in its
operating performance and credit measures, despite the weak
economy and a difficult retail environment.  S&P expects the
company will continue to manage leverage at or less than 2x to
3.0x range as part of its growth strategy, even if margins
declined 150 basis points and revenues were flat for fiscal 2010.
Given the current challenging economic environment and S&P's
expectation that the company will likely continue making
acquisitions, it is unlikely S&P would raise the rating over the
next 12-18 months.  S&P would consider lowering the ratings if the
company materially changes its financial policy and leverage
increases above the mid-3x area, and if the company encounters
operating pressures and margins deteriorate meaningfully.


CIENA CAPITAL: Has Deal with Lender, Creditors Panel
----------------------------------------------------
Jacqueline Palank at Dow Jones Daily Bankruptcy Review reports
that Ciena Capital LLC is seeking bankruptcy-court approval of a
compromise that protects the majority of its lender's $327 million
secured claim but promises unsecured creditors a payout of nearly
$16 million.  In exchange for the payout, the official committee
representing Ciena's unsecured creditors has agreed to drop a
lawsuit challenging the liens securing the claims of Ciena's
lender, Ares Capital Corp.

The unsecured creditors and the U.S. Small Business
Administration, which backed the loans that Ciena originated and
serviced, filed the lawsuit last year.  The lawsuit aimed to wipe
out the liens securing the $325 million in principal Ciena owed
under its pre-bankruptcy loan at the time of its Chapter 11
filing.  Ares Capital took the debt into its hands upon its merger
with previous debtholder Allied Capital Corp.

Under the settlement, Ares would allow Ciena to use its collateral
to pay all of its high-ranking creditors in full.  The deal would
set aside another $15.6 million of Ares's capital for the
unsecured creditors of Ciena and its affiliates.  Ares would then
reduce the amount of its $327 million claim, which covers
principal and interest, by the amount of payments it makes to
Ciena's creditors.  The remaining amount would retain its secured
status.  If Ciena's collateral weren't sufficient to cover the
creditor payments, Ares would make other funds available.

Ares and the committee also agreed to vote in favor of and
otherwise support Ciena's Chapter 11 plan.

Absent the deal, Ares' claim would be reduced to unsecured status.
The report notes that unsecured creditors would run the risk of
receiving nothing, because Ciena believes the value of its assets
is "significantly below" the value of the lender's claim.

"The amounts at issue and lack of certainty of a clear, positive
outcome with respect to the claims asserted in the committee
challenges make the inconvenience and delay attendant to the
litigation of the committee challenges an unwarranted and costly
distraction from the debtors' efforts at a successful
reorganization," Ciena said Wednesday in court papers, according
to the report.

Dow Jones says the settlement follows another key compromise Ciena
struck as it works to exit Chapter 11 protection.  The court last
week approved a deal under which Ciena will pay $26.3 million so
that the SBA and a hedge fund will drop claims against Ciena tied
to a fraudulent loan scheme that one of its former executives ran.

The U.S. Bankruptcy Court in Manhattan will consider approving the
settlement at a June 30 hearing.

                        About Ciena Capital

Headquartered in New York City, Ciena Capital LLC --
http://www.cienacapital.com/-- offers commercial real estate
finance services including loans and long term investment property
financing.  The Company and 11 affiliates files for Chapter 11
protection on Sept. 30, 2008 (Bankr. S.D. N.Y. Lead Case No. 08-
13783).  Peter S. Partee, Esq., and Andrew Kamensky, Esq., at
Hunton & Williams LLP, represent the Debtors as counsel.  Mark T.
Power, Esq., and Jeffrey Zawadzki, Esq., at Hahn & Hessen LLP,
represent the Official Committee of Unsecured Creditors as
counsel.  When the Debtors filed for protection from their
creditors, they listed both assets and debts between $100 million
and $500 million.

                           *     *     *

As reported in the Troubled Company Reporter on April 5, 2010,
Bankruptcy Law360 reports that Ciena Capital LLC has filed a
Chapter 11 reorganization plan that would hand ownership of the
company over to its lenders and resolve numerous claims among it,
its secured lenders and unsecured creditors, and the federal
government.


CIRCUIT CITY: Proposes to Abandon Illinois Property
---------------------------------------------------
Pursuant to Section 554 of the Bankruptcy Code, Circuit City
Stores Inc. and its units seek the court's permission to abandon
real property located in Marion, Illinois, and any improvements
to, or personal property on it.

The Property was an adjacent parcel to a former distribution
center.  The Debtors have no operations on, and have no other
productive use for, the Property.  However, the Debtors may be
obligated to incur various costs related to the Property,
according to Douglas M. Foley, Esq., at McGuireWoods LLP, in
Richmond, Virginia.

By abandoning the Property at this time, the Debtors will avoid
potentially incurring unnecessary administrative charges for a
parcel of land that provides no tangible benefit to the Debtors'
estates.  Moreover, since at or about the time the going-out-of-
business sales were commenced, the Debtors, along with their real
estate advisor, DJM Realty, LLC, have been marketing the
Property.  There have been no offers for the Property and DJM
does not believe any offers will be forthcoming, Mr. Foley tells
the Court.

Because the Property provides no value to the Debtors' estates
and because there remains no viable possibility other than
abandonment of the Property, the Debtors move to abandon the
Property.  The Debtors believe that abandonment is in the best
interests of their estates, creditors, and other parties-in-
interest.

                       About Circuit City

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

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

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

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

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

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


CIRCUIT CITY: Reaches Settlement With LG Electronics
----------------------------------------------------
Circuit City Stores Inc. and LG Electronics USA, Inc., have
entered into a settlement agreement, which provides, among other
things, that (i) the LG 503(b)(9) Claim will be valued at
$5,397,977; (ii) the general unsecured, non-priority portion of
Claim No. 1261 will be valued at $14,959,173; (iii) Claim No.
13233 will be valued at $20,878,941; and (iv) Claim No. 8357 will
be disallowed in its entirety.

The Unpaid Obligations will be valued at $8,130,558 -- the
Receivables.  In full satisfaction and settlement of the
Receivables, it will be netted against (i) the 503(b)(9) Claim,
reducing the claim to $0; and (ii) Claim No. 13233, reducing and
allowing the claim in the face amount of $18,146,360, as a
general unsecured, non-priority claim.  Claim No. 1261 will
remain and be allowed in the face amount of $14,959,173, as a
general, unsecured, non-priority claim.

The unsecured claim of Zenith Electronics Corporation, Claim No.
8354, will be valued at and allowed in the face amount of
$74,129, as a general unsecured, non-priority claim, which will
remain separate and distinct from the Allowed General Unsecured
Claims for distribution and all other purposes.  LG is the
successor-in-interest to the Zenith Unsecured Claim.

The LG Agreements will be deemed terminated and rejected as of
the effective date of the LG Settlement.

All omnibus objections to the LG Claims will be deemed resolved.
The Adversary Proceeding and Complaint will be dismissed with
prejudice.  The parties will also cause the Appeal to be
dismissed with prejudice.

A full-text copy of the LG Settlement is available at no charge
at http://bankrupt.com/misc/CC_SettleStipLG061410.pdf

                       About Circuit City

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

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

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

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

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

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


CIRCUIT CITY: Seeks Nod to Pay Administrative Claims
----------------------------------------------------
The status hearing on the confirmation of Circuit City Stores
Inc.'s First Amended Joint Plan of Liquidation has been continued
to June 16, 2010, at 2:00 p.m.

In light of this development, the Debtors, as part of an
agreement with the Official Committee of Unsecured Creditors,
seek entry of an order authorizing and directing them, prior to
confirmation of their Plan, to:

  (i) pay, as soon as practicable, any administrative claim
      arising under Section 503(b) of the Bankruptcy Code that
      has been previously ordered or deemed allowed in the
      bankruptcy cases, including but not limited to
      administrative claims that have been allowed pursuant to
      prior Court order that provide for payment of those claims
      on the effective date of a plan; and

(ii) pay any subsequently allowed administrative claims as soon
      as practicable after those claims are allowed.

To recall, the Debtors and the Creditors' Committee filed their
First Amended Joint Plan of Liquidation on September 24, 2009.
The Disclosure Statement to the Joint Plan was approved on
September 24, 2009.

On June 1, 2010, the Creditors' Committee filed its proposed Plan
of Liquidation.

The Joint Plan and the Committee Plan both provide for the
liquidation of the Debtors' remaining assets and distributions to
creditors through a liquidating trust.  No confirmation hearing
has been held with respect to the Joint Plan or the Committee
Plan, and neither Plan has been confirmed.

The Debtors also ask that the order approving their request
provide that, to the extent required, any prior order of the
Court or settlement agreement will be deemed modified to permit
payment as requested in their current motion.

As a result of their liquidation and collection efforts, the
Debtors are holding approximately $450,000,000 in cash.
Currently, approximately 1,600 administrative claims remain
against the Debtors' estates, totaling roughly $285,000,000.  Of
that amount, 25 administrative claims have been allowed,
aggregating approximately $25,000,000, according to Douglas M.
Foley, Esq., at McGuireWoods LLP, in Richmond, Virginia.

The Debtors, in the exercise of their business judgment, seek to
pay allowed administrative claims before any plan confirmation
because (i) they have adequate cash to pay the face amount of all
remaining administrative claims; (ii) they have reached an
agreement with the Creditors' Committee to pay any allowed
administrative claims regardless of whether the creditor and the
Debtors have previously agreed to some other treatment; and (iii)
early payment of administrative claims will not disturb the
orderly and equal distribution of the Debtors' assets to
creditors.

                       About Circuit City

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

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

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

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

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

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


CITIGROUP INC: Halts Foreclosures in Oil Spill-Hit Areas
--------------------------------------------------------
Dow Jones Newswires' Matthias Rieker reports that Citigroup Inc.
is halting certain foreclosures in the areas affected by the oil
spill in the Gulf of Mexico.  Citi announced a three-month
suspension of foreclosure sales and notifications, as well as
evictions on possessed properties for qualifying borrowers in the
Gulf region with first mortgages held by CitiMortgage.  The
suspension is effective from June 17 through September 17.  Citi
expects about 1,000 borrowers to participate initially, but that
number might climb.

Dow Jones adds that, for now, only mortgages within about 25 miles
of affected coastal areas that the bank holds on its balance sheet
qualify, rather than all mortgages that CitiMortgage services.
Many loans Citi services were sold to investors.  According to Dow
Jones, Sanjiv Das, chief executive of CitiMortgage, said he gave
the owners of such mortgages heads-up about the suspension
program, but has not yet approached them about expanding it to
include mortgages Citi does not own.

                          About Citigroup

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

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

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

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


CITY CAPITAL: Spector & Assoc. Raises Going Concern Doubt
---------------------------------------------------------
Spector & Associates LLP expressed substantial doubt against
City Capital Corporation's ability as a going concern.  The firm
reported that the Company has recurring losses, substantial
accumulated deficit and negative cash flows from operations.

The company's balance sheet at Dec. 31, 2009, showed $2,997,088 in
total assets and $9,820,316 in total liabilities, for a
total stockholders' deficit of $6,674,519.

The company reported a net loss of $6,681,612 on $2,790,736 of
total revenues for the year ended Dec. 31, 2009, compared with a
net loss of $2,602,457 on $233,003 of total revenues during the
same period a year ago.

A full-text copy of the Company's Form 10-K is available for free
at http://ResearchArchives.com/t/s?64fc

                        About City Capital

Franklin, Tenn.-based City Capital is a professional management
and diversified holding company engaged in leveraging investments,
holdings and other assets to build value for investors and
shareholders.


CLINICAL DATA: Deloitte & Touche Raises Going Concern Doubt
-----------------------------------------------------------
Clinical Data, Inc., filed on June 14, 2010, its annual report on
Form 10-K for the year ended March 31, 2010.

Deloitte & Touche LLP, in Boston, Massachusetts, expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that of Company's
accumulated deficit, recurring losses and cash used in operations
and the expectation that the Company will continue to incur
operating losses in the future.

The Company reported a net loss of $88.5 million on $13.1 million
of revenue for the year ended March 31, 2010, compared with a net
loss of $132.4 million on $10.4 million of revenue for the year
ended March 31, 2009.

The Company's balance sheet as of March 31, 2010, showed
$99.0 million in assets, $95.1 million of liabilities, and
$3.9 million of stockholders' equity.

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

               http://researcharchives.com/t/s?64f7

Headquartered in Newton, Massachusetts, Clinical Data, Inc.
(NASDAQ: CLDA) -- http://www.clda.com/-- is focused on the
development and commercialization of novel therapeutics, with two
lead compounds in the areas of central nervous system and
cardiovascular disorders.


COASTLINE TERMINALS: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Coastline Terminals of Conn. Parent, Inc,
        100 Waterfront Street
        New Haven, CT 06512

Bankruptcy Case No.: 10-31801

Chapter 11 Petition Date: June 15, 2010

Court: United States Bankruptcy Court
       District of Connecticut (New Haven)

Judge: Lorraine Murphy Weil

Debtor's Counsel: Carl T. Gulliver, Esq.
                  Coan Lewendon Gulliver & Miltenberger LL
                  495 Orange Street
                  New Haven, CT 06511
                  Tel: (203) 624-4756
                  Fax: (203) 865-3673
                  E-mail: cgulliver@coanlewendon.com

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

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

The petition was signed by David T. Shuda, Jr., company's
president.

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


COLUMBIA CREST: Case Summary & 6 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Columbia Crest Mobile Home Park, LLC
        P.O. Box 389
        Clackamas, OR 97015

Bankruptcy Case No.: 10-35592

Chapter 11 Petition Date: June 15, 2010

Court: U.S. Bankruptcy Court
       District of Oregon

Judge: Randall L. Dunn

Debtor's Counsel: Bradley O. Baker, Esq.
                  15545 Village Park Court
                  Lake Oswego, OR 97034
                  Tel: (503) 697-0557
                  E-mail: bradleyo10@msn.com

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

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

According to the schedules, the Company says that assets total
$2,192,200 while debts total $1,593,646.

A copy of the Company's list of 6 largest unsecured
creditors filed together with the petition is available for
free at http://bankrupt.com/misc/orb10-35592.pdf

The petition was signed by Susan Daniell, managing member.


COMPETITIVE TECHNOLOGIES: Posts $739,500 Net Loss in Fiscal Q3
--------------------------------------------------------------
Competitive Technologies, Inc., filed its quarterly report on Form
10-Q, reporting a net loss of $739,465 on $530,977 of revenue for
the three months ended April 30, 2010, compared with a net loss of
$757,096 on $167,177 of revenue for the three months ended
April 30, 2009.

The Company's balance sheet as of April 30, 2010, showed
$2.2 million in assets, $1.5 million of debts, $70,506 of deferred
rent, and $656,246 of stockholders' equity.

As reported in the Troubled Company Reporter on November 2, 2009,
MHM Mahoney Cohen CPAs, in New York, N.Y., expressed substantial
doubt about Competitive Technologies, Inc.'s ability to continue
as a going concern after auditing the Company's consolidated
financial statements as of and for the year July 31, 2009.  The
auditors pointed to the Company's operating losses since fiscal
year 2006.

At current reduced spending levels, the Company may not have
sufficient cash flow to fund operating expenses beyond the third
quarter of fiscal 2011.

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

               http://researcharchives.com/t/s?64f3

Fairfield, Conn.-based Competitive Technologies, Inc.
-- http://www.competitivetech.net-- provides distribution, patent
and technology transfer, sales and licensing services.  The
Company earns revenue in two ways, from licensing its clients' and
its own technologies to the Company's customer licensees, and in a
business model that allows the Company to share in the profits of
distribution of finished products.


CONTINENTAL AIRLINES: Stockholders Elect All Director Nominees
--------------------------------------------------------------
Continental Airlines Inc.'s stockholders elected all nine director
nominees to serve as members of the Company's board of directors
until the Company's 2011 Annual Meeting of Stockholders:

* Kirbyjon H. Caldwell
* Carolyn Corvi
* Henry L. Meyer III
* Oscar Munoz
* Laurence E. Simmons
* Jeffery A. Smisek
* Karen Hastie Williams
* Ronald B. Woodard
* Charles A. Yamarone

                   About Continental Airlines

Houston, Texas-based Continental Airlines (NYSE: CAL) --
http://www.continental.com/-- is the world's fifth largest
airline.  Continental, together with Continental Express and
Continental Connection, has more than 2,700 daily departures
throughout the Americas, Europe and Asia, serving 132 domestic and
137 international destinations.  Continental is a member of Star
Alliance, which overall offers more than 21,050 daily flights to
1,167 airports in 181 countries through its 27 member airlines.
With more than 40,000 employees, Continental has hubs serving New
York, Houston, Cleveland and Guam, and together with its regional
partners, carries approximately 63 million passengers per year.

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

                          *     *     *

As reported by the Troubled Company Reporter on May 5, 2010, Fitch
Ratings has affirmed the Issuer Default Rating for Continental
Airlines, Inc., at 'B-' and the senior unsecured rating at
'CC/RR6' following the announcement of the planned merger between
CAL and UAL Corp.  The Rating Outlook for CAL is Stable.

The TCR on May 5, 2010, also said Standard & Poor's Ratings
Services placed its 'B' corporate credit rating on Continental
Airlines, and S&P's ratings on its secured and unsecured debt, on
CreditWatch with negative implications.  S&P also placed its
ratings on Continental's enhanced equipment trust certificates on
CreditWatch with developing implications.  Although S&P's recovery
ratings on selected Continental unsecured debt are unaffected by
the rating action, S&P will review them as well.


COOPER-STANDARD: Capital World Investors Reports 15.2% Stake
------------------------------------------------------------
Capital World Investors said in a regulatory filing it is deemed
as of May 31, 2010, to be the beneficial owner of 2,770,879 shares
or 15.2% of the 18,265,338 shares of Cooper-Standard Holdings Inc.
Common Stock believed to be outstanding as a result of CRMC acting
as investment adviser to various investment companies registered
under Section 8 of the Investment Company Act of 1940.

                       About Cooper-Standard

Cooper-Standard Automotive Inc. -- http://www.cooperstandard.com/
-- headquartered in Novi, Michigan, is a leading global automotive
supplier specializing in the manufacture and marketing of systems
and components for the automotive industry.  Products include body
sealing systems, fluid handling systems and NVH control systems.
The Company is one of the leading suppliers of chassis products in
North America, with about 14% of market share.  The Company's main
custoemrs include Ford Motor Company, General Motors, Chrysler,
Audi, Volkswagen, BMW, Fiat and Honda, among other automakers.
Cooper-Standard Automotive employs approximately 16,000 people
globally with more than 70 facilities throughout the world.

Cooper-Standard is a privately held portfolio company of The
Cypress Group and Goldman Sachs Capital Partners Funds.

Cooper-Standard Holdings Inc., together with affiliates, filed for
Chapter 11 on August 4, 2009 (Bankr. D. Del. Case No. 09-12743).
Attorneys at Fried, Frank, Harris, Shriver & Jacobson LLP and
Richards, Layton & Finger, P.A., will serve as bankruptcy counsel
to the Debtors.  Lazard Freres & Co. is serving as investment
banker while Alvarez & Marsal is financial advisor.  Kurtzman
Carson Consultants LLC is notice, claims and solicitation agent.
In its bankruptcy petition, the Company said that assets on a
consolidated basis total $1,733,017,000 while debts total
$1,785,039,000 as of March 31, 2009.

The Company's Canadian subsidiary, Cooper-Standard Automotive
Canada Limited, also sought relief under the Companies' Creditors
Arrangement Act in the Ontario Superior Court of Justice in
Toronto, Ontario, Canada.

Cooper-Standard and its debtor-subsidiaries emerged from
bankruptcy -- and the Debtors' Second Amended Joint Chapter 11
Plan of Reorganization became effective -- on May 27, 2010.  The
bankruptcy judge signed a Plan confirmation order on May 12.

Under the Plan, the Debtors will pay the Holders of Prepetition
Credit Facility Claims and Subsidiary Debtor General Unsecured
Claims in full, in Cash, on the Effective Date.  The Plan also
provides that Holders of Senior Note Claims will be paid in full,
in Cash, on the Effective Date, with the exception of the
Supporting Senior Note Claims, who have agreed to receive their
pro rata share of 4,563,095 shares of New Common Stock in exchange
for their Senior Note Claims.  In addition, Holders of Senior
Subordinated Note Claims, who are impaired and made up the only
voting class under the Plan, will receive (i) a direct
distribution of 1,742,222 shares of New Common Stock, (ii) New
Capital Warrants to purchase an additional 725,926 shares of New
Common Stock, and (iii) Rights to purchase 8,623,491 of additional
shares of New Common Stock pursuant to the Rights Offering.
Holders of Holdings General Unsecured Claims and Old Holdings
Equity Interests will not receive a distribution under the Plan
and all existing common stock in Holdings will be cancelled.  The
Debtors will continue to hold all equity interests in their
subsidiaries that they held prior to the filing of Chapter 11.

On the Effective Date, the Debtors will fund the recoveries to
their stakeholders under the Plan with a combination of cash-on-
hand and their exit financing.  In connection with the Plan, the
Debtors have raised $355 million of equity through an equity
rights offering and direct equity purchases by certain of the
Debtors' existing unsecured noteholders, who have agreed to
backstop the Rights Offering pursuant to the terms of that certain
Commitment Agreement, dated as of March 19, 2010, by and between
the Debtors and the Backstop Parties.  The Debtors have also
raised proceed from the issuance of $450 million aggregate
principal amount of 8-1/2% Senior Notes due 2018 as part of their
exit financing through the issuance of new notes.


CORUS BANKSHARES: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Corus Bankshares, Inc.
        10 S. Riverside Plaza, Suite 1800
        Chicago, IL 60606

Bankruptcy Case No.: 10-26881

Chapter 11 Petition Date: June 15, 2010

About the Business: Corus Bankshares, Inc., is a bank holding
                    company.  Its lone operating unit, Corus Bank,
                    N.A., closed September 11, 2009, by regulators
                    and the Federal Deposit Insurance Corporation
                    was named receiver.  To protect the
                    depositors, the FDIC entered into a purchase
                    and assumption agreement with MB Financial
                    Bank, National Association, Chicago, Illinois,
                    to assume all of the deposits of Corus Bank.

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

Judge: Pamela S. Hollis

Debtor's Counsel: David R. Seligman, Esq.
                  Kirkland & Ellis LLP
                  300 North LaSalle Street
                  Chicago, IL 60601
                  Tel: (312) 862-2000 Ext. 2463
                  Fax: (312) 862-2200
                  E-mail: dseligman@kirkland.com

Debtor's
Restructuring
Advisor:          Kinetic Advisors

Debtor's
Auditors &
Accountants:      Plante & Moran

Debtor's
Claims Agent:     BMC Group Inc.

Assets: $314,145,828 as of June 15, 2010

Debts: $532,938,418 as of June 15, 2010

The petition was signed by Randy P. Curtis, chief executive
officer.

Debtor's List of 20 Largest Unsecured Creditors:

        Entity                      Nature of Claim   Claim Amount
        ------                      ---------------   ------------
U.S. Bank National Association,     Subordinated       $53,562,559
Corporate Trust Division - 3rd Flr  Debentures
1 Federal Street
Boston, MA 02110

Wilmington Trust Company            Subordinated       $52,957,407
Corporate Capital Markets           Debentures
1100 North Market Street
Wilmington, DE 19890-1615


U.S. Bank National Association,     Subordinated       $48,290,811
Corporate Trust Division - 3rd Flr  Debentures
1 Federal Street
Boston, MA 02110

The Bank of New York,               Subordinated       $32,155,742
101 Barclay Street -                Debentures
8W/Corporate Finance
New York, NY 10286

U.S. Bank National Association      Subordinated       $29,550,941
Corporate Trust Division - 3rd Flr  Debentures
1 Federal Street
Boston, MA 02110

The Bank of New York,               Subordinated       $26,588,050
101 Barclay Street -                Debentures
8W/Corporate Finance
New York, NY 10286

The Bank of New York                Subordinated       $26,278,050
601 Travis Street, 16th Floor       Debentures
Houston, TX 77057

The Bank of New York                Subordinated       $26,194,798
601 Travis Street, 16th Floor       Debentures
Houston, TX 77057

Wells Fargo Delaware Trust Co.      Subordinated       $26,149,393
919 Market Street, Suite 1600       Debentures
Wilmington, DE 19801

Wilmington Trust Company            Subordinated       $26,111,775
Corporate Capital Markets           Debentures
1100 North Market Street
Wilmington, DE 19890-1615

LaSalle Bank                        Subordinated       $26,088,753
540 W. Madison Street, Suite 1800   Debentures
Chicago, IL 60661

The Bank of New York,               Subordinated       $21,502,304
101 Barclay Street -                Debentures
8W/Corporate Finance
New York, NY 10286

Wilmington Trust Company            Subordinated       $21,136,930
Corporate Capital Markets           Debentures
1100 North Market Street
Wilmington, DE 19890-1615

Regus Management Group, LLC         Contract                    --

Flora Boemi                         Contract                    --

Harry L. Shapiro                    Contract                    --

Joel T. Harris                      Contract                    --

Marvin Strunk                       Contract                    --

Joseph Glickman                     Contract                    --

Bloomberg                           Trade                       --


DAYTON OAKS: Section 341(a) Meeting Scheduled for July 14
---------------------------------------------------------
The U.S. Trustee for Region 4 will convene a meeting of Dayton
Oaks, LLC's creditors on July 14, 2010, at 10:00 a.m.  The meeting
will be held at 101 W. Lombard Street, Garmatz Courthouse, 2nd
Fl., #2650, Baltimore, MD 21201.

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.

Clarksville, Maryland-based Dayton Oaks, LLC, filed for Chapter 11
bankruptcy protection on June 7, 2010 (Bankr. D. Md. Case No. 10-
22702).  Gary R. Greenblatt, Esq., at Mehlman, Greenblatt & Hare,
LLC, assists the Company in its restructuring effort.  The Company
estimated its assets and debts at $10,000,001 to $50,000,000.


DAYTON OAKS: Taps Mehlman Greenblatt as Bankruptcy Counsel
----------------------------------------------------------
Dayton Oaks, LLC, has asked for authorization from the U.S.
Bankruptcy Court for the District of Maryland to employ Mehlman,
Greenblatt & Hare, LLC, as bankruptcy counsel.

Mehlman Greenblatt will, among other things, provide these
services:

     (a) consultation with and advice to Debtor as to its powers
         and duties in the management of its property;

     (b) response, as necessary, under the circumstances of this
         case, to any effort of creditors to appoint a trustee in
         lieu of the Debtor or to rescind the automatic stay of
         Section 362 of the U.S. Bankruptcy Code as to its
         property;

     (c) assistance to the Debtor in the preparation of those
         documents required by the Bankruptcy Code, including the
         schedules and statement of financial affairs; and

     (d) representation of the Debtor in the formulation and
         negotiation of a plan of reorganization, including the
         drafting and filing of the plan of reorganization and any
         amended or modified plans of reorganization as may be
         required, and including attendance at and management of
         the confirmation hearing.

The Debtor wants to employ Mehlman Greenblatt under a general
retainer of $25,000, to be held in escrow because of the extensive
legal services anticipated.

Gary R. Greenblatt, a member at Mehlman Greenblatt, assures the
Court that the firm 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.

Clarksville, Maryland-based Dayton Oaks, LLC, filed for Chapter 11
bankruptcy protection on June 7, 2010 (Bankr. D. Md. Case No. 10-
22702).  The Company estimated its assets and debts at $10,000,001
to $50,000,000.


DELPHI CORP: Delphi Automotive Appoints Kevin Clark as CFO
----------------------------------------------------------
Delphi Automotive LLP named Kevin Clark as the company's chief
financial officer, effective July 12, 2010, according to a public
statement dated June 15, 2010.

"Kevin brings outstanding expertise to Delphi," said Rodney
O'Neal, CEO and president.  "He has a broad range of experience in
senior financial management positions with global public companies
both in and outside of the automotive industry, and brings
extensive experience in the equity and debt capital markets.  We
welcome him to our leadership team and look forward to his
contributions to Delphi."

Mr. Clark, 48, was most recently a founding partner of Liberty
Lane Partners, LLC, a private-equity investment firm focused on
building and improving middle-market companies.  Prior to Liberty
Lane, Clark served as the chief financial officer of Fisher
Scientific International Inc., a manufacturer, distributor and
service provider to the global healthcare market.  Mr. Clark
served as Fisher-Scientific's CFO from the company's initial
public offering in 2001 through the completion of its merger with
Thermo Electron Corporation in 2006.  Prior to becoming CFO, Mr.
Clark served as Fisher-Scientific's corporate controller and
treasurer.

Earlier in his career, Mr. Clark held several treasury management
positions at Federal Mogul Corporation.  He began his career in
the financial organization of Chrysler Corporation.

Mr. Clark is a graduate of Michigan State University, where he
earned a bachelor's degree in financial administration in 1984 and
an MBA in Finance in 1986.

Keith Stipp, who has served as acting CFO, remains treasurer of
the company.

                   About Delphi Automotive

Delphi is a leading global supplier of electronics and other
technology for automotive, commercial vehicle and other market
segments.  Delphi Automotive LLP was created in October 2009 when
a group of private investors purchased certain assets from the
former Delphi Corporation.  Operating major technical centers,
manufacturing sites and customer support facilities in 30
countries, Delphi delivers real-world innovations that make
products smarter and safer as well as more powerful and efficient.
More information regarding the company may be found at
www.delphi.com

                        About Delphi Corp.

Based in Troy, Michigan, Delphi Corporation (PINKSHEETS: DPHIQ)
-- http://www.delphi.com/-- was a global supplier of mobile
electronics and transportation systems, including powertrain,
safety, steering, thermal, and controls & security systems,
electrical/electronic architecture, and in-car entertainment
technologies.  Delphi had approximately 146,600 employees and
operates 150 wholly owned manufacturing sites in 34 countries with
sales of $18.1 billion in 2008.

The Company filed for Chapter 11 protection on October 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481).  John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts.  Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represent the Official Committee of Unsecured Creditors.  As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 in total debts.

The Court confirmed Delphi's plan on January 25, 2008.  The Plan
was not consummated after a group led by Appaloosa Management,
L.P., backed out from their proposal to provide US$2,550,000,000
in equity financing to Delphi.  At the end of July 2009, Delphi
obtained confirmation of a revised plan, build upon a sale of the
assets to a entity formed by some of the lenders who provided
$4 billion of debtor-in-possession financing, and General Motors
Company.

On October 6, 2009, Delphi Corp.'s Chapter 11 plan of
reorganization became effective.  A Master Disposition Agreement
executed among Delphi Corporation, Motors Liquidation Company,
General Motors Company, GM Components Holdings LLC, and DIP Holdco
3, LLC, divides Delphi's business among three separate parties --
DPH Holdings LLC, GM Components, and DIP Holdco 3.

Delphi emerged from Chapter 11 as DPH Holdings.  DPH Holdings will
remain responsible for the post-Effective Date administration and
eventual closing of the Chapter 11 cases as well as the
disposition of certain retained assets and payment of certain
retained liabilities as provided under the Modified Plan.

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


DELPHI CORP: Wants Plan Injunction Enforced on L. Ochoa
-------------------------------------------------------
DPH Holdings Corp. asks the U.S. Bankruptcy Court for the Southern
District of New York to enforce an injunction provision under the
Modified First Amended Joint Plan of Reorganization and its
related July 30, 2009 confirmation order against Leigh Ochoa.

Ms. Ochoa commenced an action against the Reorganized Debtors on
November 6, 2009, in the U.S. District Court for the Eastern
District of Michigan, Northern Division.  She alleged in her
complaint that Delphi Corp. improperly terminated her to interfere
with her alleged entitlement to long term disability benefits.
Ms. Ochoa also asserted damages resulting from the termination of
her employment with Delphi, which occurred on August 24, 2009.

The Modified Plan and the July 30 Confirmation Order contain a
permanent injunction against, among others, the commencement or
continuation of any action to recover against any claim against
the Reorganized Debtors that arose before the October 6, 2009
Effective Date of the Modified Plan.

Ron E. Meisler, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP,
in Chicago, Illinois -- ron.meisler@skadden.com -- asserts that
because Ms. Ochoa's claims are based on alleged actions made
before the Effective Date of the Modified Plan, the injunction in
the July 30 Confirmation Order and the Modified Plan stays her
cause of action against the Debtors.  By proceeding with the
Michigan Action without having filed a motion with the Bankruptcy
Court to lift the Plan Injunction, Ms. Ochoa seeks to litigate
claims in the District Court that have been discharged, violating
the July 30 Confirmation Order and the Modified Plan, he stresses.

Mr. Meisler also points out that pursuant to the discharge under
the Modified Plan, Ms. Ochoa may only receive a distribution on a
claim against the Reorganized Debtors.  However, Ms. Ochoa failed
to timely file an administrative expense claim on or before the
November 5, 2009 Final Administrative Expense Bar Date and thus is
barred from asserting any claim that arose on or before the
Effective Date against the Reorganized Debtors, he asserts.

Mr. Meisler emphasizes that the Reorganized Debtors have already
been forced to incur fees and costs in defending the Michigan
Action and in bringing the Enforcement Motion.  The Reorganized
Debtors would suffer direct financial harm because the deductible
for the relevant insurance policy Delphi carried at the time is
$5,000,000, and any resulting judgment under that amount would
result in a claim payable by the Reorganized Debtors, he points
out.  For those reasons, the Reorganized Debtors should be able
to rely on the Modified Plan and the July 30 Confirmation Order
and not be compelled to litigate disallowed and discharged claims
in the Michigan Action, especially where Ms. Ochoa has not sought
relief in the Bankruptcy Court from the Plan Injunction, he
stresses.

Accordingly, the Reorganized Debtors further ask the Bankruptcy
Court to direct Ms. Ochoa to take any action necessary to dismiss
the Michigan Action.

Judge Drain will consider the Enforcement Motion on June 30, 2010.
Objections are due June 23.

                        About Delphi Corp.

Based in Troy, Michigan, Delphi Corporation (PINKSHEETS: DPHIQ)
-- http://www.delphi.com/-- was a global supplier of mobile
electronics and transportation systems, including powertrain,
safety, steering, thermal, and controls & security systems,
electrical/electronic architecture, and in-car entertainment
technologies.  Delphi had approximately 146,600 employees and
operates 150 wholly owned manufacturing sites in 34 countries with
sales of $18.1 billion in 2008.

The Company filed for Chapter 11 protection on October 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481).  John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts.  Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represent the Official Committee of Unsecured Creditors.  As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 in total debts.

The Court confirmed Delphi's plan on January 25, 2008.  The Plan
was not consummated after a group led by Appaloosa Management,
L.P., backed out from their proposal to provide US$2,550,000,000
in equity financing to Delphi.  At the end of July 2009, Delphi
obtained confirmation of a revised plan, build upon a sale of the
assets to a entity formed by some of the lenders who provided
$4 billion of debtor-in-possession financing, and General Motors
Company.

On October 6, 2009, Delphi Corp.'s Chapter 11 plan of
reorganization became effective.  A Master Disposition Agreement
executed among Delphi Corporation, Motors Liquidation Company,
General Motors Company, GM Components Holdings LLC, and DIP Holdco
3, LLC, divides Delphi's business among three separate parties --
DPH Holdings LLC, GM Components, and DIP Holdco 3.

Delphi emerged from Chapter 11 as DPH Holdings.  DPH Holdings will
remain responsible for the post-Effective Date administration and
eventual closing of the Chapter 11 cases as well as the
disposition of certain retained assets and payment of certain
retained liabilities as provided under the Modified Plan.

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


DELPHI CORP: Pension Plan Termination Evidence Moot, Says PBGC
--------------------------------------------------------------
The Pension Benefit Guaranty Corporation asserted that Delphi
Corp. salaried retirees' report showing that the salaried pension
plan need not be terminated is irrelevant because it's based on
stale information, Larry Ringler of Tribune Chronicle reports.

The PBGC's assertion is in response to the evidence revealed by
the Delphi Salaried Retirees Association on June 1, 2010, proving
that the termination of the Delphi Salaried Pension Plan in 2009
was unjustified.

The DSRA previously submitted as evidence an Adjusted Funding
Target Attainment Percentage Certification that showed that the
Delphi Salaried Pension Plan liability at October 1, 2008, was
nearly $3.5 billion, with assets valued at almost $3 billion.

The PBGC said in a filing with the U.S. District Court for the
Eastern District of Michigan that any debate over the plan's
funding status is a red herring because Delphi's liquidation in
2009 meant there was no company to maintain the Delphi Salaried
Pension Plan, Mr. Ringler states.

The PBGC stressed that on that date Delphi "fully intended to
reorganize in bankruptcy and emerge" as an ongoing business
capable of funding the Delphi Salaried Pension Plan, giving the
agency no reason to consider taking over the plan, Mr. Ringler
notes.  But the Delphi Salaried Pension Plan by April 2009 was
underfunded by $2.7 billion, the article relates.

Delphi was forced by April 21, 2009, to acknowledge it would have
to liquidate and end its funding of its pension plans, Mr. Ringler
points out.  At that point, "termination and trusteeship by the
PBGC was the only remaining outcome for the Delphi Salaried
Pension Plan," the PBGC said in its filing, Mr. Ringler notes.

A PBGC official also disclosed that when the pension insurer
terminated Delphi's pension plans, the Delphi Salaried Pension
Plan was 48.4% underfunded, with $2.5 billion in assets and $5.2
billion in liabilities, Mr. Ringler says.

Termination of the Delphi Salaried Pension Plan eventually led to
30% to 70% cuts in monthly pension payments for many younger
retirees, based on the PBGC's calculations of how many years a
fund can last if it's no longer getting fresh cash infusions from
a sponsoring company, according to the article.

Noting that the adjusted funding certification was not included in
the PBGC's legal case for termination, the agency said the
certification wasn't created until June 30, 2009, about two months
after the agency terminated the Delphi Salaried Pension Plan, Mr.
Ringler adds.

                 Salaried Retirees Hold Meetings
                       on Pension Matters

The DSRA will conduct 90-minute meetings designed for current
Delphi salaried employees and former Delphi salaried employees who
have not yet elected to receive their Delphi pension from the
PBGC, according to a public notice dated June 14, 2010.  According
to the DSRA, the meetings will be presented around the U.S. in
locations with significant populations of current and former
Delphi salaried employees.

The meetings will cover on topics, including the DSRA legal action
against the PBGC, salaried pension impact from the plans
transferred to the PBGC, and benefits of the DSRA Voluntary
Employee Beneficiary Association.  The DSRA also disclosed that:

  * Active salaried employees who qualified for a Delphi
    retirement before the PBGC termination of the Salaried
    Pension Plan can significantly benefit from the DSRA Legal
    Action.

  * Active salaried employees hired before January 1, 1988 who
    did not achieve retirement eligibility before the Salaried
    Pension Plan termination have some potential for pension
    improvement.

  * Active salaried employees hired after January 1, 1988, have
    limited opportunity for improvement in their pension.

The DSRA' volunteers will host the meetings at these dates and
places:

   June 21, 2010             -- Warren, Ohio
   June 22, 2010             -- Rochester, New York
   June 22, 2010             -- Dayton, Ohio
   June 23, 2010             -- Kokomo, Indiana
   June 23, 2010             -- Warren, Ohio
   June 24, 2010             -- Troy, Michigan
   June 24, 2010             -- Sandusky, Ohio
   June 28, 2010             -- Lockport, New York
   June 28, 2010             -- Warren, Ohio
   June 29, 2010             -- Troy, Michigan
   June 30, 2010             -- Warren, Ohio
   July 15, 2010             -- Anderson, Indiana
   July 14, 2010             -- Kokomo, Indiana
   July 1, 2010              -- Troy, Michigan
   July 15, 2010             -- Saginaw, Michigan
   July 20, 2010             -- Saginaw, Michigan
   July 22, 2010             -- Wyoming, Michigan
   July 15, 2010             -- El Paso, Texas

                        About Delphi Corp.

Based in Troy, Michigan, Delphi Corporation (PINKSHEETS: DPHIQ)
-- http://www.delphi.com/-- was a global supplier of mobile
electronics and transportation systems, including powertrain,
safety, steering, thermal, and controls & security systems,
electrical/electronic architecture, and in-car entertainment
technologies.  Delphi had approximately 146,600 employees and
operates 150 wholly owned manufacturing sites in 34 countries with
sales of $18.1 billion in 2008.

The Company filed for Chapter 11 protection on October 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481).  John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts.  Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represent the Official Committee of Unsecured Creditors.  As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 in total debts.

The Court confirmed Delphi's plan on January 25, 2008.  The Plan
was not consummated after a group led by Appaloosa Management,
L.P., backed out from their proposal to provide US$2,550,000,000
in equity financing to Delphi.  At the end of July 2009, Delphi
obtained confirmation of a revised plan, build upon a sale of the
assets to a entity formed by some of the lenders who provided
$4 billion of debtor-in-possession financing, and General Motors
Company.

On October 6, 2009, Delphi Corp.'s Chapter 11 plan of
reorganization became effective.  A Master Disposition Agreement
executed among Delphi Corporation, Motors Liquidation Company,
General Motors Company, GM Components Holdings LLC, and DIP Holdco
3, LLC, divides Delphi's business among three separate parties --
DPH Holdings LLC, GM Components, and DIP Holdco 3.

Delphi emerged from Chapter 11 as DPH Holdings.  DPH Holdings will
remain responsible for the post-Effective Date administration and
eventual closing of the Chapter 11 cases as well as the
disposition of certain retained assets and payment of certain
retained liabilities as provided under the Modified Plan.

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


DON PERRY: Files for Chapter 11 Bankruptcy Protection
-----------------------------------------------------
David Bracken, staff writer of News Observer, reports that Don
Perry together with his son, Ryan, filed for bankruptcy under
Chapter 11, saying lenders have been foreclosing on Mr. Perry's
Perry Builder lots and houses over the past year.


DOUBLE EXPOSURE: Show Highlights Extravagance
---------------------------------------------
The premiere of "Double Exposure" didn't show celebrity
photographers Markus Klinko and Indrani making trips to bankruptcy
court, but it did display the extravagance that may have
contributed to the Chapter 11 filings of the show's stars, Dow
Jones Daily Bankruptcy Beat's Jacqueline Palank writes.

According to Ms. Palank, "Bankruptcy Beat caught the first episode
of the reality show, which aired Tuesday evening on Bravo.  We'd
been waiting for the show since January, when it was announced
that Klinko and his ex-girlfriend Indrani (full name: Indrani Pal-
Chaudhuri) were being tailed by cameras as they flitted from one
glamorous photo shoot to the next.  Klinko and Indrani have been
on our radar since they got caught up in bankruptcy filings last
year."

As reported by the Troubled Company Reporter on May 11, 2010,
Jacqueline Palank at Dow Jones' Daily Bankruptcy Review said
Markus Klinko Photography Inc. and Double Exposure Studios LLC
have won bankruptcy court approval of a deal with creditor All
Points Capital Corp. that ends disputes over unpaid bills.

Ms. Palank reported that All Points had filed nearly $494,000 in
claims against Markus Klinko and Indrani in their personal
bankruptcies as well as the bankruptcies of their photography
firms.  Dow Jones says the settlement reduces All Points' claim to
$122,000, none of which Klinko and Indrani are actually paying
themselves.  According to the report, Mr. Klinko's mother Hedwig
will cover $102,000, while the remaining $20,000 will be covered
by their fashion stylist pal -- and reality show castmate -- GK
Reid. Indrani had paid $22,000 toward All Points' claims last
year; that money will now be made available to her creditors and
those of her photography studio, Double Exposure.

According to Dow Jones, the photographers heralded the deal as
resolving "a substantial hurdle" to their reorganization.

                       About Double Exposure

Julia Pal-Chaudhuri is a New York-based celebrity photographer who
owns Double Exposure Studio.  She and Markus Klinko were formerly
a romantic couple and remain business partners.  The two have
photographed A-listers like Will Smith and Beyonce and shot work
for major clients including Nike and Vogue.

Julia Pal-Chaudhuri's Double Exposure Studio LLC filed for Chapter
11 bankruptcy protection in August 2009 before the U.S. Bankruptcy
Court for the Southern District of New York, blaming it on
recession.  Double Exposure listed less than $50,000 in assets and
$100,000 to $500,000 in debts, which include unpaid taxes, Photo
District News reported.

                        About Markus Klinko

Markus Klinko is a celebrity photographer.  He and fellow
photographer Julia Pal-Chaudhuri were formerly a romantic couple
and remain business partners.  They have photographed A-listers
like Will Smith and Beyonce and shot work for major clients
including Nike and Vogue.

Markus Klinko filed for Chapter 11 bankruptcy protection in August
2009 in the U.S. Bankruptcy Court for the Southern District of New
York.  Mr. Klinko, according to Photo District News, said that his
photography business has $1 million to $10 million in liabilities
and less than $50,000 in assets.


DREIER LLP: Judge Seeks More Information on Trustee's Deals
-----------------------------------------------------------
A judge has requested more information before he signs off on a
trustees' master settlement agreement in the bankruptcies of
disgraced attorney Marc S. Dreier and his defunct law firm as well
as a $9 million settlement with Verition Fund Management LLC and
affiliates, Bankruptcy Law360 reports.

                         About Dreier LLP

Marc Dreier founded New York-based law firm Dreier LLP --
http://www.dreierllp.com/-- in 1996.

On December 8, 2008, the U.S. Securities and Exchange Commission
filed a suit, alleging that Mr. Dreier made fraudulent offers and
sales of securities in several cities, selling fake promissory
notes to hedge and other private investment funds.  The SEC
asserted that Mr. Dreier also distributed phony financial
statements and audit opinions, and recruited accomplices in
connection with that scheme.  Mr. Dreier has been charged by the
U.S. government for conspiracy, securities fraud and wire fraud
before the U.S. District Court for the Southern District of New
York (Manhattan) (Case No. 09-cr-00085-JSR).

Dreier LLP sought chapter 11 protection (Bankr. S.D.N.Y. Case No.
08-15051) on Dec. 16, 2008.  Stephen J. Shimshak, Esq., at Paul,
Weiss, Rifkind, Wharton & Garrison LLP, has been retained as
counsel.  The Debtor listed assets between $100 million and
$500 million, and debts between $10 million and $50 million in
its filing.

Wachovia Bank National Association, Sheila M. Gowan as trustee for
Dreier LLP's Chapter 11 Estate, and Steven J. Reisman as post-
confirmation representative of the bankruptcy estate of
360networks (USA) Inc. signed a petition that put Mr. Dreier into
bankruptcy under Chapter 7 on January 26, 2009 (Bankr. S.D.N.Y.
Case No. 09-10371).


EAST WEST RESORT: Files Omnibus Claims Objections
-------------------------------------------------
East West Resort Development and its affiliates filed their first
four omnibus claims objections, netDockets Blog reports.  The
report relates that the four objections collectively object to
228 of the 424 proofs of claim filed against the Debtors.

According to the report, a total of 181 proofs of claim which
collectively assert over $148 million are sought to be disallowed.
The report relates that an additional 22 claims are sought to be
reduced from a total of $5.1 million to approximately $431,000 and
10 claims are sought to be reclassified from secured or priority
claims to general unsecured claims (four of those claims are also
sought to be reduced by approximately $40,000).  The remaining 15
proofs of claim are only sought to be modified to change the
debtor against which the claims are asserted, the report notes.

                     About East West Resort

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

East West Resort filed for Chapter 11 bankruptcy protection on
February 16, 2010 (Bankr. D. Del. Case No. 10-10452), estimating
its assets and debts at $100,000,001 to $500,000,000.  The
Company's affiliates -- Tahoe Club Company, LLC Tahoe Club
Company, LLC; Tahoe Mountain Resorts, LLC; NMP Holdings, LLC;
Grays Station, LLC; Old Greenwood, LLC; Old Greenwood Realty,
Inc.; Northstar Village Townhomes, LLC; Northstar Big Horn, LLC;
Northstar Trailside Townhomes, LLC; Northstar Iron Horse, LLC; and
Northstar Mountain Properties, LLC -- filed separate Chapter 11
petitions.

Paul, Hastings, Janofsky & Walker LLP serves as bankruptcy
counsel.  The Debtors' financial advisor is Houlihan Lokey Howard
& Zukin Capital, Inc.  The Debtors' claims agent is Epiq
Bankruptcy Solutions.


EIGEN INC: Files Schedules of Assets and Liabilities
----------------------------------------------------
Eigen, Inc., filed with the U.S. Bankruptcy Court for the District
of Delaware its schedules of assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property           $10,065,957
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $20,188,547
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $140,505
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $2,003,273
                                 -----------      -----------
        TOTAL                    $10,065,957      $24,476,571*

* Corrected: $22,332,325

Grass Valley, California-based Eigen, Inc., a.k.a. Eigen, LLC,
develops tools for healthcare professionals.  The Company filed
for Chapter 11 bankruptcy protection on March 30, 2010 (Bankr. D.
Del. Case No. 10-11061).  Christopher A. Ward, Esq., at Polsinelli
Shughart PC, assists the Company in its restructuring effort.  In
its petition, the Company estimated its assets and debts at
$10,000,001 to $50 million.


EPICEPT CORPORATION: Inks Amended Employment Deal With J. Talley
----------------------------------------------------------------
EpiCept Corporation entered in to an Amended and Restated
Employment Agreement with John V. Talley, Jr., EpiCept's president
and chief executive officer.
The Agreement expires on December 31, 2011; provided, however,
that the term of the Agreement will thereafter be automatically
extended for unlimited additional one-year periods unless, at
least three months prior to the then-scheduled date of expiration,
either EpiCept or Mr. Talley gives notice that the company or Mr.
Talley is electing not to so extend the term of the Agreement.
Upon the occurrence of a change in control, the term shall
automatically be extended for one additional year from the date of
the change in control.

The Agreement provides for an annual base salary of $435,000,
which shall be reviewed no less frequently than annually for
increase in the discretion of the Board of Directors or its
compensation committee.  Mr. Talley shall also be eligible for an
annual incentive award, with a target incentive opportunity equal
to 55% of his base salary.

In the event of termination of Mr. Talley's employment under the
Agreement:

-- Termination Without Cause.  If Mr. Talley is terminated
    without cause, he is entitled to receive payments equal to:

   * a lump-sum payment equal to one and one-half (1.5) times his
     base salary provided, however, that in the case of a
     termination resulting from the expiration of the Agreement
     pursuant to a notice of non-extension from EpiCept, the
     amount shall equal one and one-quarter (1.25) times his base
     salary;

   * each stock option that was granted prior to the effective
     date and is outstanding as of the termination date shall (A)
     become fully vested as of the termination date, (B) become
     exercisable as of the termination date with respect to fifty
     percent (50%) of any securities and other property subject to
     it for which it is not then exercisable, (C) become
     exercisable with respect to the remainder of any such
     securities and other property ratably and monthly over the
     two years immediately following the termination date, and (D)
     remain exercisable, for all securities and other property for
     which it is or becomes exercisable, through at least the
     later of the ninetieth (90th) day following the date upon
     which such stock option becomes fully exercisable and the
     first anniversary of the termination date, but in no event
     beyond its maximum stated term;

   * each stock option that is granted on or after the effective
     date and is outstanding as of the termination date shall be
     fully vested and exercisable, as of the termination date, to
     the extent that it is then scheduled to become vested or
     exercisable within eighteen months following the termination
     date, and shall remain exercisable through the first
     anniversary of the termination date;

   * each time-vested equity award that is outstanding as of the
     termination date shall vest, and become non-forfeitable, as
     of the termination date to the extent that it is then
     scheduled to become vested within eighteen months following
     termination date;

   * each performance-vesting equity award that is outstanding as
     of the termination date shall become vested, and non-
     forfeitable, to the extent that the applicable performance
     vesting criteria are achieved within eighteen months
     following the termination date; and

   * continued participation, for 18 months immediately following
     the termination date, in all employee welfare benefit plans,
     programs and arrangements, on terms and conditions that are
     no less favorable to him than those applied immediately prior
     to the termination date, and with COBRA benefits commencing
     thereafter; provided, however, that in the case of a
     termination due to expiration of the term pursuant to notice
     of non-extension from the company, the continuation period
     shall be 12 months rather than 18 months.

-- Termination in Connection With a Change in Control.  If Mr.
    Talley is terminated within six months prior to, or within one
    year and a day following, a change in control, he is entitled
    to:

   * a lump sum payment equal to two times the sum of (x) his base
     salary and (y) the greater of (I) his target for the year in
     which the termination occurs and (II) the annual incentive
     award awarded to him for the most recently completed calendar
     year;

   * have each outstanding stock option become fully vested and
     exercisable as of the termination date and remain exercisable
     through the first anniversary of the termination date, but in
     no event beyond its maximum stated term;

   * have each other equity-based award become fully vested, and
     non-forfeitable, as of the termination date; and

   * continued participation, for 24 months immediately following
     the termination date, in all employee welfare benefit plans,
     programs and arrangements, in which he was participating
     immediately prior to the Termination Date, on terms and
     conditions that are no less favorable to him than those
     applied immediately prior to the termination date, and with
     COBRA benefits commencing thereafter.

A full-text copy of the Employment Agreement is available for free
at http://ResearchArchives.com/t/s?64f8

                           About EpiCept

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

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


ERICKSON RETIREMENT: Amends Motion for Tax Liability Determination
------------------------------------------------------------------
Erickson Retirement Communities LLC and its debtor affiliates
filed with the U.S. Bankruptcy Court for the Northern District of
Texas an amended motion seeking determination of tax liability.

According to Vincent P. Slusher, Esq., at DLA Piper LLP, in
Dallas, Texas, the Amended Tax Liability Motion seeks relief on
the same grounds as the Debtors' Original Motion filed on
April 2, 2010, save for the inclusion of amended Exhibits "A" and
"B."

The Amended Exhibit A is a list of local tax authorities or
"LTAs" that filed ad valorem tax claims on a number of the
Reorganized Debtors' assets, consisting of both personal and real
property of the Reorganized Debtors.  The Amended Exhibit B
contains a list of claims relating to properties (i) that the
Debtors plan on taking title to, and (ii) that have tax balances
presently due and forthcoming.

Full-text copies of the amended summaries of the Claims against
the Owned and Pending Properties -- the Taxed Properties -- are
available for free at:

      http://bankrupt.com/misc/ERC_AmOwnedPropClaims.pdf
      http://bankrupt.com/misc/ERC_AmPendingPropClaims.pdf

The Reorganized Debtors maintain that the LTAs' valuations and
the related taxes far exceed the fair market values of the Owned
and Pending Properties.

By the Amended Tax Motion, the Reorganized Debtors ask Judge
Jernigan to:

   (a) determine the fair market values of "Taxed Properties"
       based on the $365 million sale price and allocation of
       the Debtors' assets sold to Redwood-ERC Senior Living
       Holdings LLC; and

   (b) adjust their tax liabilities with respect to those
       properties.

Under the Amended Tax Motion, the Reorganized Debtors removed
certain LTAs from the scope of the Amended Tax Motion.  This
change is without prejudice to the Reorganized Debtors' right to
seek relief, at a later date, as to the claims of those LTAs that
have been removed, Mr. Slusher tells the Court.

Moreover, Johnson County, Kansas; Douglas County and the County
of Loudoun, Virginia have filed applications seeking payment of
administrative expense claims, Mr. Slusher notes.

Mr. Slusher discloses that the Reorganized Debtors and certain
LTAs are working towards a resolution of the Debtors' objections
raised and the relief sought in the Original Tax Motion and the
related Tax Applications regarding to the valuations of the
Debtors' properties and the applicable taxes.  The Debtors
believe that some or all of the issues raised in the Amended Tax
Motion and Tax Applications may be resolved without adjudication
by the Court.

At the Reorganized Debtors' behest, the Court continues the
hearing  on the Amended Tax Motion and the Tax Applications from
June 3, 2010 to June 29, 2010.  Objections to the Amended Tax
Motion and Tax Applications are due no later than June 18.

In a related development, Johnson County, Kansas, joins in the
request of the Douglas County Treasurer to bifurcate the claim
objection hearing.  Douglas County previously asked Judge
Jernigan to bifurcate the hearing on the Tax Motion into separate
hearings on:

(1) the legal issues raised in the Tax Determination Motion,
     namely: whether the Bankruptcy Court has jurisdiction under
     Section 505(a)(2)(A) of the Bankruptcy Code to adjudicate
     the portions of Douglas County's claims that were
     adjudicated in a state administrative tribunal
     prepetition; whether the Bankruptcy Court should exercise
     its discretion under Section 505(a)(1) to adjudicate the
     balance of Douglas County's Claims; and whether the
     price that Redwood paid for the Debtors' assets is
     dispositive of their value for ad valorem property tax
     purposes under Colorado ad valorem property tax statutory
     and case law; and

(2) the valuation of the Debtors' Colorado properties under
     Colorado ad valorem property tax law.

                     About Erickson Retirement

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

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

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

Judge Stacey G.C. Jernigan of the U.S. Bankruptcy Court for the
Northern District of Texas confirmed Erickson's Plan of
Reorganization on April 16, 2010.  The confirmed Chapter 11 Plan
is premised on the $365 million sale of substantially all of the
Erickson Retirement assets to Redwood Capital Investments LLC and
its affiliates.  The Plan became effective effective on April 30,
2010.

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


ERICKSON RETIREMENT: Plan Injunction Modified for Sherman
---------------------------------------------------------
Before the Petition Date, Erickson Construction, LLC, acted as an
original contractor to Lincolnshire Campus, LLC, to provide
general contracting services in connection with the construction
and improvement for and upon premises owned by Lincolnshire known
as Renaissance Gardens at Sedgebrook, located at 20 Riverside
Road, in Lincolnshire, Illinois.

Sherman Mechanical, Inc., Service Drywall & Decorating, Inc., and
Superior Truss & Panel, Inc., each entered into an agreement with
Erickson Construction or one of its subcontractors, whereby the
suppliers agreed to provide labor and materials in connection
with the construction work at the Riverside Road Premises.

Sherman Mechanical, et al., assert that they are owed sums for
the labor and materials they furnished at the Riverside Road
Premises.

In order to protect their rights, the Lincolnshire Lien Claimants
recorded mechanic's liens and now wish to foreclose on those
mechanic's liens.  To enforce their lien rights, the Lincolnshire
Lien Claimants filed a lawsuit in the Circuit Court of the
Nineteenth Judicial Circuit, Lake County, Illinois.

As previously reported, the Reorganized Debtors and non-debtor
affiliates Lincolnshire Campus, and Naperville Campus entered
into a stipulation modifying the injunction under the Fourth
Amended Joint Plan of Reorganization solely to permit certain
parties to pursue their liens on the properties of the Two
Campuses.

Against this backdrop, the Lincolnshire Lien Claimants and the
Reorganized Debtors entered into another stipulation whereby:

  (1) The Plan Injunction is modified solely to permit the
      Lincolnshire Lien Claimants to enforce their State Court
      Mechanic's lien rights and remedies, if any, against the
      Riverside Premises in the Illinois Action.  Under the
      Illinois Action, the Lincolnshire Lien Claimants will be
      entitled to (1) include Erickson Construction as a party-
      defendant, (2) initiate and obtain discovery from Erickson
      Construction, and (3) do everything reasonably necessary
      to establish their lien claims against the Premises and
      obtain a judgment foreclosing their liens, including
      obtaining the necessary factual findings and legal
      determinations on the Lincolnshire Lien Claimants' claims
      against Erickson Construction; and

  (2) The Lincolnshire Lien Claimants will not seek any recovery
      from Erickson Construction in the Illinois Action and
      will not seek entry of any in personam judgment against
      Erickson Construction in the Illinois Action.

U.S. Bank National Association, as indenture trustee for
$137,145,000 Illinois Finance Authority Revenue Bonds Series
2007A and Series 2007B, reserves its rights in the U.S.
Bankruptcy Court for the Northern District of Texas or any other
court or forum with respect to the substantive claims asserted in
the Parties' Stipulation, including without limitation the
validity and priority of liens, if any, the Lincolnshire Lien
Claimants may seek to establish.

                     About Erickson Retirement

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

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

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

Judge Stacey G.C. Jernigan of the U.S. Bankruptcy Court for the
Northern District of Texas confirmed Erickson's Plan of
Reorganization on April 16, 2010.  The confirmed Chapter 11 Plan
is premised on the $365 million sale of substantially all of the
Erickson Retirement assets to Redwood Capital Investments LLC and
its affiliates.  The Plan became effective effective on April 30,
2010.

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


ERICKSON RETIREMENT: RPH Asks for Payment of Rejection Damages
--------------------------------------------------------------
RPH Industrial, LLC, entered into a lease with Erickson Retirement
Communities LLC on a property located at 991 Corporate Boulevard,
in Linthicum, Maryland 21090.  The Lease terminates on June 30,
2010.

RPH Industrial notes that the Reorganized Debtor rejected the
Maryland Lease.  However, the Debtor has not paid any rent since
the Petition Date, RPH complains.  RPH says it is owed two months
of rent at $57,882 and six months of rent at $59,327, totaling
$429,280.

Pursuant to the Fourth Amended Joint Plan of Reorganization,
parties may file proofs of claims resulting from the rejection of
executory contracts and unexpired leases on May 30, 2010, or 30
days after the occurrence of the Plan Effective Date.

RPH thus seeks the Reorganized Debtors' payment of its rejection
damage claim for $429,280.

                     About Erickson Retirement

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

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

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

Judge Stacey G.C. Jernigan of the U.S. Bankruptcy Court for the
Northern District of Texas confirmed Erickson's Plan of
Reorganization on April 16, 2010.  The confirmed Chapter 11 Plan
is premised on the $365 million sale of substantially all of the
Erickson Retirement assets to Redwood Capital Investments LLC and
its affiliates.  The Plan became effective effective on April 30,
2010.

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


EXTENDED STAY: Creditors Seek to Terminate Reorganization Plan
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of Extended Stay,
Inc., joined by Starwood Capital Group Global, L.P., filed a
motion asking the bankruptcy court to terminate Extended Stay
Inc.'s exclusive period to propose and solicit support for a
Chapter 11 plan.

The Creditors Committee and Starwood say they can propose a
competing plan of reorganization which is superior to Extended
Stay's proposed Fifth Amended Plan of Reorganization, netDockets
Blog reports.  According to the report, the Committee/Starwood
plan would offer "substantially greater distributions to
creditors, including distributions comprised of equity and
warrants to creditors currently out of the money under the
Debtors' proposed plan, resulting in hundreds of millions of
dollars in additional value for the Debtors' estates and their
creditors" according to the Committee.   The report relates that
the motion attaches a term sheet for the potential alternative
plan of reorganization and the Committee highlights five elements
of the term sheet which it argues render the Committee/Starwood
plan "far more compelling than the Debtors' plan":

   1. "Reinstatement of the mortgage debt (the "Mortgage Debt") in
       the principal amount of $4.1 billion (the additional value
       provided to otherwise disenfranchised creditors at levels L
       and M of the Mortgage Debt is estimated at $175 million),
       including amortization payments;

   2. A guaranteed 5% of the reorganized entities' equity to the
      Mezzanine Creditors on the effective date of the
      Committee/Starwood Plan;

   3. A Rights offering to enable the Mezzanine Creditors to
      purchase up to 20% of the reorganized equity, fully back-
      stopped by Starwood in the amount of $140 million (the
      Mezzanine Creditors are currently completely out of the
      money under the Debtors' plan);

   4. Warrants to the Mezzanine Creditors for 20% of the equity in
      the reorganized entities after the new capital is repaid
      with a 20% internal rate of return; and

   5. Establishment of a litigation trust (the "Litigation
      Trust"), which will include all viable, non-operations
      related third party claims and be funded initially by a $15
      million loan from the reorganized entities to be repaid
      solely from the net litigation proceeds."

                    The Fifth Amended Plan

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

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

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

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

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

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

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

                        About Extended Stay

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

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

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


F. ROBERT FRITZKY: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: F. Robert Fritzky
        dba MedMatrx LLC
        1100 Moraga Way
        Suite 105
        Moraga, ca 94556

Bankruptcy Case No.: 10-46809

Chapter 11 Petition Date: June 15, 2010

Court: United States Bankruptcy Court
       Northern District of California (Oakland)

Judge: Edward D. Jellen

Debtor's Counsel: Matthew J. Shier, Esq.
                  Pinnacle Law Group
                  425 California St. #1800
                  San Francisco, CA 94104
                  Tel: (415) 394-5700
                  E-mail: mshier@pinnaclelawgroup.com

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/canb10-46809.pdf

The petition was signed by F. Robert Fritzky.


FAIRFIELD SENTRY: Chapter 15 Case Summary
-----------------------------------------
Chapter 15 Petitioner: Kenneth Krys
                       Christopher Stride

Chapter 15 Debtor: Fairfield Sentry Limited
                   c/o Codan Trustees (B.V.I.) Ltd.
                   Romasco Place
                   Wickhams Cay 1
                   Road Town, P.O. Box 3140
                   Tortola VG1110
                   British Virgin Islands

Chapter 15 Case No.: 10-13164

Type of Business: The Debtor is an investment firm which incurred
                  losses due to funds entrusted with Bernard
                  Madoff who admittedly devised the "Ponzi
                  scheme."

Chapter 15 Petition Date: June 14, 2010

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

Judge: Arthur J. Gonzalez

Debtor's Counsel: David Molton, Esq.
                  Brown Rudnick LLP
                  7 Times Square
                  Times Square Tower
                  New York, NY 10036
                  Tel: (212) 209-4800
                  Fax: (212) 209-4801
                  E-mail: dmolton@brownrudnick.com

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

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

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

Debtor-affiliates filing separate Chapter 15 petition:

      Entity                          Case No.    Petition Date
      ------                          --------    -------------
Fairfield Sigma Limited               10-13167        6/14/10
  Assets: $50,000,001 to $100,000,000
  Debts: $0 to $50,000
Fairfield Lambda Limited              10-13168        6/14/10
  Assets: $0 to $50,000
  Debts: $0 to $50,000


FERNANDO CHONG: Case Summary & 9 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Fernando W. Chong
               Sikhan Chong
               1729 10th street
               Manhattan Beach, CA 90266

Bankruptcy Case No.: 10-34379

Chapter 11 Petition Date: June 15, 2010

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

Judge: Ernest M. Robles

Debtor's Counsel: Anthony Egbase, Esq.
                  Law Offices of Aanthony O Egbase & Assoc
                  350 S Figueroa St Ste 189
                  Los Angeles, CA 90071
                  Tel: (213) 620-7070
                  E-mail: info@anthonyegbaselaw.com

Scheduled Assets: $1,960,620

Scheduled Debts: $3,359,384

A list of the Company's 9 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-34379.pdf

The petition was signed by Fernando W. Chong and Sikhan Chong.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Irvine Brothers, Inc.                  10-12014    02/18/10
dba Ws China Bistro


FLYING J: Asks Court to Voluntarily Dismiss Units' Ch. 11 Cases
---------------------------------------------------------------
Flying J Inc. asked the U.S. Bankruptcy Court for the District of
Delaware to voluntarily dismiss the chapter 11 cases of two
affiliates -- Longhorn Pipeline Inc. and Longhorn Pipeline
Holdings LLC -- effective as of June 16, 2010, when the plan of
reorganization proposed for the other jointly-administered debtors
becomes effective, netDockets Blog reports.

According to the report, the Debtors previously sold the Longhorn
Pipeline, a 700-mile common-carrier pipeline running from the Gulf
Coast near Houston to El Paso, Texas, and related assets to
Magellan Midstream Partners, L.P.  The report relates that as a
result of that sale, and the distribution of the proceeds of the
sale, neither Longhorn Pipeline Inc. nor Longhorn Pipeline
Holdings LLC have any remaining assets or creditors (a third
Longhorn entity which is not the subject of the motion, Longhorn
Partners Pipeline, L.P., does have creditors whose claims are
addressed by the proposed plan of reorganization).

                      About Flying J Inc.

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

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

Blackstone Advisory Services L.P. is the Debtors' investment
banker and financial advisor.  Epiq Bankruptcy Solutions LLC is
the Debtors' notice, claims and balloting agent.  In its formal
schedules submitted to the Bankruptcy Court, Flying J listed
assets of $1,433,724,226 and debts of $640,958,656.

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


FORD MOTOR: State Street Holds 11.7 of Shares
---------------------------------------------
State Street Corporation disclosed in a regulatory filing that as
of May 31, 2010, it may be deemed to hold 389,651,357 shares -- or
roughly 11.7% -- of Ford Motor Co. common stock.  As of
January 31, 2010, State Street may be deemed to hold 386,380,598 -
- or roughly 11.6% -- Ford shares.

State Street Bank and Trust Company, as of May 31, 2010, held
277,694,850 Ford shares as trustee for the Ford Defined
Contribution Plans Master Trust.  State Street Bank also held
60,768,271 Ford shares in various capacities as of May 31, 2010.

                         About Ford Motor

Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --
http://www.ford.com/-- manufactures or distributes automobiles
across six continents.  With about 176,000 employees and about 80
plants worldwide, the company's automotive brands include Ford,
Lincoln, Mercury and, until its sale, Volvo.  The company provides
financial services through Ford Motor Credit Company.

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

On May 18, 2010, Moody's Investors Service upgraded the ratings of
Ford Motor Company and Ford Motor Credit Company.  Ratings raised
include Ford's Corporate Family Rating and Probability of Default
Rating to B1 from B2, secured credit facility to Ba1 from Ba2,
senior unsecured debt to B2 from B3, and trust preferred to B3
from Caa1.  The rating outlook for Ford and Ford Credit is stable.


FPF OAK: Case Summary & 10 Largest Unsecured Creditors
------------------------------------------------------
Debtor: FPF Oak Trails, L.P.
        429 Santa Monica Blvd.
        Suite 625
        Santa Monica, CA 90401

Bankruptcy Case No.: 10-34386

Chapter 11 Petition Date: June 15, 2010

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

Judge: Vincent P. Zurzolo

Debtor's Counsel: Stephen R. Wade, Esq.
                  The Law Offices of Stephen R. Wade
                  400 N Mountain Ave Ste 214B
                  Upland, CA 91786
                  Tel: (909) 985-6500
                  Fax: (909) 985-2865
                  E-mail: dp@srwadelaw.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 10 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-34386.pdf

The petition was signed by Stephanos J. Collias, company's
president.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Franklin Pacific Finance, LLLP         10-30727   05/24/10


FREMONT GENERAL: Bankruptcy Court Amends May 25 Confirmation Order
------------------------------------------------------------------
In a regulatory filing Tuesday, Fremont General Corp., now known
as Signature Group Holdings, LLC, disclosed that on June 9, 2010,
the U.S. Bankruptcy Court for the Central District of California,
Santa Ana Division, entered an order amending its May 25, 2010
order confirming Signature Group Holdings, LLC's Chapter 11 Fourth
Amended Plan of Reorganization of Fremont General Corporation,
dated May 11, 2010.

Both the May 25 Order and the Amended Order allow non-material
technical modifications to the Signature Plan without further
approval or order, and the final confirmed plan is Signature Group
Holdings, LLC's Chapter 11 Fourth Amended Plan of Reorganization,
Joined by James McIntyre as Co-Plan Proponent, dated June 8, 2010.

The summary of the June 8, 2010 Plan and the Amended Order
highlighting certain provisions of the June 8, 2010 Plan and the
Amended Order does not differ in any material respect from the
summary of the May 25 Order and the May 11 Plan.

A full-text copy of the June 8, 2010 Plan is available at no
charge at http://researcharchives.com/t/s?64f1

A full-text copy of the Amended Order is available at no charge
at http://researcharchives.com/t/s?64f2

                      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.


FX LUXURY: Vegas Judge Ends Plan Exclusivity
--------------------------------------------
Bill Rochelle at Bloomberg News reports that a bankruptcy judge in
Las Vegas, Nevada, granted a motion by second-lien lenders and
terminated the exclusive right of FX Luxury Las Vegas I LLC to
propose a reorganization plan, according to an e-mail from Lenard
M. Parkins, one the lawyers from Haynes & Boone LLP in New York
representing the junior lenders.  The second-lien lenders said in
court papers that they intend to propose a plan of their own
promising to treat the senior lenders "consistent with bankruptcy
law" while providing "some return to non-insider equity holders of
the debtor."

FX filed a prepackaged reorganization plan along with its Chapter
11 petition on April 21.  FX responded to the loss of its
exclusivity rights by withdrawing the plan on June 14.

Under the withdrawn Plan, the assets would be transferred to the
first-lien lenders if there wasn't a cash bid of at least $256
million.  Second lien lenders, owed $195 million on principal, and
unsecured creditors won't get anything under the Plan.

                          About FX Luxury

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

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

The Company disclosed $139,636,791 in assets and $492,568,036 in
debts at the time of the filing.

As reported in the Troubled Company Reporter on May 11, 2010, the
Debtor proposed a liquidating Chapter 11 plan that will return
nothing to unsecured creditors.  As reported in the TCR on June 7,
2010, the Debtor proposed to sell substantially all of its assets,
but the Honorable Bruce A. Markell rejected the Debtor's proposed
sale procedures.  The Debtor's second-lien creditors asked Judge
Markell to appoint a Chapter 11 trustee and terminate the Debtor's
exclusive periods.


GALI SPIRO: Case Summary & 17 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Gali Spiro
        31 Harborview Avenue
        Winthrop, MA 02152

Bankruptcy Case No.: 10-16417

Chapter 11 Petition Date: June 14, 2010

Court: United States Bankruptcy Court
       District of Massachusetts (Boston)

Judge: Joan N. Feeney

Debtor's Counsel: John F. Sommerstein, Esq.
                  Law Offices of John F. Sommerstein
                  98 North Washington Street, Suite 104
                  Boston, MA 02114
                  Tel: (617) 523-7474
                  E-mail: jfsommer@conversent.net

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

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

A copy of the Debtor's list of 17 largest unsecured
creditors filed together with the petition is available for
free at http://bankrupt.com/misc/mab10-16417.pdf

The petition was signed by the Debtor.


GENERAL MOTORS: Lawmaker Wants Ban on Hiring of Lobbyist
--------------------------------------------------------
Eric Morath at Dow Jones Daily Bankruptcy Review reports that U.S.
Rep. Darrell Issa is seeking to ban the car companies the U.S.
government ushered through bankruptcy last year from lobbying
lawmakers.  The California Republican was set to introduce a
proposal Thursday that would ban General Motors, Chrysler and
other companies in which the government holds an ownership stake
from hiring lobbying firms.

"These companies need to be judicious about how taxpayers' dollars
are spent," Issa spokesman Kurt Bardella said Wednesday, according
to Dow Jones.  "The need to hire someone to lobby a fellow
stakeholder is hard to justify."

Dow Jones notes Mr. Issa is seeking to use similar standards for
the auto makers as apply to government-backed mortgage lenders
Fannie Mae and Freddie Mac.

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

                   About Motors Liquidation

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

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

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


GENERAL MOTORS: To Forego Traditional Summer Shutdowns of 9 Plants
------------------------------------------------------------------
General Motors said most of its U.S. plants will forego
traditional summer shutdowns to help meet buyer demand for popular
Chevrolet, Buick, GMC, and Cadillac cars, crossovers, and trucks.

Nine of the 11 assembly plants will continue to operate during the
traditional shut-down period from June 28 to July 9.  Most of GM's
U.S. stamping and powertrain plants will also work to support
assembly operations.  The decision is expected to generate up to
56,000 additional vehicles.

"This move will help buyers waiting for high-demand products such
as the Buick LaCrosse, Chevrolet Traverse, and GMC Acadia," said
Mark Reuss, president of GM North America.  "Our manufacturing
teams are taking creative approaches to increase production and
reduce the wait times for our dealers and customers."

Historically, the summer shut-down was used by the automakers to
complete the annual model changeover.  Over the last 20 years, the
two-week shut-down evolved, allowing the domestic auto industry to
support maintenance operations and enabling employees to use their
vacation weeks without interrupting overall productivity.

New language in the UAW-GM national agreement allows the company
to "flex" when down weeks will be taken.  In some circumstances,
it will be possible to designate those weeks as mandatory vacation
time.  In other circumstances, when no downtime is possible due to
market demand, the plants can hire temporary employees to provide
vacation coverage.  The temporary employees receive training in
safety and quality to ensure they are capable of supporting
production at a high level.

"We've added shifts to plants, run significant overtime, and
optimized line speeds to get more products to our customers," said
Diana Tremblay, GM vice president of Manufacturing and Labor.
"Our UAW-GM workforce has contributed to our ability to make these
changes while continuing to meet our business targets."

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

                   About Motors Liquidation

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

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

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


GENTA INC: Stockholders Elect Warrel, 3 Others as Directors
-----------------------------------------------------------
Shareholders of Genta Incorporated elected Raymond P. Warrel, Jr.,
M.D., Christopher P. Parios, Daniel D. Von Hoff, M.D., and Douglas
G. Watson, as directors; approved the amended and restatement of
the company's 2009 stock incentive plan; and ratified the
appointment of Amper Politziner & Mattia LLP as independent
registered public accounting firm.

                            About Genta

Berkeley Heights, New Jersey, Genta Incorporated (OTCBB: GETA.OB)
-- http://www.genta.com/-- is a biopharmaceutical company with a
diversified product portfolio that is focused on delivering
innovative products for the treatment of patients with cancer.

At December 31, 2009, the Company had total assets of
$12.229 million against total current liabilities of
$10.501 billion and total long-term liabilities of $4.590 million,
resulting in stockholders' deficit of $2.862 million.


GILBERTO MACHIN: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Gilberto Aponte Machin
          aka Dr Gilberto Aponte Machin
        P.O. BOX 11601
        San Juan, PR 00922

Bankruptcy Case No.: 10-05193

Chapter 11 Petition Date: June 14, 2010

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

Judge: Enrique S. Lamoutte Inclan

Debtor's Counsel: Victor Gratacos Diaz, Esq.
                  P.O. Box 7571
                  Caguas, PR 00726
                  Tel: (787) 746-4772
                  E-mail: vgratacd@coqui.net

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

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

According to the schedules, the Debtor says that assets total
$2,716,900 while debts total $1,788,612.

A copy of the Debtor's list of 20 largest unsecured
creditors filed together with the petition is available for
free at http://bankrupt.com/misc/prb10-05193.pdf

The petition was signed by the Debtor.


GLENN SMITH: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Glenn J. Smith
        1005 Electric Avenue
        Seal Beach, CA 90740

Bankruptcy Case No.: 10-18050

Chapter 11 Petition Date: June 15, 2010

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

Judge: Robert N. Kwan

Debtor's Counsel: Marc C. Forsythe, Esq.
                  18101 Von Karman Avenue Ste 510
                  Irvine, CA 92612
                  Tel: (949) 798-2460
                  Fax: (949) 955-9437
                  E-mail: kmurphy@goeforlaw.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 Glenn J. Smith.


GRAPHIC PACKAGING: Moody's Gives Stable Outlook; Keeps 'B1' Rating
------------------------------------------------------------------
Moody's Investors Service revised Graphic Packaging International,
Inc.'s (Graphic Packaging) outlook to stable from negative and
upgraded the company's speculative grade liquidity rating to SGL-2
from SGL-3.  Moody's also affirmed the B1 corporate family rating
and the company's other existing debt ratings -- refer to the list
below.

The outlook change to stable reflects improved margins and reduced
debt levels.  Weak demand levels within the paperboard sector are
still impacting operating results and may affect pricing, but
Moody's believes the company will be able to sustain margin
improvements over the rating horizon.  Graphic Packaging operates
in the more stable food and beverage end markets, thus the
company's integrated network, executed synergies and cost
reduction plans will allow it to reduce financial leverage over
the next twelve to eighteen months in support of the B1 corporate
family rating.

The B1 corporate family rating captures Graphic Packaging's
leading position in folding consumer cartons, coated unbleached
kraft paperboard, coated recycled boxboard, and multi-wall bag.
In addition to extensive customer relationships, the ratings are
supported by continued focus on cost improvements, margin
stability and good liquidity.  Nonetheless, the ratings reflect
Graphic Packaging's high leverage, weak demand trends in the
paperboard sector, and exposure to potentially high input costs.
The company's highly-leveraged capital structure increases
refinancing risk within the credit profile over the intermediate
term.  Moody's could upgrade the ratings and/or outlook if it is
evident that the company sustains EBITDA margins in the mid-teens,
RCF-Capex/Debt above 5%, and Debt/EBITDA below 4.5x on an adjusted
basis.  The ratings may be downgraded should the company face
significant price and volume deterioration, persistent negative
free cash flow, or a material deterioration in liquidity
arrangements.  The ratings could also be downgraded if its
leverage ratio exceeds 6.0x on an adjusted basis.

The upgrade of the company's SGL rating to SGL-2 from SGL-3
indicates a solid liquidity position over the next twelve to
fifteen months.  Graphic Packaging maintains a $400 million senior
secured revolving credit facility that is committed until 2013.
At March 31, 2010, aggregate outstanding amounts were $0 million,
with availability of approximately $363 million after considering
outstanding letters of credit.  The company currently has
approximately $105 million of cash on the balance sheet with no
near term debt maturities.  Moody's expects the company to
maintain covenant compliance over the near term.  Graphic
Packaging's senior secured leverage ratio covenant applies to both
term loans and revolver.  At March 31, 2010, the actual total
leverage ratio was 2.89x versus a required ratio of 4.75x.

Ratings Upgraded:

Issuer: Graphic Packaging International, Inc.

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

Outlook to stable from negative

Ratings Affirmed:

Issuer: Graphic Packaging International, Inc.

  -- Corporate family rating, B1
  -- Senior secured bank facilities, Ba3 (LGD3, 38%)
  -- Senior unsecured notes, B3 (LGD5, 82%)
  -- Subordinated notes, B3 (LGD6, 93%)

Moody's last rating action was on June 1, 2009, when Moody's
assigned a B3 rating to Graphic Packaging's $245 million senior
notes due 2017.

Graphic Packaging International, Inc., located in Marietta,
Georgia, is a provider of paperboard packaging solutions.


HERON LAKE: Posts $1.5 Million Net Loss in Q2 Ended April 30
------------------------------------------------------------
Heron Lake BioEnergy, LLC, filed its quarterly report on Form
10-Q, reporting a net loss of $1.5 million on $25.5 million of
revenue for the three months ended April 30, 2010, compared with a
net loss of $2.8 million on $21.5 million of revenue for the same
period ended April 30, 2009.

The Company's balance sheet as of April 30, showed $112.0 million
in assets, $71.6 million of liabilities, and $40.4 million of
members' equity.

The Company incurred a loss of approximately $1.5 million and
generated cash of approximately $700,000 from operating activities
during the three months ended April 30, 2010.  For the six months
ended April 30, 2010, the Company had net income of approximately
$1.1 million and used cash of approximately $762,000 for operating
activities.  At April 30, 2010, at January 31, 2010, and
October 31, 2009, the Company was out of compliance with covenants
of its master loan agreement with AgStar Financial Services, PCA.
In addition, the Company anticipates that one or more of the
covenants will not be met as of October 31, 2010, and April 30,
2011, unless amended.  The Company previously reclassified the
long-term debt related to this agreement to current liabilities
because the Company was not in compliance with the minimum working
capital requirement.  That reclassification remains as of
April 30, 2010, because of the actual and anticipated covenant
defaults.  If AgStar exercises its right to accelerate the
maturity of the debt outstanding under the master loan agreement
or the line of credit, the Company will not have adequate
available cash to repay the amounts currently outstanding at
April 30, 2010.  Further, while an event of default exists, the
Company is not permitted to borrow additional funds under its line
of credit or revolving term note without AgStar's consent.

"These factors 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?64f5

Heron Lake, Minn.-based Heron Lake BioEnergy, LLC was formed for
the purpose of constructing and operating a dry mill corn-based
ethanol plant near Heron Lake, Minnesota.  The plant has a stated
capacity to produce 50 million gallons of denatured fuel grade
ethanol and 160,000 tons of dried distillers' grains per year.
Production of ethanol and distillers' grains at the plant began in
September 2007.


HOWE FARM: Case Summary & 5 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Howe Farm Partners, LLC
        17818 Statesville Road
        Cornelius, NC 28031

Bankruptcy Case No.: 10-31697

Chapter 11 Petition Date: June 14, 2010

Court: U.S. Bankruptcy Court
       Western District of North Carolina (Charlotte)

Judge: J. Craig Whitley

Debtor's Counsel: John Wesley Moore, Esq.
                  Law Offices of J. Wesley Moore
                  1100 Metropolitan Avenue, Suite 206
                  Charlotte, NC 28204
                  Tel: (704) 898-4938
                  Fax: (704) 973-9698
                  E-mail: wes.moore@jwesleymoorelaw.com

Estimated Assets: $0 to $50,000

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

A copy of the Company's list of 5 largest unsecured
creditors filed together with the petition is available for
free at http://bankrupt.com/misc/ncwb10-31697.pdf

The petition was signed by Phil M. Gandy, Jr., manager.


INTERNATIONAL BANKING: Administrator Files $720MM Claim vs. Ahab
----------------------------------------------------------------
Oliver Klaus at Zawya Dow Jones Newswires reports that Trowers &
Hamlins, the law firm appointed as administrator of The
International Banking Corp., said Thursday it filed a $720 million
foreign exchange claim against Ahmad Hamad Algosaibi & Brothers,
or Ahab, with Saudi Arabia's central bank.  The firm said in an e-
mailed statement that it filed the claim Wednesday "at the Saudi
Arabian Monetary Agency, or Sama, committee in the Kingdom of
Saudi Arabia, following referral of the claim by the council of
ministers."

According to Dow Jones, citing the statement, the claim filed by
the law firm forms part of a wider asset realization program being
implemented on behalf of the Central Bank of Bahrain and in the
interests of Bahrain-based TIBC's creditors.  The law firm is
working with restructuring firm Zolfo Cooper.

TIBC is owned by Ahab, the privately-held Saudi family business
that began to face scrutiny by creditors and authorities in May
2009 after it failed to meet some of its debt obligations.  TIBC
was subsequently placed in administration by the Central Bank of
Bahrain, which in turn appointed Trowers & Hamlins as external
administrator in August.

Ahab is involved in a feud with Saad Group, another financially
troubled Saudi family business owned by Maan Al Sanea, which also
defaulted on some of its debts in 2009. The groups are locked in a
bitter financial dispute that's fought in various jurisdictions
including in the U.S.

As reported by the Troubled Company Reporter on December 18, 2009,
The International Banking Corp., a commercial lender from Bahrain,
filed a petition for protection from creditors in the U.S. under
Chapter 15 (Bankr. S.D.N.Y. Case No. 09-17318).  TIBC is in
administration proceedings at home.  The bank says in the petition
that assets and debt are both more than $1 billion.


INTERTAPE POLYMER: Seven Directors Elected by Shareholders
----------------------------------------------------------
A the annual meeting of shareholders of Intertape Polymer Group
Inc. held on June 8, the seven nominees proposed by management for
directors were elected:

  * Eric E. Baker
  * Melbourne F. Yull
  * Robert Beil
  * George J. Bunze
  * Torsten A. Schermer
  * Jorge N. Quintas
  * Robert J. Foster

Raymond Chabot Grant Thornton LLP were also appointed as auditors.

                 About Intertape Polymer Group

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

                           *     *     *

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


IRVINE SENSORS: Seeks to Implement Reverse Stock Split
------------------------------------------------------
The 2010 Annual Meeting of Stockholders of Irvine Sensors
Corporation will be held on July 28, 2010, at 1:00 p.m., Pacific
Time at the Ayres Hotel, 325 South Bristol Street, Costa Mesa,
California, for these purposes:

     1. To elect the six directors;

     2. To approve granting the Board of Directors the authority
        to exercise its discretion to amend the Company's
        Certificate of Incorporation to effect a reverse stock
        split of the Company's outstanding shares of Common Stock,
        if necessary to regain compliance with the Nasdaq Capital
        Market's minimum bid requirement, at any of the following
        exchange ratios at any time within one year after
        stockholder approval is obtained, and once approved by the
        stockholders, the timing of the amendment, if at all, and
        the specific reverse split ratio to be effected will be
        determined in the sole discretion of the Board:

        A. A one-for-two reverse stock split;
        B. A one-for-three reverse stock split;
        C. A one-for-four reverse stock split;
        D. A one-for-five reverse stock split;
        E. A one-for-six reverse stock split;
        F. A one-for-seven reverse stock split;
        G. A one-for-eight reverse stock split;
        H. A one-for-nine reverse stock split; or
        I. A one-for-ten reverse stock split;

     3. To approve the issuance of up to $50,000,0000 worth of
        shares of Common Stock or securities convertible into or
        exercisable for Common Stock, not to exceed 25,000,000
        shares, in one or more related private placement
        transactions occurring on or prior to the date six months
        after the Annual Meeting, which shares would be issued at
        a maximum discount to the then fair market value of the
        Common Stock on the date of issuance of 35%;

     4. To approve the issuance of up to 10,000 additional shares
        of the Company's Series C Convertible Preferred Stock,
        initially convertible into up to 1,000,000 shares of the
        Common Stock, to Longview Fund, L.P.;

     5. To ratify the appointment of Squar, Milner, Peterson,
        Miranda & Williamson, LLP as the independent auditors of
        the Company for the fiscal year ending October 3, 2010;
        and

     6. To transact such other business as may properly come
        before the Annual Meeting or any adjournments or
        postponements thereof.

Only stockholders of record at the close of business on June 15,
2010, are entitled to notice of and to vote at the Annual Meeting.

A full-text copy of the Company's proxy statement is available at
no charge at http://ResearchArchives.com/t/s?6502

                      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.

At March 28, 2010, the Company had total assets of $6,184,700
against total liabilities of $13,111,400, and non-controlling
interest of $324,400, resulting in stockholders' deficit of
$6,926,700.

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.


JAF ENTERPRISE: Case Summary & 4 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: JAF Enterprise, Inc., a New Jersey Corporation
        360 Valley Avenue
        Hammonton, NJ 08037

Bankruptcy Case No.: 10-28213

Chapter 11 Petition Date: June 14, 2010

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

Judge: Michael B. Kaplan

Debtor's Counsel: Barry W. Frost, Esq.
                  Teich Groh
                  691 State Highway 33
                  Trenton, NJ 08619-4407
                  Tel: (609) 890-1500
                  E-mail: bfrost@teichgroh.com

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

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

According to the schedules, the Company says that assets total
$305,000 while debts total $2,221,500

A copy of the Company's list of 4 largest unsecured
creditors filed together with the petition is available for
free at http://bankrupt.com/misc/njb10-28213.pdf

The petition was signed by Frederick J. Todd, president.

Debtor-affiliate filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
1091 River Avenue, LLC                09-41242            11/19/09


JOE SHIREY: Case Summary & 9 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Joe Wayne Shirey
        17575 Hammock Lane
        Fort Pierce, FL 34987

Bankruptcy Case No.: 10-26818

Chapter 11 Petition Date: June 15, 2010

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

Judge: Erik P. Kimball

Debtor's Counsel: David L. Merrill, Esq.
                  7777 Glades Rd # 400
                  Boca Raton, FL 33434
                  Tel: (561) 477-7800
                  E-mail: dlmerrill@sbwlawfirm.com

Scheduled Assets: $255,778

Scheduled Debts: $2,518,811

A list of the Company's 9 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flsb10-26818.pdf

The petition was signed by Joe Wayne Shirey.


JOSE FRANCO: Case Summary & 18 Largest Unsecured Creditors
----------------------------------------------------------
Joint Debtors: Jose Manuel Colon Franco
                 aka Cheo Colon Franco
                 fdba Garaje Colon Hijo
               Ramona Arroyo Ramos
                 aka Monin Arroyo
               Lake View Estate
               4000 Avenue Suite #49
               Caguas, PR 00725

Bankruptcy Case No.: 10-05189

Chapter 11 Petition Date: June 14, 2010

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

Judge: Brian K. Tester

Debtor's Counsel: Victor Gratacos Diaz, Esq.
                  P.O. BOX 7571
                  Caguas, PR 00726
                  Tel: (787) 746-4772
                  E-mail: vgratacd@coqui.net

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

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

According to the schedules, the Debtors say that assets total
$11,610,970 while debts total $12,467,127.

The petition was signed by the Joint Debtors.

Debtor's List of 18 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Banco Popular                      --                   $7,000,000
P.O. Box 71375
San Juan, PR 00936-2708

BC Properties, Inc.                --                   $1,525,000
PMB307, P.O. Box 7886
Guaynabo, PR 00970-7886

Felix Cruz                         --                     $300,000
Apartado 5159
Caguas, PR 00726

Eurobank                           --                     $300,000
P.O. Box 191009
San Juan, PR 00919-1009

A&J Collection Agency              Commercial Line         $27,900

Crim                               --                      $20,000

Crim                               --                      $15,392

Eurobank                           --                      $12,000

Crim                               --                       $7,680

Popular Auto                       --                       $3,000

Carico International Inc           --                       $2,022

Sears Card                         --                       $1,700

Crim                               --                       $1,494

Crim                               --                       $1,059

Crim                               --                         $803

Crim                               --                         $113

Crim                               --                          $67

Crim                               --                          $62


KIRK TRUCKING: Case Summary & 6 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Kirk Trucking Company, Inc
        P.O. Box 357
        Kermit, WV 25674

Bankruptcy Case No.: 10-20601

Chapter 11 Petition Date: June 15, 2010

Court: U.S. Bankruptcy Court
       Southern District of West Virginia (Charleston)

Judge: Ronald G. Pearson

Debtor's Counsel: William W. Pepper, Esq.
                  Pepper and Nason
                  8 Hale Street
                  Charleston, WV 25301
                  Tel: (304) 346-0361
                  Fax: (304) 346-1054
                  E-mail: tinas@peppernason.com

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

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

According to the schedules, the Company says that assets total
$5,042,627 while debts total $5,928,288.

A copy of the Company's list of 6 largest unsecured
creditors filed together with the petition is available for
free at http://bankrupt.com/misc/wvsb10-20601.pdf

The petition was signed by Carl Kirk, president.


LEHMAN BROTHERS: OK'd to Bid $255M on Office Tower Investment
-------------------------------------------------------------
Bankruptcy Law360 reports that a judge has allowed Lehman Brothers
Holdings Inc. to offer a bid on $255 million worth of defaulted
debt interest in a Manhattan office tower in order to help protect
the former investment bank's $437 million existing stake in the
building.

Judge James M. Peck approved the request Wednesday in the U.S.
Bankruptcy Court for the Southern District of New York, cautioning
Lehman that it would be entering into an auction, Law360 says.

                        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: Unit Administrators Seek Creditor Compromise
-------------------------------------------------------------
American Bankruptcy Institute reports that Lehman Brothers
International (Europe) Ltd.'s administrators attempted to
kickstart long-running bankruptcy proceedings by proposing swifter
payouts to unsecured creditors if claims are lowered.

                        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)


LEVITT & SONS: Wells Fargo Recoups $65MM From Sale of 7 Projects
----------------------------------------------------------------
Maura Webber Sadovi at The Wall Street Journal reports that the
sales of seven stalled Levitt & Sons LLC housing developments in
Georgia, Florida, and South Carolina have recouped roughly
$65 million of some $122 million in soured loans on the projects
held by Wells Fargo & Co., according to Chris Carson, Esq., an
attorney for the bank.

The Journal reports that Mr. Carson said Wells Fargo realized
$65 million in net proceeds on the sales of the properties,
including some sales of individual homes, after deducting the
costs for operations including constructing some homes and
amenities.

According to the Journal, Thomas Kirschbraun, a managing director
with Jones Lang LaSalle in Chicago, which was hired to market and
sell five of the Levitt properties, notes that far-flung locations
on the edges of metropolitan areas are faring the worst and those
in established urban or suburban locations with some homes ready
for sale are fetching better prices.

After Levitt's bankruptcy filing, Wells Fargo agreed to fund a
$3 million revolving line of credit to help finish building such
amenities as clubhouses and sell some completed homes, said Soneet
Kapila, the court-appointed chief administrator of the Levitt
properties tied to the bank, according to the Journal.

                        About Levitt & Sons

Headquartered in Fort Lauderdale, Florida, Levitt and Sons LLC --
http://www.levittandsons.com/-- is the homebuilding subsidiary of
Levitt Corporation (NYSE:LEV).  Levitt Corp. --
http://www.levittcorporation.com/-- together with its
subsidiaries, operates as a homebuilding and real estate
development company in the southeastern United States.  The
company operates in two divisions, homebuilding and land.  The
homebuilding division primarily develops single and multi-family
homes for adults and families in Florida, Georgia, Tennessee, and
South Carolina.  The land division engages in the development of
master-planned communities in Florida and South Carolina.

Levitt and Sons LLC and 38 of its homebuilding affiliates filed
for Chapter 11 protection on November 9, 2007 (Bankr. S.D. Fla.
Lead Case No. 07-19845).  Paul Singerman, Esq. and Jordi Guso,
Esq., at Berger Singerman, P.A., represented the Debtors in their
bankruptcy cases.  The Debtors chose AP Services, LLC as
their crisis managers, and Kurtzman Carson Consultants, LLC as
their claims and noticing agent.  Levitt Corp., the parent
company, was not included in the bankruptcy filing.

Judge Raymond B. Rays confirmed Levitt & Sons' liquidating Chapter
11 plan in February 2009.


LIBBEY INC: Amends Prospectus on $150 Million IPO
-------------------------------------------------
Libbey Inc. on June 11 filed with the Securities and Exchange
Commission an Amendment No. 1 to Form S-3 Registration Statement
under the Securities Act of 1933 in connection with its planned
offering of securities, which may include:

     -- debt securities;
     -- common stock;
     -- preferred stock;
     -- warrants to purchase debt securities, common stock,
        preferred stock or depositary shares;
     -- rights to purchase common stock or preferred stock;
     -- securities purchase contracts;
     -- securities purchase units; and
     -- depositary shares.

Libbey is again delaying the effective date of the registration
statement.

A full-text copy of Amendment No. 1 is available at no charge
at http://ResearchArchives.com/t/s?6501

                        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.


LINCOLNSHIRE CAMPUS: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Lincolnshire Campus, LLC
        701 Maiden Choice Lane
        Baltimore, MD 21228

Bankruptcy Case No.: 10-34176

Chapter 11 Petition Date: June 15, 2010

About the Business: Lincolnshire Campus is an affiliate of
                    Erickson Retirement Communities.  Erickson
                    owns 20 continuing care retirement communities
                    in 11 states.  Erickson, along with
                    affiliates, filed for Chapter 11 on Oct. 19,
                    2009 (Bankr. N.D. Tex. Case No. 09-37010).  As
                    of September 30, 2009, on a book value basis,
                    ERC had approximately $2.7 billion in assets,
                    including $2.2 billion of property and
                    equipment, and $3.0 billion in liabilities.

Court: U.S. Bankruptcy Court
       Northern District of Texas (Dallas)

Judge: Stacey G. Jernigan

Debtor's Counsel: Vincent P. Slusher, Esq.
                  DLA Piper LLP US
                  1717 Main Street, Suite 4600
                  Dallas, TX 75201
                  Tel: (214) 743-4572
                  Fax: (972) 813-6267
                  E-mail: vince.slusher@dlapiper.com

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

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

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

The petition was signed by Paul Rundell, chief of restructuring
officer.

Debtor-affiliates filing separate Chapter 11 petition:

        Entity                           Case No.    Petition Date
        ------                           --------    -------------
Erickson Retirement Communities, LLC     09-37010         10/19/09


LIONS GATE: Shareholders Reject Icahn Group's Offer
---------------------------------------------------
Lionsgate issued the following statement in response to the
announcement by Carl Icahn and certain of his affiliated entities
(the "Icahn Group") of its tender offer results:

Once again, Lionsgate's shareholders have spoken in support of the
Board and management's strategy to create value.  Holders of over
68% of Lionsgate shares have rejected the Icahn Group's offer,
with only 13.2% of the outstanding shares being tendered into the
offer at its expiry.

Four months have passed since the Icahn Group announced its
intention to make a tender offer, and after repeated extensions,
numerous changes to its tender offer and a barrage of unwarranted
attacks on the Company, including personal attacks on the Board
and management, the Icahn Group remains a minority shareholder.
We at Lionsgate want to take this opportunity to thank our
shareholders for their continued support.

The vast majority of our shareholders have yet again demonstrated
that they are serious about protecting the value of their
investment in Lionsgate.

With respect to the Company's credit facilities, Lionsgate is in
advanced discussions with its lenders regarding finalization of a
waiver or amendment that will prevent the potential event of
default that could otherwise result from the Icahn Group's
actions.  Based on conversations to date, Lionsgate is highly
confident that it will obtain that waiver or amendment shortly.

Our fiscal 2010 results demonstrate that Lionsgate is a company
poised to deliver exceptional value to our shareholders from the
portfolio of assets we have been building.  The strength of our
library continues to grow, our home entertainment business remains
strong, our TV business has one of the highest success rates in
the industry from pilot to full series pickup, we have the
beginnings of a tremendous channel platform, we've built a
diversified portfolio of businesses and our feature films continue
to be the main driver.  The conclusion is simple and clear: our
plan is working, our business is on track and we expect to
continue to build our world class media platform.

Conversely, Carl Icahn has no coherent strategy for the Company.
His failures at Blockbuster and his former film distribution
company, Stratosphere, show that he does not understand the media
space.  He is looking to seize control of Lionsgate with a
financially inadequate, coercive and opportunistic bid.  Do not
transfer the value of your investment in Lionsgate's future to
Carl Icahn.

We remain confident that Carl Icahn will not obtain control of
Lionsgate through its tender offer.  Lionsgate urges shareholders
to protect the value of their investment and continue to reject
the Icahn Group's inadequate offer by NOT tendering their shares
during the subsequent offering period, which expires on June 30,
2010 at 11:59 p.m. New York City time.

Ultimately, Carl Icahn's inflammatory rhetoric cannot obscure two
simple facts: the Icahn Group's U.S.$7.00 a share offer remains
financially inadequate; and our shareholders continue to reject
the offer and Carl Icahn's attempts to seize control of the
Company.

                      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.


LODGENET INTERACTIVE: Federated Investors Holds 7.73% of Shares
---------------------------------------------------------------
Federated Investors, Inc., and its affiliated entities disclosed
holding 2,098,678 shares or roughly 7.73% of the common stock of
LodgeNet Interactive Corporation as of May 31, 2010.

                    About LodgeNet Interactive

Sioux Falls, South Dakota-based LodgeNet Interactive Corporation
(Nasdaq:LNET) -- http://www.lodgenet.com/-- provides media and
connectivity solutions designed to meet the unique needs of
hospitality, healthcare and other guest-based businesses.
LodgeNet Interactive serves more than 1.9 million hotel rooms
worldwide in addition to healthcare facilities throughout the
United States.  The Company's services include: Interactive
Television Solutions, Broadband Internet Solutions, Content
Solutions, Professional Solutions and Advertising Media Solutions.
LodgeNet Interactive Corporation owns and operates businesses
under the industry leading brands: LodgeNet, LodgeNetRX, and The
Hotel Networks.

The Company's balance sheet at March 31, 2010, revealed
$485.0 million in total assets and $542.2 million in total
liabilities, for a total stockholders' deficit of $57.2 million.

                          *     *     *

According to the Troubled Company Reporter on September 30, 2009,
Moody's Investors Service upgraded LodgeNet Interactive
Corporation's speculative grade liquidity rating to SGL-3
(indicating adequate liquidity) from SGL-4 (indicating poor
liquidity) while revising the outlook for all ratings to stable
from negative.  Concurrently, Moody's also affirmed LodgeNet's B3
corporate family rating and Caa1 probability of default rating.


LOEHMANN'S INC: Hires Three Financial Advisers
----------------------------------------------
Bill Rochelle at Bloomberg News reports that Loehmann's Inc. hired
three financial advisory firms with experience in turnarounds and
bankruptcy reorganizations.  The firms are AlixPartners LLP,
Perella Weinberg Partners and Clear Thinking Group LLC, according
to people with knowledge of the situation.

Reuters on April 6 reported that Loehmann's said it was fulfilling
its financial obligations in response to new questions about its
ability to keep its operations afloat.  According to Reuters,
Loehmann's denied a report in The New York Post that it missed a
$6 million interest payment on its debt the previous week.  But a
source briefed on the situation said the store chain had delayed
payments to CIT Group Inc. in order to make the interest payment.
Reuters also reported that the NY Post, citing sources close to
the situation, also said suppliers to the company were holding
back shipments due to its deteriorating financial situation.

A source told Reuters that CIT had suspended its factoring
approvals for Loehmann's because the company had slowed payments
to vendors and to CIT due to the interest payment.  It was not
immediately clear if CIT had reinstated its factoring approval,
Reuters said.

Loehmann's received a speculative-grade "CC" corporate credit
rating from Standard & Poor's.  The ratings agency said in March
2010, "we believe that current cash on hand and availability under
the company's revolver may not be sufficient to cover operating
needs over the near term."

Loehmann's is a discount retailer with more than 60 stores.  The
Bronx, New York-based company is owned indirectly by Istithmar
PJSC, an investment firm owned by the government of Dubai.

Loehmann's emerged from a 14-month Chapter 11 reorganization with
a confirmed plan in September 2000. At the time, it operated 44
stores in 17 states.


MAC AMUSEMENT: Case Summary & 15 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Mac Amusement Co., Inc.
        dba Spectacular Midways
        12531 S. Major Av.
        Palos Heights, IL 60463

Bankruptcy Case No.: 10-26946

Chapter 11 Petition Date: June 15, 2010

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

Judge: Eugene R. Wedoff

Debtor's Counsel: David P. Lloyd, Esq.
                  Grochocinski, Grochocinski & Lloyd
                  1900 Ravinia Place
                  Orland Park, IL 60462
                  Tel: (708) 226-2700
                  Fax: (708) 226-9030
                  E-mail: dlloyd@ggl-law.com

Scheduled Assets: $2,391,000

Scheduled Debts: $2,371,028

A list of the Company's 15 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ilnb10-26946.pdf

The petition was signed by Daniel M. Driskill, company's vice
president.


MARFRIG ALIMENTOS: Fitch Puts 'B+' Issuer Rating on Negative Watch
------------------------------------------------------------------
Fitch Ratings has placed these ratings of Marfrig Alimentos S.A.
and Marfrig Overseas Ltd, a special-purpose vehicle wholly owned
by Marfrig, on Rating Watch Negative:

Marfrig Alimentos S.A

  -- Local currency Issuer Default Rating at 'B+';
  -- Foreign currency IDR at 'B+';
  -- National scale rating at 'BBB+(bra)'.

Marfrig Overseas Ltd

  -- US$375 million senior unsecured notes due 2016 at 'B+/RR4';
  -- US$500 million senior unsecured notes due 2020 at 'B+/RR4'.

The Rating Watch Negative follows the announcement by Marfrig that
it has reached an agreement to acquire Keystone Foods LLC
(Keystone) for US$1 billion in cash and the assumption of
US$250 million of net debt.  This transaction strengthens
Marfrig's competitive position in the value-added protein products
market and its global distribution network but will likely
increase leverage above levels consistent with the company's
current ratings.  Further, the transaction will increase customer
concentration into a single customer, McDonald's, Keystone's key
client.  Keystone produces and distributes poultry, beef, fish and
pork products to food service companies with operations in 13
countries.  McDonald's represents 90% of Keystone's US$6.4 billion
sales.  Other customers include Campbell's, Subway, ConAgra, Yum
Brands and Chipotle.  Sixty percent of sales are related to
distribution services and 40% to protein revenues.

Marfrig intends to finance this transaction with the issuance of a
private placement of a US$1.3 billion five-year mandatory
convertible debenture.  Equity credit may be assigned to the
convertible debenture to the extent it is subordinate to the
company's other indebtedness and the company has the ability to
differ associated interest payments of CDI plus 1%.  Final terms
of the convertible remain unclear.  Absent any equity credit Fitch
expects Marfrig's net debt/EBITDA ratio to increase to 5.3 times
from 4.4x as of March 31, 2010, which will likely result in a one
notch downgrade.  With a substantial equity credit, Marfrig's
ratings would likely be affirmed with a Stable Outlook.  Fitch
will resolve the Rating Watch Negative when the terms of the
financing are finalized.  This transaction is expected to close in
the second half of this year.

Marfrig's Capital Structure is Highly Leveraged:

As of March 2010, the company had US$3.37 billion total debt on
its balance sheet, latest twelve months EBITDA of US$568 million
and leverage of 5.9x.  With cash on hand of US$868 million net
leverage amounted to 4.4x.  Pro forma the Keystone acquisition
with no equity credit granted to the mandatory convertible issued
to finance this transaction Fitch expects total debt to EBITDA to
be 7.1x and net debt to EBITDA 5.3x.  Fitch anticipates net
leverage to improve by year end as Marfrig realizes synergies from
prior acquisitions (including a portion of the US$100 million
expected from Keystone), Seara's margins turn positive, capacity
utilization increases as well as cattle cycle improvements and
market share gains in Brazil.  As of March 2010, short-term debt
amounted to US$1.3 billion, which is mostly related to trade line
of credit and is supported by its significant level of exports and
in line with the industry.

High Event Risk:

The ratings continue to reflect the company's aggressive growth
strategy based on acquisitions, which have totaled 38 in the last
three years.  This strategy, which has been financed with a mix of
debt and equity, has lead to increasing working capital
requirements and resulted in negative free cash flow generation
over the past few years.  Keystone operations have limited working
capital needs and would improve the cash flow generation potential
of the company.  Marfrig's ratings are also constrained by the
company's exposure to the volatility of commodity prices mitigated
by the low cost production of proteins in Brazil.

Rating Watch Negative:

Fitch expects to resolve the Rating Watch Negative when all the
terms of the Keystone acquisition financing are known.  Equity
credit to the mandatory convertible to be issued to finance this
transaction will be consistent with Fitch's methodology.  A
downgrade could be triggered by the Keystone transaction being
financed primarily with debt (i.e limited equity credit granted to
the mandatory convertible), further leveraging transactions,
changes in the capital structure and net debt to EBITDA levels
above 4x on a consistent basis.  A change to Stable Outlook could
derive from financing the Keystone acquisition with substantial
equity-like instruments (i.e. substantial equity credit granted to
the mandatory convertible), net leverage levels consistently below
4x and further diversification of the company's revenues by
protein, geography and customer concentration.

Marfrig's is one of Brazil's largest producers and exporters of
beef, poultry and pork and has a diversified production base with
increasing focus on non-commodity products.  The company's
activities are evenly distributed between the domestic market and
export sales with a more diversified business profile than most of
its peers.


MIKEY B'S: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Mikey B's, Inc.
        989 Victoria Street
        New Bedford, MA 02745

Bankruptcy Case No.: 10-16444

Chapter 11 Petition Date: June 14, 2010

Court: United States Bankruptcy Court
       District of Massachusetts (Boston)

Judge: William C. Hillman

Debtor's Counsel: Stephen E. Shamban, Esq.
                  Stephen E. Shamban Law Offices, P.C.
                  222 Forbes Road, Suite 208
                  P.O. Box 850973
                  Braintree, MA 02185-0973
                  Tel: (781) 849-1136
                  E-mail: sshamban@yahoo.com

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

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

A copy of the Company's list of 20 largest unsecured
creditors filed together with the petition is available for
free at http://bankrupt.com/misc/mab10-16444.pdf

The petition was signed by E. Michael Bobola, president.


MISSION REAL: Court Denies Sale of Property to Wilshire Bundy
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
disapproved the motion of Mission Real Associates, LLC, et al.,
and R. Todd Neilson, Chapter 11 Trustee for Ezri Namvar, to sell
property in an auction led by Wilshire Bundy Investments, Inc.

As reported in the Troubled Company Reporter on April 16, 2010,
the Debtors want to sell for $99.5 million, approximately
1.02 acres of land; the approximately 307,000 square foot, 14-
story office building at Wilshire Bundy Plaza; any other
improvements erected or located on the land; any rights and
appurtenances to the land; all tangible personal property located
on the Real Property; certain specified leases and miscellaneous
agreements affecting the real property; permits and licenses
pertaining to the real property; and certain warranties and loans.
The purchase price includes the assumption amount, in the
approximate amount of $66.9 million.

Based on the denial of the motion for summary judgment brought by
the Trustee and the Debtors against the co-owners, the Court
determined that the motion cannot go forward until the issues
against the co-owners have been resolved at trial.

Los Angeles, California-based Mission Real Associates, LLC,
together with affiliates, filed for Chapter 11 bankruptcy
protection on March 31, 2010 (Bankr. Case No. C.D. Calif. 10-
22370).  Richard K. Diamond, Esq., at Danning, Gill, Diamond &
Kolitz, LLP, assists the Company in its restructuring effort.  The
Company estimated its assets and debts at $10,000,001 to
$50 million.


MURPHY MCDANIEL: Carriage Fee Hike Prompts Bankruptcy Filing
------------------------------------------------------------
Peter Guinta at The St. Augustine Record reports that Murphy
McDaniel of Avalon Carriage Co. filed for bankruptcy under Chapter
11 of the U.S. Bankruptcy Code, blaming St. Augustine, Florida's
proposed new carriage ordinance for his financial downfall.  The
ordinance, which was not adopted, would have increased annual
carriage permit fees from $85 to $5,000 per carriage, according to
the report.


NEC HOLDINGS: DIP Financing & Cash Collateral Use Get Interim OK
----------------------------------------------------------------
NEC Holdings Corp., et al., sought and obtained interim
authorization from the Hon. Peter J. Walsh of the U.S. Bankruptcy
Court for the District of Delaware to obtain postpetition secured
financing from General Electric Capital Corporation s a DIP
Lender, and as administrative agent for the DIP Lenders, and other
lenders.

The DIP lenders have committed to provide up to $138,955,324.

A copy of the DIP financing agreement is available for free at:

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

Kara Hammond, Esq., at Young Conaway Stargatt & Taylor, LLP, the
attorney for the Debtors, explained that the Debtors need the
money to fund their Chapter 11 case, pay suppliers and other
parties, pay down the revolver and Term A advances, which amounts
are stipulated to be secured by the prepetition collateral.  The
prepetition credit agreement provides for, among other things, a
Term A loan of $75 million.

The Debtors will pay interest to the Agent, for the ratable
benefit of the Lenders in accordance with the various loans being
made by each Lender, in arrears on each applicable interest
payment date, at these rates: (i) revolving credit advances, the
index rate plus the applicable revolver index margin per annum
based on the aggregate revolving credit advances outstanding from
time to time; and (ii) with respect to the sing line loan, the
index rate plus the applicable revolver index margin per annum.
These are the applicable margins:

     Applicable Revolver Index Margin           3.25%
     Applicable L/C Margin                      3.25%
     Applicable Unused Line Fee Margin          1.00%

In the event of default, the interest rates applicable to the
loans and the letter of credit fees will be increased by 2.00% per
annum.

The financing arrangements will be in effect until the Commitment
Termination Date, and the Loans and all other obligations will be
automatically due and payable in full on the date.

The Debtors' obligations under the DIP facility are secured by
valid, binding, continuing, enforceable, fully perfected and
unavoidable first priority senior priming security interests and
liens in and all prepetition and postpetition property and assets
of the Debtors.

The DIP Facility Agreement sets forth these sale milestones that
the Debtors must take all action reasonably necessary to achieve:
(a) execution of a definitive asset purchase agreement by July 2,
2010; (b) filing of a motion seeking approval of agreed bidding
procedures and authority to sell the Debtors' assets pursuant to
Section 363 of the U.S. Bankruptcy Code by July 6, 2010; (c) entry
of court order approving the bidding procedures by July 16, 2010;
(d) an auction for the sale of the Debtors' assets pursuant to
Section 363 by August 23, 2010; (e) entry of a court order
authorizing the sale of the Debtors' assets pursuant to Section
363 by August 27, 2010; and (f) closing of the sale pursuant to
the asset purchase agreement by August 31, 2010.

Ms. Hammond said that the Debtors will also use the cash
collateral to provide additional liquidity.  In exchange for using
the cash collateral, the Debtors propose to grant the Lenders
replacement liens and administrative claim.

LBC Credit Partners, L.P., LBC Credit Partners Parallel, L.P.,
Island Funding, LLC, and Wayzata Recovery Fund, LLC, objected to
the Debtors' request for court authorization to obtain DIP
financing and use cash collateral, complaining that, among other
things, the DIP budget authorizes excessive and inappropriate
payments.  Payments of $1.55 million per month for the Debtors'
professionals is grossly excessive for a case of this size and a
$350,000 payment in the first week, which may be intended for the
Debtors' investment banker is unexplained, the objectors stated.
These lenders are represented by Proskauer Rose LLP, Peter J.
Antoszyk, and Bayard, P.A.

The Court has set a final hearing for July 13, 2010, at 9:30 a.m.,
on the Debtor's request to obtain DIP financing and use cash
collateral.

             About National Envelope Corporation

Uniondale, New York-based National Envelope Corporation --
http://www.nationalenvelope.com/-- is the largest manufacturer of
envelopes in the world with 14 manufacturing facilities and 2
distribution centers and approximately 3,500 employees in the U.S.
and Canada.  The company is an environmental leader in the paper
and envelope converting industries with certifications from the
Forest Stewardship Council (FSC), Rainforest Alliance, Sustainable
Forestry Initiative (SFI), Programme for the Endorsement of Forest
Certification (PEFC), Chlorine Free Products Association, and
Green Seal.

NEC Holdings Corp., together with affiliates, including National
Envelope Inc., filed for Chapter 11 on June 10, 2010 (Bankr. D.
Del. Lead Case No. 10-11890).  Kara Hammond Coyle, Esq., at Young
Conaway Stargatt & Taylor LLP, serves as bankruptcy counsel.
David S. Heller, Esq., at Josef S. Athanas, Esq., and Stephen R.
Tetro II, Esq., at Latham & Watkins LLP, serve as co-counsel.  The
Garden City Group is the claims and notice agent.

NEC Holdings' petition says assets and debts range from
$100,000,001 to $500,000,000.


NEOMAGIC CORP: Posts $400,000 Net Loss in Q1 Ended May 2
--------------------------------------------------------
NeoMagic Corporation filed its quarterly report on Form 10-Q,
reporting a net loss of $400,000 on $297,000 of revenue for the
three months ended May 2, 2010, compared with a net loss of
$307,000 on $408,000 of revenue for the same period ended May 3,
2009.

The Company's balance sheet as of May 2, 2010, showed
$1,438,000 in assets, $1,058,000 of liabilities, and $380,000 of
stockholders' equity.

"The Company does not believe its current cash and cash
equivalents and investments will satisfy its projected cash
requirements through the next twelve months and there exists
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?64f4

San Jose, Calif.-based NeoMagic Corporation designs and delivers
consumer electronic device solutions with semiconductors and
software for video, television, imaging, graphics, and audio.


NEWARK GROUP: Court Extends Filing of Schedules Until Aug. 24
-------------------------------------------------------------
The Hon. Novalyn L. Winfield of the U.S. Bankruptcy Court for the
District of New Jersey extended, at the behest of The Newark
Group, Inc., et al., the deadline for the filing of schedules of
assets and liabilities, schedules of executory contracts and
unexpired leases and statements of financial affairs for an
additional 61 days or until August 24, 2010.

The Debtors had said that due to the large number of creditors
present in their Chapter 11 cases, the size of their businesses
and the limited staffing available to gather and process the
substantial volume of information that would be required to
complete the Schedules and Statements, the Debtors do not believe
the previous 14-day deadline will be sufficient to complete the
Schedules and Statements.

                        About Newark Group

Cranford, New Jersey-based The Newark Group, Inc., manufactures
and sells recycled paperboard and paperboard products.  The
company operates in three segments: Paperboard, Converted Products
and International.

The Company, along with affiliates, filed for Chapter 11
bankruptcy protection on June 9, 2010 (Bankr. D. N.J. Case No. 10-
27694).  Kenneth Rosen, Esq., at Lowenstein Sandler, assists the
Company in its restructuring effort.

Jefferies & Company is the Company's investment banker.
AlixPartners LLP is the Company's restructuring financial
advisors.  Deloitte & Touche LLP is the Company's accounting
Advisors.  Kurtzman Carson & Consultants LLC is the Company's
claims, balloting & noticing agent.

The Company estimated its assets and debts at $100,000,001 to
$500,000,000.


NEWARK GROUP: Gets OK to Hire Kurtzman Carson as Claims Agent
-------------------------------------------------------------
The Newark Group, Inc., et al., sought and obtained authorization
from the Hon. Novalyn L. Winfield of the U.S. Bankruptcy Court for
the District of New Jersey to employ Kurtzman Carson Consultants
LLC as notice, balloting and voting agent, nunc pro tunc to the
Petition Date.

KCC will, among other things:

     (a) serve copies of any notices, motions or other pleadings
         as requested by the Debtors or their counsel;

     (b) file with the Clerk an affidavit or certificate of
         service which includes a copy of the notice, motion or
         other pleading, a list of persons to whom it was mailed
         (in alphabetical order), and the date it was mailed,
         within five days of service;

     (c) assist with, among other things, solicitation,
         calculation, and tabulation of votes and distribution, as
         required in furtherance of confirmation of a plan; and

     (d) establish and maintain a public access web site setting
         forth pertinent case information and documents relating
         to these Chapter 11 Cases where parties can view
         pleadings or other documents filed with the Court by the
         Debtors or other parties without charge during regular
         business hours;

KCC will be compensated based on its service agreement with the
Debtors.  A copy of the agreement is available for free at:

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

Albert H. Kass, the vice president of corporate restructuring
services at KCC, assures the Court that KCC 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.

                        About Newark Group

Cranford, New Jersey-based The Newark Group, Inc., manufactures
and sells recycled paperboard and paperboard products.  The
company operates in three segments: Paperboard, Converted Products
and International.

The Company, along with affiliates, filed for Chapter 11
bankruptcy protection on June 9, 2010 (Bankr. D. N.J. Case No. 10-
27694).  Kenneth Rosen, Esq., at Lowenstein Sandler, assists the
Company in its restructuring effort.

Jefferies & Company is the Company's investment banker.
AlixPartners LLP is the Company's restructuring financial
advisors.  Deloitte & Touche LLP is the Company's accounting
Advisors.  Kurtzman Carson & Consultants LLC is the Company's
claims, balloting & noticing agent.

The Company estimated its assets and debts at $100,000,001 to
$500,000,000.


NEWARK GROUP: Seeks to Hire Jefferies, Alix as Advisors
-------------------------------------------------------
BankruptcyData.com reports that Newark Group filed with the U.S.
Bankruptcy Court motions seeking to retain Jefferies & Company
(Contact: Hal Kennedy) as investment banker for a monthly fee of
$150,000, a restructuring fee of $3.0 million, and assorted other
fees, Lowenstein Sandler (Contact: Kenneth A. Rosen) as counsel at
these hourly rates:

    member                 $425 to $785
    senior counsel         $350 to $570
    counsel                $335 to $500
    associate              $230 to $400
    legal assistant        $120 to $210

Newark Group, according to the report, also seeks to hire
AlixPartners (Contact: Alan D. Holtz) as restructuring advisor at
these hourly rates:

    managing director      $710 to $995
    director               $530 to $685
    vice president         $395 to $520
    associate              $280 to $380
    analyst                $245 to $270
    paraprofessional       $190 to $210

                       About the Newark Group

With headquarters in Cranford, New Jersey, The Newark Group, Inc.
is an integrated global producer of 100% recycled paperboard and
paperboard products with significant manufacturing and marketing
operations in North America and Europe.  The Newark Group is
primarily a manufacturer of industrial converting grades of
paperboard, core-board, and coated and uncoated folding carton
board, and is among the largest producers of these grades in North
America.

Two other affiliates -- Jackson Drive Corp. and NP Cogen, Inc --
also filed for Chapter 11.

Kenneth A. Rosen, Esq., Paul Kizel, Esq., Jeffrey D. Prol, Esq.,
and Suzanne Iazzetta, Esq., at Lowenstein Sandler PC, serve as
counsel to the Debtors.

Kurtzman Carson Consultants serves as balloting, claims and
noticing agent.  Jefferies & Company serves as investment banker.
Alixpartners, LLP, serves as restructuring financial advisors.


NEWARK GROUP: Taps Lowenstein Sandler as Bankruptcy Counsel
-----------------------------------------------------------
The Newark Group, Inc., et al., have sought permission from the
U.S. Bankruptcy Court for the District of New Jersey to employ
Lowenstein Sandler PC as bankruptcy counsel, nunc pro tunc to the
Petition Date.

Lowenstein Sandler will, among other things:

     a. take necessary actions to protect and preserve the
        Debtors' estates during the pendency of the Chapter 11
        cases, including the prosecution of actions by the
        Debtors, the defense of actions commenced against the
        Debtors, negotiations concerning litigation in which the
        Debtors are involved and objecting to claims filed against
        the estates;

     b. prepare motions, applications, answers, orders, reports
        and papers in connection with the administration of these
        Chapter 11 Cases;

     c. counsel the Debtors with regard to their rights and
        obligations as debtors-in-possession;

     d. appear in Court to protect the interests of the Debtors.

Kenneth A. Rosen, a member at Lowenstein Sandler, says that the
firm will be paid based on the hourly rates of its personnel:

        Members of the Firm                 $425-$785
        Senior Counsel                      $350-$570
        Counsel                             $335-$500
        Associates                          $230-$400
        Legal Assistants                    $120-$210

Mr. Rosen assures the Court that Lowenstein Sandler 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.

                       About the Newark Group

With headquarters in Cranford, New Jersey, The Newark Group, Inc.
is an integrated global producer of 100% recycled paperboard and
paperboard products with significant manufacturing and marketing
operations in North America and Europe.  The Newark Group is
primarily a manufacturer of industrial converting grades of
paperboard, core-board, and coated and uncoated folding carton
board, and is among the largest producers of these grades in North
America.

Two other affiliates -- Jackson Drive Corp. and NP Cogen, Inc --
also filed for Chapter 11.

Kenneth A. Rosen, Esq., Paul Kizel, Esq., Jeffrey D. Prol, Esq.,
and Suzanne Iazzetta, Esq., at Lowenstein Sandler PC, serve as
counsel to the Debtors.

Kurtzman Carson Consultants serves as balloting, claims and
noticing agent.  Jefferies & Company serves as investment banker.
Alixpartners, LLP, serves as restructuring financial advisors.


NEWPAGE CORP: CEO Curley, 2 Execs. Resign from Posts
----------------------------------------------------
NewPage Corporation said that E. Thomas Curley has resigned as
president and chief executive officer and as a director of NewPage
and its affiliates.  In addition, NewPage's Boards of Directors
have accepted the resignations of Mark A. Suwyn as chairman and a
director of the companies, and the resignation of Michael Edicola
as vice president, human resources.

NewPage appointed Robert L. Nardelli as a director and non-
executive chairman of the Board of Directors of NewPage and its
affiliates.  Mr. Nardelli is currently the chief executive officer
of Cerberus Operating and Advisory Company, an affiliate of the
controlling stockholder of NewPage, a role that Mr. Nardelli will
continue while acting as non-executive chairman of NewPage and its
affiliates.

Mr. Nardelli stated "We thank Mark, Tom, and Mike for their
accomplishments at NewPage, and wish them well in their future
endeavors.  I will be involved on an ongoing basis as NewPage
undergoes this transition to new leadership."

The NewPage Board of Directors has formed an executive search
committee to identify, interview and recommend to the Board a
chief executive officer.  The committee will consider both
internal and external candidates for the position.

                     About NewPage Corporation

Headquartered in Miamisburg, Ohio, NewPage Corporation --
http://www.NewPageCorp.com/is the largest coated paper
manufacturer in North America, based on production capacity, with
$3.1 billion in net sales for the year ended December 31, 2009.
The company's product portfolio is the broadest in North America
and includes coated freesheet, coated groundwood, supercalendered,
newsprint and specialty papers.  These papers are used for
corporate collateral, commercial printing, magazines, catalogs,
books, coupons, inserts, newspapers, packaging applications and
direct mail advertising.

NewPage owns paper mills in Kentucky, Maine, Maryland, Michigan,
Minnesota, Wisconsin and Nova Scotia, Canada. These mills have a
total annual production capacity of approximately 4.4 million tons
of paper, including approximately 3.2 million tons of coated
paper, approximately 1.0 million tons of uncoated paper and
approximately 200,000 tons of specialty paper.

NewPage Corp. reported $4.0 billion in total assets,
$468.0 million, $3.0 billion in long term debt, and $493.0 in
long-term obligations resulting to a $14.0 million stockholders'
equity as of Dec. 31, 2009.

                           *     *     *

As reported by the Troubled Company Reporter on October 7, 2009,
Standard & Poor's Ratings Services raised its corporate credit
rating on NewPage Corp. to 'CCC+' from 'SD' (selective default).
The outlook is negative.

S&P raised the issue-level rating on the company's second-lien
floating- and fixed-rate notes due 2012 to 'CCC-' (two notches
below the corporate credit rating) from 'D'.  The recovery rating
on these notes remains at '6', indicating S&P's expectation of
negligible (0% to 10%) recovery in the event of a payment default.

S&P also raised the issue-level rating on the company's
subordinated notes to 'CCC-' from 'CC'.   The recovery rating is
unchanged at '6', indicating S&P's expectation of negligible (0%
to 10%) recovery in the event of a payment default.


NMP INVESTORS: Section 341(a) Meeting Scheduled for July 6
----------------------------------------------------------
The U.S. Trustee for Region 15 will convene a meeting of NMP
Investors, LLC's creditors on July 6, 2010, at 1:00 p.m.  The
meeting will be held at the Office of the U.S. Trustee, 402 W.
Broadway (use C Street Entrance), Suite 1360, Hearing Room B, San
Diego, CA 92101.

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

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

San Marcos, California-based NMP Investors, LLC, filed for Chapter
11 bankruptcy protection on June 7, 2010 (Bankr. S.D. Calif. Case
No. 10-09920).  Vatche Chorbajian, Esq., at the Law Offices of
Vatche Chorbajian, assists the Company in its restructuring
effort.   The Company estimated its assets and debts at
$10,000,001 to $50,000,000.


NON-INVASIVE MONITORING: Posts $364,000 Loss in Q3 Ended April 30
-----------------------------------------------------------------
Non-Invasive Monitoring Systems, Inc., filed its quarterly report
on Form 10-Q, reporting a net loss of $364,000 on $119,000 of
revenue for the three months ended April 30, 2010, compared with a
net loss of $468,000 on $169,000 of revenue for the same period a
year ago.

The Company's balance sheet as of April 30, 2010, showed
$1,763,000 in assets, $622,000 of liabilities, and $1,141,000 of
stockholders' equity.

As reported in the Troubled Company Reporter on November 6 2009,
Morrison, Brown Argiz & Farra, LLP, in Miami, Fla., expressed
substantial doubt about Non-Invasive Monitoring Systems, Inc.'s
ability to continue as a going concern after auditing the
Company's financial statements as of, and for the year ended,
July 31, 2009.  The auditing firm pointed to the Company's
recurring net losses, cash outflows from operating activities,
accumulated deficit and substantial purchase commitments.

The Company had net losses in the amount of $1,161,000 and
$1,291,000 for the nine month periods ended April 30, 2010 and
2009, respectively, and has experienced cash outflows from
operating activities.  As of April 30, 2010, the Company has an
accumulated deficit of $20,964,000, outstanding notes payable of
$354,000 and has substantial purchase commitments.  As of
April 30, 2010, the Company had cash of approximately $149,000 and
working capital of approximately $770,000.

"These matters 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?64fb

Based in Miami, Florida, Non-Invasive Monitoring Systems Inc.
(OTC BB: NIMU) -- http://www.nims-inc.com/-- markets therapeutic,
motorized devices that provide non-invasive, drug-free, health
solutions to the well and sick through a patented technology
called Whole Body Periodic Acceleration (WBPA).


NORTH BAY: Plan Provides Payment of Claims from Collected Rents
---------------------------------------------------------------
North Bay Village, LLC, has filed with the U.S. Bankruptcy Court
for the Middle District of Florida a Disclosure Statement
explaining the proposed Plan of Reorganization.

The Debtors will begin soliciting votes on the Plan following
approval of the adequacy of the information in the Disclosure
Statement.

According to the Disclosure Statement, the Plan provides that
the Reorganized Debtor will continue to collect rent from its
tenants pursuant to the terms of those lease agreements which are
assumed through confirmation of the Plan and the operation of 11
U.S.C. Sec. 365.  The Reorganized Debtor will also renew the
leases which are set to expire during the life of the Plan.
Further, the Reorganized Debtor will employ a marketing strategy
in an effort to attract new tenants to currently vacant space,
well as any space which may subsequently become vacant, at the
property.  All distributions made under the Plan will be funded
from these operations.

The Plan provides for these terms:

   * Class 3 - Secured Claim of Bank of America - the lender will
     receive payment in full, net on any of the postpetition
     payments.

   * Class 4 - General Unsecured Creditors will be paid in full
     through a series of distributions totaling 100% to be made on
     a quarterly basis, at a rate of 5% of their Allowed Claim per
     quarter, beginning on the effective date of this plan and
     continuing for a period of five years.

   * Class 5 - Lessee Depositors will have their leases assumed as
     of the effective date of the Plan through confirmation of the
     Plan and their lease deposits will be transferred into a post
     confirmation segregated account utilized solely to hold lease
     deposits.

   * Class 6 - Executory Contract Holders will have their
     contracts assumed or rejected prior to confirmation of the
     Plan.  To the extent the contracts are assumed, the Debtor
     will provide for a prompt cure of any defaults.

   * Class 7 - Equity Security Holders will receive a distribution
     of membership interests in the Reorganized Debtor consistent
     with their current Equity Security holdings.  No
     distributions of monies will be made to the Equity Security
     Holders in any month unless and until both (i) all periodic
     operating expenses and (ii) required distributions have been
     paid and are current as of the time a proposed distribution
     is to be made to any of the Equity Security Holders.

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

                    About North Bay Village LLC

Tampa, Florida-based North Bay Village LLC -- dba North Bay
Village - MM, Inc., and Pelican Bay/Limetree, LLC -- filed for
Chapter 11 bankruptcy protection on February 12, 2010 (Bankr. M.D.
Fla. Case No. 10-03090).  Steven M. Berman, Esq., at Shumaker,
Loop & Kendrick, LLP, assists the Company in its restructuring
effort.  The Company listed $10,000,001 to $50,000,000 in assets
and $10,000,001 to $50,000,000 in liabilities.


NOVADEL PHARMA: Registers 7,583,335 Shares for Resale
-----------------------------------------------------
NovaDel Pharma Inc. filed with the Securities and Exchange
Commission a Form S-1 Registration Statement under the Securities
Act of 1933 to register 7,583,335 shares of common stock that may
be sold by security holders or their transferees.  The shares are
issuable upon the exercise of five-year warrants and six-month
warrants each issued pursuant to a March 31, 2010 securities
purchase agreement.

A full-text copy of the registration statement is available at no
charge at http://ResearchArchives.com/t/s?6503

                       About NovaDel Pharma

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.


OSCIENT PHARMACEUTICALS: Plan Confirmation Hearing Set for June 29
------------------------------------------------------------------
The Hon. Henry J. Boroff of the U.S. Bankruptcy Court for the
District of Massachusetts will consider at a hearing on June 29,
2010, at 2:00 p.m., the confirmation of Oscient Pharmaceuticals
Corporation and Guardian II Acquisition Corporation's proposed
Plan of Reorganization. Objections, if any, are due on June 28 at
12:00 p.m. (prevailing eastern time.)

Plan materials and ballots were scheduled for mailing on May 29.

The deadline for returning completed ballots is 12:00 p.m. E.T. on
June 28.

As reported in the Troubled Company Reporter on June 3, 2010,
according to the Disclosure Statement, "The Debtors estimate that
the aggregate amount of unsecured, non-priority Claims against the
Oscient Estate is approximately $141 million (all of which is
unsecured) and that the aggregate amount of Claims against the
Guardian Estate is approximately $140.0 million (of which
$82.9 million is secured debtor owed to Paul Royalty and
$57.3 million is unsecured)."

On the effective date, the Debtors will vest in the Oscient Trust,
free and clear of all liens, claims, encumbrances, and other
interests.

Under the Plan, the Debtors will be dissolved after the effective
date upon the completion of their duties and obligations and all
corporate approvals necessary for the action will be deemed
satisfied.

A full-text copy of the amended Plan is available for free
at http://bankrupt.com/misc/OscientPharma_AmendedDS.pdf

                   About Oscient Pharmaceuticals

Based in Waltham, Massachusetts, Oscient Pharmaceuticals
Corporation -- http://www.antararx.com/and
http://www.factive.com/-- and its wholly owned subsidiary,
Guardian II Acquisition Corporation, sell two products, ANTARA
(fenofibrate) capsules, which is a cardiovascular product
indicated for the adjunct treatment of hypercholesterolemia (high
blood cholesterol) and hypertriglyceridemia (high triglycerides)
in combination with diet, and FACTIVE (gemifloxacin mesylate)
tablets, which is a fluoroquinolone antibiotic indicated for the
treatment of acute bacterial exacerbations of chronic bronchitis
and community-acquired pneumonia of mild to moderate severity.

As of December 31, 2008, the Debtors' audited consolidated
financial statements reflected total assets of $174.0 million and
total liabilities of $255.2 million.

Oscient Pharmaceuticals Corporation together with an affiliate
filed for Chapter 11 on July 13, 2009 (Bankr. D. Mass. Case No.
09-16576).  Judge Henry J. Boroff presides over the case.  Charles
A. Dale III, Esq., at K&L Gates LLP, represents the Debtors.  The
Debtors also hired Ropes & Gray LLP as special litigation counsel,
and Broadpoint Capital Inc. as financial advisor.


PALM INC: Capital World Investors Holds 5.3% of Shares
------------------------------------------------------
Capital World Investors disclosed that as of May 31, 2010, it may
be deemed to hold 8,941,000 shares -- or roughly 5.3% -- of Palm
Inc. common stock.

                             HP Merger

As reported by the Troubled Company Reporter on April 30, Hewlett-
Packard Company, Inc., and Palm have entered into a definitive
agreement under which HP will purchase Palm at a price of $5.70
per share of Palm common stock in cash or an enterprise value of
approximately $1.2 billion.  The transaction has been approved by
the HP and Palm boards of directors.

Palm stockholders will receive $5.70 in cash for each share of
Palm common stock that they hold at the closing of the merger.
The holders of Palm's Series C Preferred Stock will receive the
Common Stock Consideration on an as-converted basis.  The holders
of Palm's Series B Preferred Stock will receive aggregate cash
consideration of $328.3 million, without interest, based on the
existing liquidation preference of the Series B Preferred Stock.
Each outstanding warrant will be converted into the right to
receive $2.45 in cash, without interest, for each share of Palm's
common stock subject to the warrant.

                      About Palm Inc.

Sunnyvale, California-based Palm, Inc. (NASDAQ: PALM) creates
intuitive and powerful mobile experiences that enable consumers
and businesses to connect to their information in more useful and
usable ways.  Palm products are sold through select Internet,
retail, reseller and wireless operator channels, and at the Palm
online store at http://www.palm.com/store

At February 28, 2010, Palm had total assets of $1,007,237,000
against total current liabilities of $601,133,000; long-term debt
of $387,000,000; non-current deferred revenues of $19,001,000;
non-current tax liabilities of $6,286,000; Series B redeemable
convertible preferred stock of $272,961,000; and Series C
redeemable convertible preferred stock of $18,782,000; resulting
in stockholders' deficit of $297,926,000.  At May 31, 2009,
stockholders' deficit was $406,568,000.

                         *     *     *

As reported by the Troubled Company Reporter on March 5, 2010,
Standard & Poor's Ratings Services affirmed its 'CCC+' corporate
credit rating and other ratings on Palm Inc. and revised the
ratings outlook to negative from positive.  "The action reflects
the company's announcement that revenues in the February 2010
quarter and fiscal year ending May 2010 will be well below earlier
expectations," said Standard & Poor's credit analyst Bruce Hyman.


PALM INC: FMR, Fidelity Hold 8.264% of Shares
---------------------------------------------
Boston, Massachusetts-based FMR LLC and Edward C. Johnson 3d
disclosed in a June 10 regulatory filing that they hold 13,945,799
shares -- or roughly 8.264% -- of Palm Inc. common stock.

Fidelity Management & Research Company, a wholly owned subsidiary
of FMR LLC and an investment adviser registered under Section 203
of the Investment Advisers Act of 1940, is also deemed to hold
13,945,799 Palm shares.

FMR said the ownership of one investment company, Fidelity Growth
Company Fund, amounted to 12,759,315 shares or 7.561% of the Palm
Common Stock outstanding.

                             HP Merger

As reported by the Troubled Company Reporter on April 30, Hewlett-
Packard Company, Inc., and Palm have entered into a definitive
agreement under which HP will purchase Palm at a price of $5.70
per share of Palm common stock in cash or an enterprise value of
approximately $1.2 billion.  The transaction has been approved by
the HP and Palm boards of directors.

Palm stockholders will receive $5.70 in cash for each share of
Palm common stock that they hold at the closing of the merger.
The holders of Palm's Series C Preferred Stock will receive the
Common Stock Consideration on an as-converted basis.  The holders
of Palm's Series B Preferred Stock will receive aggregate cash
consideration of $328.3 million, without interest, based on the
existing liquidation preference of the Series B Preferred Stock.
Each outstanding warrant will be converted into the right to
receive $2.45 in cash, without interest, for each share of Palm's
common stock subject to the warrant.

                      About Palm Inc.

Sunnyvale, California-based Palm, Inc. (NASDAQ: PALM) creates
intuitive and powerful mobile experiences that enable consumers
and businesses to connect to their information in more useful and
usable ways.  Palm products are sold through select Internet,
retail, reseller and wireless operator channels, and at the Palm
online store at http://www.palm.com/store

At February 28, 2010, Palm had total assets of $1,007,237,000
against total current liabilities of $601,133,000; long-term debt
of $387,000,000; non-current deferred revenues of $19,001,000;
non-current tax liabilities of $6,286,000; Series B redeemable
convertible preferred stock of $272,961,000; and Series C
redeemable convertible preferred stock of $18,782,000; resulting
in stockholders' deficit of $297,926,000.  At May 31, 2009,
stockholders' deficit was $406,568,000.

                         *     *     *

As reported by the Troubled Company Reporter on March 5, 2010,
Standard & Poor's Ratings Services affirmed its 'CCC+' corporate
credit rating and other ratings on Palm Inc. and revised the
ratings outlook to negative from positive.  "The action reflects
the company's announcement that revenues in the February 2010
quarter and fiscal year ending May 2010 will be well below earlier
expectations," said Standard & Poor's credit analyst Bruce Hyman.


PENN TRAFFIC: Files Committee-Backed Liquidating Plan
-----------------------------------------------------
Bill Rochelle at Bloomberg News reports that Penn Traffic Co.
filed a liquidating Chapter 11 plan on June 15 along with an
explanatory disclosure statement.  The official creditors'
committee supports the plan and urges creditors to vote "yes."
The current draft of the disclosure statement has blanks where
unsecured creditors will be told the percentage distribution they
can expect.  Secured creditors are to be paid in full.

According to the report, at a hearing June 16, Penn Traffic won
approval to implement a bonus plan covering 20 executives and
other employees that would cost a maximum of $315,000.  The judge
modified the program so one executive's bonus is on a sliding
scale depending on how much is collected in accounts receivable.

Penn Traffic, Bloomberg relates, also won approval of a second
settlement where Penn Traffic will pay Hilco Merchant Resources
LLC $50,000 in settlement of a dispute over a $300,000 breakup
fee.

                      About The Penn Traffic

Syracuse, New York-based The Penn Traffic Company -- dba P&C
Foods, Bi-Lo Foods, and Quality Markets -- operates supermarkets
in Pennsylvania, upstate New York, Vermont, and New Hampshire
under the Bilo, P&C and Quality trade names.  The Company filed
for Chapter 11 bankruptcy protection on November 18, 2009 (Bankr.
D. Del. Case No. 09-14078).  Ann C. Cordo, Esq., and Gregory W.
Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell assist the
Company in its restructuring effort.  Donlin Recano is the
Company's claims agent.  The Company listed $150,347,730 in assets
and $136,874,394 in liabilities as of May 4, 2009.

The Company's affiliates also filed separate Chapter 11 petitions
-- Sunrise Properties, Inc.; Pennway Express, Inc.; Penny Curtiss
Baking Company, Inc.; Big M Supermarkets, Inc.; Commander Foods
Inc.; P and C Food Markets, Inc. of Vermont; and P.T. Development,
LLC.

Following a bankruptcy court-sanctioned auction, Tops Markets LLC
purchased almost all of Penn Traffic's stores as a going concern
by paying $85 million cash.  The sale was structured so Penn
Traffic avoided a $72 million claim for pension plan termination
and a $27 million claim by the principal supplier.


PETTUS PROPERTIES: Gets Nod to Hire Mitchell as Bankr. Counsel
--------------------------------------------------------------
Pettus Properties, Inc., sought and obtained authorization from
the Hon. George R. Hodges of the U.S. Bankruptcy Court for the
Western District of North Carolina to employ Mitchell & Culp as
bankruptcy counsel.

Mitchell & Culp will:

     a. provide the Debtor legal advice with respect to its powers
        and duties as debtor-in-possession in the continued
        operation of its business and management of its property;

     b. represent the Debtor in lawsuits pending against the
        Debtor; and

     c. perform all other legal services for the Debtor as debtor-
        in-possession which may be necessary.

Richard M. Mitchell, an attorney at Mitchell & Culp, assured the
Court that the firm 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.

Charlotte, North Carolina-based Pettus Properties, Inc., filed for
Chapter 11 bankruptcy protection on June 8, 2010 (Bankr. W.D.N.C.
Case No. 10-31632).  The Company estimated its assets and debts at
$10,000,001 to $50,000,000.


PETTUS PROPERTIES: Section 341(a) Meeting Scheduled for July 14
---------------------------------------------------------------
The U.S. Trustee for the Western District of North Carolina will
convene a meeting of Pettus Properties, Inc.'s creditors on
July 14, 2010, at 2:00 p.m.  The meeting will be held at U.S.
Bankruptcy Administrators Office, 402 West Trade Street, Suite
205, Charlotte, NC 28202.

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.

Charlotte, North Carolina-based Pettus Properties, Inc., filed for
Chapter 11 bankruptcy protection on June 8, 2010 (Bankr. W.D.N.C.
Case No. 10-31632).  Richard M. Mitchell, Esq., at Mitchell &
Culp, PLLC, assists the Company in its restructuring effort.  The
Company estimated its assets and debts at $10,000,001 to
$50,000,000.


PRES-LAHAINA SQUARE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Pres-Lahaina Square LLC
        4300 Von Karman Avenue
        Newport Beach, CA 92660

Bankruptcy Case No.: 10-18065

Chapter 11 Petition Date: June 15, 2010

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

Judge: Theodor Albert

Debtor's Counsel: Marc J. Winthrop, Esq.
                  660 Newport Center Dr Ste 400
                  Newport Beach, CA 92660
                  Tel: (949) 720-4100
                  E-mail: mwinthrop@winthropcouchot.com

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

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

The petition was signed by John W. Fitzgibbon, co-manager of Pres-
840 Wainee Street LLC, member.

Debtor's List of 20 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
ARM Family ofServIces                            $22,441
Attn: Corporate Offcer
320 Hukilike, #41.
Kahului, ii 96732

Collers Monroe Friedlander                       $14,094
Attn: Corporate Offeer
P.O. Box 257
Honolulu, HI 96809

Maui Electric Co.                                $9,294
Attn: Corporate Offcer
P.O. Box 1670
Honolulu, HI 96806-1670

Maui Waste Services                              $7,962

Stephens, Reidinger                              $3,200
& BelJer, LLP

PRES-TIC Management                              $2,938

S.c. Plumbing, Ltd.                              $2,77S

Law Offces of                                    $2,3S9
Michael F. Sitzer

Maui Chemical &                                  $2,133
Paper Products

PRES-Kona Coast                                  $1,895

Sturdevant Refrig.                               $1,693
& Air Cond.

Jeff Wooldridge                                  $1,426

National Fire                                    $1,317
Protection Co.

Aloha Executive                                  $625
Security, Inc.

Island Lock & Safe                               $487

Corporation Service                              $356
Company

Suck Em Up Pumping                               $337

Lahaina Ace Hardware                             $273

Orkin Pest Control                               $238

Hawaii Building                                  $208
Maintenance

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
VLJ Aloha LLC                          10-18067    06/15/10


PRETTY PRODUCTS: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Pretty Products, LLC
        1513 Redding Drive
        LaGrange, GA 30240

Bankruptcy Case No.: 10-12286

Chapter 11 Petition Date: June 15, 2010

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

Debtor's Counsel: G. Frank Nason, IV, Esq.
                  Lamberth, Cifelli, Stokes Ellis & Nason
                  Ste 550
                  3343 Peachtree Rd., NE
                  Atlanta, GA 30326
                  Tel: (404) 262-7373
                  E-mail: FNason@LCSENlaw.com

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ganb10-12286.pdf

The petition was signed by John Hawkins, company's chief financial
officer.


QUESTEX MEDIA: Seeks Dismissal of Chapter 11 Case
-------------------------------------------------
The bankruptcy estate of Questex Media Group is seeking dismissal
of the Chapter 11 case.

Questex Media is now formally named QMG Winddown Inc. after it
sold assets in December to first-lien lenders in exchange for $120
million in secured debt and the assumption of $15 million provided
to finance the reorganization.

According to Bill Rochelle at Bloomberg News, the lenders set
aside $500,000 to be used in winding down the case.  The Company
and the Creditors Committee both say they performed investigations
and didn't identify any lawsuit worth filing.  There being no
funds for making a distribution to creditors, the Company is
asking the bankruptcy judge to dismiss the case.  A hearing is
scheduled for July 6.

Questex previously said it was considering "all options,"
including conversion to liquidation in Chapter 7, dismissal, or
confirmation of a Chapter 11 plan.

                        About Questex Media

Questex Media Group in December completed the sale of the business
to first-lien lenders who bought the operation in exchange for
$120 million in secured debt and the assumption of $15 million
provided to finance the reorganization.

Questex Media Group, Inc. -- http://www.questex.com/-- provides
media and telecommunication services.  The Debtors' media
properties include 23 trade publications and 150 digital
publications.  The Company was formed in 2005 by Audax Group Inc,
a private equity firm based in Boston, which bought business units
from Advanstar Holdings Inc for $185 million.

Questex Media and its affiliates filed for Chapter 11 on Oct. 5,
2009 (Bankr. D. Del. Lead Case No. 09-13423).  James Stempel,
Esq., and Erik Chalut, Esq., at Kirkland & Ellis LLP, and Michael
Nestor, Esq., at Young Conaway Stargatt & Taylor, LLP, represent
the Debtors in their restructuring efforts.  The Debtors'
investment bankers are Miller Buckfire & Co., LLC.  The First Lien
Steering Committee is being advised by legal counsel, Weil,
Gotshal & Manges LLP; and investment bankers Imperial Capital,
LLC.  The Company says it has assets of $299 million against debts
of $321 million as of the filing of its petition.


QUIKSILVER INC: Moody's Reviews 'B3' Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service placed Quiksilver Inc.'s B3 Corporate
Family Rating and Caa2 Senior Unsecured Note Rating on review for
a possible upgrade.  Moody's also affirmed the company's
Speculative Grade Liquidity rating at SGL-3.

The review for possible upgrade reflects Quiksilver's announcement
that it has entered into an agreement to exchange $75 million of
outstanding principal amount of its senior secured term loans for
newly issued common shares.  Quiksilver also has an option,
exercisable in its sole discretion, to require the lender to
exchange up to an additional $65 million of the remaining
outstanding principal amount of senior secured term loans for
common stock.  These transactions are subject to certain
conditions, including but not limited to Quiksilver shareholder
approval.  The review for possible upgrade is also being
undertaken in the context of recent improvement in Quiksilver's
operating performance -- most notably its higher gross margins.
These benefits are partially tempered by weak performance of the
company's Roxy brand and sluggish performance in the Asia/Pacific
region.

Moody's review will be focused on Quiksilver's ability to repay a
significant portion of the secured term loan by concluding the
exchange offer and/or from proceeds of alternative equity or
equity-related financing.  Repayment of the senior secured term
loan with proceeds (via exchange or otherwise) from an equity
offering would result in a material improvement in credit metrics.

These ratings were placed on review for possible upgrade.  LGD
assessments are subject to change:

  -- Corporate Family Rating at B3

  -- Probability of Default Rating at B3

  -- $400 million senior unsecured notes due 2015 at Caa2 (LGD 5,
     80%)

This rating was affirmed:

  -- Speculative Grade Liquidity rating at SGL-3

Moody's last rating action on Quiksilver Inc. was on October 7,
2009 when the rating on its $400 million senior unsecured notes
was lowered to Caa2 from Caa1.

Quiksilver, Inc., is a designer and distributor of branded
apparel, footwear, accessories, and related products under brands
including Quiksilver, Roxy, and DC.  The company generates annual
revenue of about $1.9 billion.


RCLC INC: Forbearance Agreement Extended Until July 16
------------------------------------------------------
RCLC Inc. and its wholly-owned subsidiaries, RCPC Liquidating
Corp. Ronson Aviation, Inc., and RCC Inc., further extended the
forbearance agreement with their principal lender, Wells Fargo
Bank, National Association, under which Wells Fargo agreed not to
assert existing events of default under the Borrowers' credit
facilities with Wells Fargo through July 16, 2010, or such earlier
date determined under the Forbearance Agreement, to provide the
Borrowers with additional time to consummate the sale of RAI's
assets to Hawthorne TTN Holdings, LLC pursuant to the previously
disclosed Asset Purchase Agreement dated as of May 15, 2009, as
amended, among the Company, RAI and Hawthorne, or, alternatively,
enter into an asset purchase agreement with another qualified
purchaser.

In addition to the extension of forbearance, the amendment
increases the overadvance limit to $1,500,000 on June 26, 2010,
and $1,675,000 on July 9, 2010, upon meeting certain conditions by
those dates, subject to interest thereon accruing at a rate equal
to the prime rate plus 8% per annum.

The amendment further provides that Wells Fargo's forbearance is
conditioned upon, among other things, its receipt of evidence not
later than June 18, 2010, that the Borrowers have a letter of
intent to sell RAI or its assets to a third party other than
Hawthorne, which Wells Fargo in its reasonable discretion believes
will provide proceeds sufficient to repay all indebtedness due and
owing by the Borrowers to Wells Fargo.

As previously reported, as a result of the consummation of the
sale of the Company's consumer products business to Zippo
Manufacturing Company on February 2, 2010, RCPC and Ronson Canada
are no longer permitted to request advances under the credit
facility with Wells Fargo and any remaining assets of RCPC and
Ronson Canada are no longer considered in borrowing base
calculations.   RAI could continue to request advances under the
Wells Fargo credit facility until July 16, 2010 or such earlier
termination date as determined under the Forbearance Agreement.

A full-text copy of the Forbearance Agreement is available for
free at http://ResearchArchives.com/t/s?64f9

                          About RCLC Inc.

RCLC, Inc., formerly known as Ronson Corporation, in Woodbridge,
New Jersey, historically, has been engaged principally in these
businesses -- Consumer Products; and Aviation-Fixed Wing and
Helicopter Services.


REAL MEX: Solicits Consents for 2013 Notes Indenture Amendment
--------------------------------------------------------------
Real Mex Restaurants Inc. had commenced soliciting consents from
holders of its 14% Senior Secured Notes due 2013 to effect a
proposed amendment to the indenture governing the Notes.

Upon the terms and subject to the conditions set forth in the
Consent Solicitation Statement dated June 15, 2010 and the related
Consent Letter which are being sent to holders of the Notes, Real
Mex will pay a consent payment in the amount of $5.00 per $1,000
in principal amount of Notes for consents validly delivered from
holders of record of Notes as of 5:00 p.m., New York City time, on
June 10, 2010.  If the Proposed Amendment is approved and a
supplemental indenture is validly entered into, then the
supplemental indenture would bind all holders of the Notes,
including non-consenting holders, but non-consenting holders would
not receive the consent payment.

The Proposed Amendment would, as described more fully in the
Consent Solicitation Statement, amend the Indenture to permit
affiliates of Sun Capital Partners, Inc. to acquire a majority of
the stock of Real Mex's parent without requiring Real Mex to make
the change of control offer to repurchase the Notes that is
contemplated under the Indenture.

At the same time that the Proposed Amendment becomes effective,
the Indenture would also be further amended to add an additional
covenant, pursuant to which Real Mex would agree that, in an
optional redemption of Notes made between July 1, 2011 and June
30, 2012, Real Mex would pay to each holder of redeemed Notes an
additional premium equal to 2% of the aggregate principal amount
of the Notes redeemed.  The Additional Premium Amendment will only
become effective if sufficient consents are received so that the
Proposed Amendment becomes effective.

Sun Cantinas, LLC, an affiliate of Sun Capital Partners, Inc. that
is an equityholder of Real Mex's parent, has agreed to reimburse
Real Mex for all consent fees paid by Real Mex in the Consent
Solicitation.  In addition, if Real Mex becomes required to pay an
additional premium to the holders of Notes pursuant to the terms
of the Additional Premium Amendment, then Sun Cantinas has agreed
to reimburse Real Mex for the aggregate amount of that additional
premium.

The Consent Solicitation is scheduled to expire at 12:00 p.m., New
York City time, on June 24, 2010, unless extended or earlier
terminated.  The Consent Solicitation is subject to the
satisfaction of certain conditions specified in the Consent
Solicitation Statement, including receipt by Real Mex of consents
representing a majority in aggregate principal amount of the
outstanding Notes owned by non-affiliated holders from whom
consent is sought, as well as other customary conditions.

Real Mex has engaged Jefferies & Company, Inc. to act as the
solicitation agent in connection with the Consent Solicitation.
Wells Fargo Bank, National Association will serve as the
information and tabulation agent for the Consent Solicitation.
None of Real Mex, its board of directors, the solicitation agent
or the information and tabulation agent is making any
recommendation as to whether or not holders should deliver
consents to the Proposed Amendment.

Based in Cypress, California, Real Mex Restaurants, Inc., owns and
operates restaurants, primarily through its major subsidiaries El
Torito Restaurants, Inc., Chevys Restaurants, LLC, and Acapulco
Restaurants, Inc.  The Company operated 183 restaurants as of
March 28, 2010, of which 152 were located in California and the
remainder were located in 12 other states, primarily under the
trade names El Torito Restaurant(R), Chevys Fresh Mex(R) and
Acapulco Mexican Restaurant Y Cantina(R).  In addition, the
Company franchised or licensed 34 restaurants in 12 states and two
foreign countries as of March 28, 2010.  The Company's other major
subsidiary, Real Mex Foods, Inc., provides internal production,
purchasing and distribution services for the restaurant operations
and also provides distribution services and manufactures specialty
products for sale to outside customers.

At March 28, 2010, the Company had total assets of $249,430,000
against total liabilities of $252,600,000, resulting in
stockholders' deficit of $3,170,000.  The March 28, 2010 balance
sheet showed strained liquidity: The Company had total current
assets of $35,668,000 against total current liabilities of
$67,425,000.


REHOBOTH CHURCH: Case Summary & 3 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Rehoboth Church Of Deliverance
        4105 Fox Hollow Lane
        Randallstown, MD 21133

Bankruptcy Case No.: 10-23467

Chapter 11 Petition Date: June 15, 2010

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

Judge: Nancy V. Alquist

Debtor's Counsel: Stephen J. Kleeman, Esq.
                  401 Washington Avenue, Suite 800
                  Towson, MD 21204
                  Tel: (410) 494-1220
                  Fax: (410) 494-4606
                  E-mail: barthelaw@aol.com

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

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

According to the schedules, the Company says that assets total
$412,885 while debts total $1,117,424.

A copy of the Company's list of 3 largest unsecured
creditors filed together with the petition is available for
free at http://bankrupt.com/misc/mdb10-23467.pdf

The petition was signed by Carrington E. Morgan, Jr., president.


ROTHSTEIN ROSENFELDT: Co-Partner Absent From Deposition
-------------------------------------------------------
Jacqueline Palank at Dow Jones Daily Bankruptcy Review reports
that the co-founder of convicted Ponzi schemer Scott Rothstein's
law firm is defending his and his wife's absence from a bankruptcy
court-ordered deposition this week.  Stuart Rosenfeldt and wife
Suzanne said they had warned attorneys that they wouldn't be able
to attend Monday's deposition, at which the official liquidating
the South Florida law firm aimed to ask the couple about the money
they received from the firm as well as the extent, if any, of Mr.
Rosenfeldt's knowledge of the $1.2 billion Ponzi scheme Mr.
Rothstein was running out of the firm.

The Rosenfeldts said they'd asked that Chapter 11 Trustee Herbert
Stettin to hold off until July 8 so they could better prepare for
the interview and so their newly hired attorney could familiarize
himself with the case.  Mrt. Stettin is suing the Rosenfeldts to
recover $9.4 million he says they fraudulently received from the
firm.  According to Ms. Palank, the Chapter 11 trustee took a hard
line, telling the bankruptcy court that he "cannot condone a
lengthy delay simply for the sake of it, which is clearly the
Rosenfeldts' objective."  The trustee is seeking to force the
Rosenfeldts to answer questions by June 22.

                       About Scott Rothstein

Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler
PA, has been suspected of running a $1.2 billion Ponzi scheme.
U.S. authorities claimed in a civil forfeiture lawsuit filed
November 9, 2009, that Mr. Rothstein, the firm's former chief
executive officer, sold investments in non-existent legal
settlements.  Mr. Rothstein pleaded guilty to five counts of
conspiracy and wire fraud on January 27, 2010.

Creditors of Rothstein Rosenfeldt Adler signed a petition sending
the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No.
09-34791).  The petitioners include Bonnie Barnett, who says she
lost $500,000 in legal settlement investments; Aran Development,
Inc., which said it lost $345,000 in investments; and trade
creditor Universal Legal, identified as a recruitment firm, which
said it is owed $7,800.  The creditors alleged being owed money
invested in lawsuit settlements.

Herbert M. Stettin, the state-court appointed receiver for
Rothstein Rosenfeldt, was officially carried over as the Chapter
11 trustee in the involuntary bankruptcy case.


RUBICON US: Noteholders File Amended Plan of Reorganization
-----------------------------------------------------------
The noteholders of Rubicon US REIT Inc. amended, for the third
time, a Disclosure Statement explaining their proposed Plan of
Reorganization for the Debtor.

As reported in the Troubled Company Reporter on March 31, 2010,
Michael Bathon at Bloomberg News reported that the noteholders,
including units of JPMorgan Chase & Co., Kaufman Jacobs LLC and
Starwood Capital Group Global LLC, persuaded U.S. Bankruptcy Judge
Brendan Linehan Shannon on March 9 to let them offer a
restructuring plan for Rubicon.  The noteholders, owed about
$81.1 million, claimed the company was pursuing a sale that would
hurt creditors, because they could get more value if they keep the
properties and sell them over time.

According to the Disclosure Statement, the Plan provides for the
reorganization of each of the Debtors and the treatment of each
holder of a claim against or equity interests in the Debtors.  The
treatment includes cure and reinstatement of secured claims;
payment in full of all Mechanics' Lien Claims and general
unsecured claims on the effective date; distribution to each of
the Rubicon Noteholders (or their respective designees) of a Pro
rata share of (i) the New Rubicon Common Stock and (ii) the New
Rubicon Notes (or other shares of the New Rubicon Common Stock and
New Rubicon Notes as the Rubicon Noteholders may agree);
preservation and reinstatement of Series A Preferred Equity
Interests; distribution of cash on account of the Series B
Preferred Equity Interests in the event the class accepts the
Plan; cancellation of all existing Rubicon Common EquityInterests;
and preservation and reinstatement of other equity interests.

                        Treatment of Claims

   Class                          Estimated Recovery
   ----                           ------------------
1 - Secured Claims                         100%
3 - Mechanics' Lien Claims                 100%
4 - Global Note Claims                     68.72%
5 - General Unsecured Claims               100%
6 - Series A Preferred Equity Interests    100%
7 - Series B Preferred Equity Interests     N/A
8 - Rubicon Common Equity Interests         0%
9 - Other Equity Interests                 100%

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

                       About Rubicon US REIT

Rubicon US REIT Inc. is a Chicago-based real estate investment
trust.  Rubicon filed for Chapter 11 bankruptcy protection on
January 20, 2010 (Bankr. D. Del. Case No. 10-10160).  Attorneys at
Phillips, Goldman & Spence, have been tapped as bankruptcy
counsel.  Phillips, Goldman & Spence, P.A. is Delaware bankruptcy
counsel Grant Thornton LLP is the Company's financial advisor.
Garden City Group is the claims and notice agent.  In its
petition, the Company listed $100,000,001 to $500,000,000 in
assets and $100,000,001 to $500,000,000 in liabilities.  The
Company's affiliates -- Rubicon GSA II, LLC, et al. -- also filed
Chapter 11 petitions.


RUFFIN ROAD: Case Summary & 4 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Ruffin Road Venture Lot 3
        27474 Ynez Road
        Temecula, CA 92591

Bankruptcy Case No.: 10-28204

Chapter 11 Petition Date: June 14, 2010

Court: United States Bankruptcy Court
       Central District of California (Riverside)

Judge: Meredith A. Jury

Debtor's Counsel: Vincent Renda, Esq.
                  Renda Law Offices PC
                  600 W Broadway Ste 400
                  San Diego, CA 92101
                  Tel: (619) 702-4305
                  Fax: (619) 515-1197
                  E-mail: vr@rendalawoffices.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 4 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-28204.pdf

The petition was signed by Kevin A. Tucker, company's president.


SAINT VINCENTS: Proposes to Assign Lease to NY City Health
----------------------------------------------------------
Saint Vincents Catholic Medical Centers of New York and its debtor
affiliates seek the Court's authority to assume a non-residential
real property lease agreement for the property located at 221-227
Canal Street, in New York and assign it to the New York City
Health and Hospitals Corporation.

The Debtors currently participate in a program whereby nutritional
counseling and food vouchers are provided to women, infants and
children through care providers.  The Debtors sponsor two WIC
Programs, one located at the O'Toole Building and the other at the
property located at 221-227 Canal Street.

The Debtors relate that they are no longer in a position to
operate the WIC Program at the Premises and therefore have no use
for or business justification to continue to perform under the
Lease.

The Assignee, however, will become the new operator of the
Premises and accordingly, the Debtors have been in discussions
with the Assignee and 221 Canal Street LLC, the landlord,
regarding the terms and conditions under which the Assignee would
be willing to take assignment of the Lease.

On June 11, 2010, the Debtors entered into a stipulation with the
Assignee and the Landlord, whereby the Debtors agreed to assume
the Lease and assign it to the Assignee in exchange for the
Assignee agreeing to assume and pay all outstanding obligations
due under the Lease.  221 Canal Street has consented to the
assumption and assignment.

           About Saint Vincent Catholic Medical Centers

Saint Vincent Catholic Medical Centers -- http://www.svcmc.org/--
is anchored by St. Vincent's Hospital Manhattan, an academic
medical center located in Greenwich Village and the only emergency
room on the Westside of Manhattan from Midtown to Tribeca, St.
Vincent's Westchester, a behavioral health hospital in Westchester
County, and continuing care services that include two skilled
nursing facilities in Brooklyn, another on Staten Island, a
hospice, and a home health agency serving the Metropolitan New
York area.  Its behavioral health services also provide supportive
housing programs for people with mental illness throughout the
Metropolitan area.  Saint Vincent's is the designated provider for
the New York and New Jersey region of the US Family Health Plan
sponsored by the US Department of Defense.  Saint Vincent's serves
as the academic medical center of New York Medical College in New
York City. The healthcare organization is sponsored by the Roman
Catholic Bishop of Brooklyn and the president of the Sisters of
Charity of New York.

Saint Vincent Catholic Medical Centers of New York and six of its
affiliates filed for Chapter 11 protection on July 5, 2005 (Bankr.
S.D.N.Y. Case No. 05-14945 through 05-14951).  Gary Ravert, Esq.,
and Stephen B. Selbst, Esq., at McDermott Will & Emery, LLP, filed
the Debtors' Chapter 11 cases.  On September 12, 2005, John J.
Rapisardi, Esq., at Weil, Gotshal & Manges LLP took over
representing the Debtors in their restructuring efforts.  Martin
G. Bunin, Esq., at Thelen Reid & Priest LLP, represented the
Official Committee of Unsecured Creditors.  As of April 30, 2005,
the Debtors listed $972 million in total assets and $1 billion in
total debts.  The Court confirmed the Debtors' Chapter 11 plan on
July 27, 2007.

St. Vincent Catholic Medical Centers and its affiliates returned
to the bankruptcy court by filing another Chapter 11 petition on
April 14, 2010 (Bankr. S.D.N.Y. Case No. 10-11963).  The new
petition listed assets of $348 million against debt totaling
$1.09 billion.  Adam C. Rogoff, Esq., and Kenneth H. Eckstein,
Esq., at Kramer Levin Naftalis & Frankel LLP, assist the Debtors
in their restructuring efforts.  The Debtors' special counsel is
Garfunkel Wild, P.C., while their Crisis Management Team is led by
Grant Thornton LLP.  The Debtors' Chief Restructuring Officer is
Mark E. Toney.


SAINT VINCENTS: Wins Approval of O'Toole Lease Agreements
---------------------------------------------------------
One of the urgent matters commanding Saint Vincents Catholic
Medical Centers of New York's attention is the orderly transition
of the Hospital's various outpatient clinics and programs, Adam C.
Rogoff, Esq., at Kramer Levin Naftalis & Frankel LLP, in New York,
relates.  He notes that this essential task not only preserves
continuity of patient care but also avoids the attendant costs to
the estates from the disruption and closure of these healthcare
services.

Mr. Rogoff tells the Court that in certain instances, outpatient
clinical programs run by the Debtors are being taken over by other
hospital providers based upon their arrangements with the
physicians and staff at these clinics.  As a result of previous
arrangements, the physicians and staff of the Debtors'
Comprehensive HIV Center -- located at 26 West Seventh Avenue, in
New York, in a building commonly called as the O'Toole Building --
have been hired partly by The Mount Sinai Hospital and partly by
The St. Luke's-Roosevelt Hospital Center, which will both be
opening up new clinics serving patients who have previously
visited the HIV Clinic, Mr. Rogoff says.

In order to avoid any disruption in healthcare services provided
to patients, or to the other clinical programs located in the
O'Toole Building, and at the request of the new sponsors of these
new clinics, the Debtors have been negotiating short-term leases
of space in the O'Toole Building while the new sponsors prepare to
relocate these new clinics to different facilities.  As a result,
the Debtors seek approval to enter into lease agreements with
qualified new sponsors of the clinics located at the O'Toole
Building.

While the Debtors seek Court authority to enter into new leases
using a form agreement from time to time as needed to facilitate
the operation of clinical programs by new operators, at this time,
the Debtors have fully executed substantially similar lease
agreements with both with Mount Sinai and SLR for space located
within the O'Toole Building, Mr. Rogoff further relates.
Accordingly, the Debtors seek the Court's authority to enter into
these Lease Agreements nunc pro tunc to May 28, 2010.

Mr. Rogoff maintains that the Lease Agreements, which expressly
provide that the Debtors have the right to terminate the leases on
90-days' notice, are intended to be temporary solutions for the
operation of these clinics.  The 90-day termination provisions
contained in the Lease Agreements will ensure that the Lease
Agreements will not adversely affect the value of the Debtors'
real estate as part of any future real estate disposition and is
an integral part of the Debtors' agreement to enter into any
short-term leases, he asserts.

Furthermore, Mr. Rogoff notes, there is certain inventory
previously used by the Debtors and located at their clinics, which
has little value to the Debtors' estates but could be used by the
new sponsors of the new clinics.  Thus, the Debtors seek Court
permission, (i) as part of their Lease Agreements, to license the
use of certain furniture, fixtures and equipment to the tenant and
(ii) to sell certain de minimis assets to SLR related to the HIV
Clinic's pharmacy free and clear of all liens, claims and
encumbrances.

By leasing or selling these de minimis assets, the Debtors will be
providing these new HIV clinic operators with the tools and
equipment they will need to immediately begin new clinic
operations without any interruption or disruption in service to
patients, Mr. Rogoff says.  It also alleviates any burden on the
estates from removing and otherwise disposing of those assets, he
adds.

In order to minimize the administrative expense and burden on the
Debtors' estates associated with maintaining the patient,
research, and prescription records of the HIV Clinic that will be
transferred, the Debtors intend to enter into certain custody
agreements with Mount Sinai and SLR.  Pursuant to these
agreements, the new operators would assume custody of, and
responsibility for, the Debtors' applicable patient, research and
prescription records.

A full-text copy of the Lease Agreement is available for free
at http://bankrupt.com/misc/Vincents_O%27TooleLeaseAgmt.pdf

           About Saint Vincent Catholic Medical Centers

Saint Vincent Catholic Medical Centers -- http://www.svcmc.org/--
is anchored by St. Vincent's Hospital Manhattan, an academic
medical center located in Greenwich Village and the only emergency
room on the Westside of Manhattan from Midtown to Tribeca, St.
Vincent's Westchester, a behavioral health hospital in Westchester
County, and continuing care services that include two skilled
nursing facilities in Brooklyn, another on Staten Island, a
hospice, and a home health agency serving the Metropolitan New
York area.  Its behavioral health services also provide supportive
housing programs for people with mental illness throughout the
Metropolitan area.  Saint Vincent's is the designated provider for
the New York and New Jersey region of the US Family Health Plan
sponsored by the US Department of Defense.  Saint Vincent's serves
as the academic medical center of New York Medical College in New
York City. The healthcare organization is sponsored by the Roman
Catholic Bishop of Brooklyn and the president of the Sisters of
Charity of New York.

Saint Vincent Catholic Medical Centers of New York and six of its
affiliates filed for Chapter 11 protection on July 5, 2005 (Bankr.
S.D.N.Y. Case No. 05-14945 through 05-14951).  Gary Ravert, Esq.,
and Stephen B. Selbst, Esq., at McDermott Will & Emery, LLP, filed
the Debtors' Chapter 11 cases.  On September 12, 2005, John J.
Rapisardi, Esq., at Weil, Gotshal & Manges LLP took over
representing the Debtors in their restructuring efforts.  Martin
G. Bunin, Esq., at Thelen Reid & Priest LLP, represented the
Official Committee of Unsecured Creditors.  As of April 30, 2005,
the Debtors listed $972 million in total assets and $1 billion in
total debts.  The Court confirmed the Debtors' Chapter 11 plan on
July 27, 2007.

St. Vincent Catholic Medical Centers and its affiliates returned
to the bankruptcy court by filing another Chapter 11 petition on
April 14, 2010 (Bankr. S.D.N.Y. Case No. 10-11963).  The new
petition listed assets of $348 million against debt totaling
$1.09 billion.  Adam C. Rogoff, Esq., and Kenneth H. Eckstein,
Esq., at Kramer Levin Naftalis & Frankel LLP, assist the Debtors
in their restructuring efforts.  The Debtors' special counsel is
Garfunkel Wild, P.C., while their Crisis Management Team is led by
Grant Thornton LLP.  The Debtors' Chief Restructuring Officer is
Mark E. Toney.


SAINT VINCENTS: Wins Nod for Cain as Investment Bankers
-------------------------------------------------------
The Bankruptcy Court has authorized Saint Vincents Catholic
Medical Centers of New York and its affiliates to employ Cain
Brothers & Company, LLC, as their investment banker pursuant to
Section 327(a) of the Bankruptcy Code.

Pursuant to the Engagement Letter, the Debtors propose to pay Cain
Brothers:

  (a) A monthly fee of $50,000 during the term of the
      Engagement Letter, but in no event for no fewer than six
      month after the initial month.

  (b) If a Transaction is consummated for one or more of the
      Non-Hospital Businesses, Cain Brothers will receive in
      cash, upon that consummation of the transaction, 2.0%
      percent of the aggregate transaction value of the
      Transaction; provided, however, that the minimum
      Transaction Fee per Transaction will be $350,000 per each
      Non-Hospital Business sold; provided further, though, that
      the minimum Transaction Fee for the Debtors' interest in
      the Cancer Center and QIL will not exceed 5.0% of the ATV.

  (c) With respect to a Transaction Fee for a Transaction for
      the Co-Brokered Assets, the Transaction Fee will be as
      1.0% of the ATV of the Transaction, except with respect to
      a Transaction for St. Vincent's Westchester that is
      consummated with Catholic Health Services of Long Island,
      in which case the Transaction Fee will be reduced to
      0.75%; provided, however, that the minimum Transaction Fee
      per Non-Hospital Business will be $350,000.

The U.S. Trustee lodged an objection to the terms of Cain's
engagement.

The Court's order provides that the Fee Arrangement Fee is
modified for Co-Brokered Assets where Cain Brothers will receive a
Transaction Fee of 0.9% of Aggregate Transaction Value for each
sale or other transaction for a Co-Brokered Asset, subject to a
minimum transaction fee in the amount equal to the lesser of (a)
$350,000 or (b) 2.5% of Aggregate Transaction Value for each sale
or other transaction for a Co-Brokered Asset.

With respect to a Transaction for St. Vincent's Westchester with
Catholic Health Services of Long Island, the Transaction Fee will
be reduced to 0.75% subject to a minimum transaction fee in the
amount equal to the lesser of (a) $350,000 or (b) 2.5% of
Aggregate Transaction Value for that Transaction.

           About Saint Vincent Catholic Medical Centers

Saint Vincent Catholic Medical Centers -- http://www.svcmc.org/--
is anchored by St. Vincent's Hospital Manhattan, an academic
medical center located in Greenwich Village and the only emergency
room on the Westside of Manhattan from Midtown to Tribeca, St.
Vincent's Westchester, a behavioral health hospital in Westchester
County, and continuing care services that include two skilled
nursing facilities in Brooklyn, another on Staten Island, a
hospice, and a home health agency serving the Metropolitan New
York area.  Its behavioral health services also provide supportive
housing programs for people with mental illness throughout the
Metropolitan area.  Saint Vincent's is the designated provider for
the New York and New Jersey region of the US Family Health Plan
sponsored by the US Department of Defense.  Saint Vincent's serves
as the academic medical center of New York Medical College in New
York City. The healthcare organization is sponsored by the Roman
Catholic Bishop of Brooklyn and the president of the Sisters of
Charity of New York.

Saint Vincent Catholic Medical Centers of New York and six of its
affiliates filed for Chapter 11 protection on July 5, 2005 (Bankr.
S.D.N.Y. Case No. 05-14945 through 05-14951).  Gary Ravert, Esq.,
and Stephen B. Selbst, Esq., at McDermott Will & Emery, LLP, filed
the Debtors' Chapter 11 cases.  On September 12, 2005, John J.
Rapisardi, Esq., at Weil, Gotshal & Manges LLP took over
representing the Debtors in their restructuring efforts.  Martin
G. Bunin, Esq., at Thelen Reid & Priest LLP, represented the
Official Committee of Unsecured Creditors.  As of April 30, 2005,
the Debtors listed $972 million in total assets and $1 billion in
total debts.  The Court confirmed the Debtors' Chapter 11 plan on
July 27, 2007.

St. Vincent Catholic Medical Centers and its affiliates returned
to the bankruptcy court by filing another Chapter 11 petition on
April 14, 2010 (Bankr. S.D.N.Y. Case No. 10-11963).  The new
petition listed assets of $348 million against debt totaling
$1.09 billion.  Adam C. Rogoff, Esq., and Kenneth H. Eckstein,
Esq., at Kramer Levin Naftalis & Frankel LLP, assist the Debtors
in their restructuring efforts.  The Debtors' special counsel is
Garfunkel Wild, P.C., while their Crisis Management Team is led by
Grant Thornton LLP.  The Debtors' Chief Restructuring Officer is
Mark E. Toney.


SAINT VINCENTS: Wins Nod for Shattuck as Brokers on Revised Terms
-----------------------------------------------------------------
The Bankruptcy Court authorized Saint Vincents Catholic Medical
Centers of New York and its affiliates to employ Shattuck Hammond
Partners as their brokers pursuant to Section 327(a) of the
Bankruptcy Code.

The Debtors seek the Court's authority to retain Shattuck Hammonds
Partners as their brokers nunc pro tunc to April 14, 2010.
Pursuant to Engagement Letters, the Debtors proposed to compensate
Shattuck on these terms:

  (a) Home Health Transaction:

         -- a fixed monthly payment of $10,000 for the first six
            months following execution of the relevant
            Engagement Letter, and $5,000 thereafter.

         -- Upon the execution of a letter of intent or a
            decision by the Debtors to enter into exclusive
            negotiations with a prospective purchaser, Shattuck
            will receive a payment of $50,000.

         -- Upon the delivery of a Home Health Fairness Opinion,
            Shattuck will receive a payment of $75,000.

         -- Upon the consummation of a Home Health Sale,
            Shattuck will receive a transaction fee equal to
            1.0% of the Aggregate Consideration, less any
            amounts paid to Shattuck in Home Health Monthly Fees
            or Home Health Success Fees; provided, however, that
            the minimum Home Health Transaction Fee paid to
            Shattuck will be $350,000.  The Home Health
            Transaction Fee is contingent on the closing of a
            Home Health Sale and will be paid by the Debtors on
            the closing date.

  (b) St. Vincent's Westchester Transaction:

         -- a fixed monthly payment of $10,000 for the first six
            months following execution of the relevant
            Engagement Letter, and $5,000 thereafter.

         -- Upon the execution of a letter of intent or a
            decision by the Medical Center to enter into
            exclusive negotiations with a prospective purchaser,
            Shattuck will receive a payment of $50,000.

         -- Upon the delivery of a St. Vincent's Westchester
            Fairness Opinion, Shattuck will receive a payment of
            $100,000.

         -- Upon the consummation of a St. Vincent's Westchester
            Sale, Shattuck will receive a transaction fee equal
            to 1.0% of the Aggregate Consideration, less any
            amounts paid to Shattuck in St. Vincent's
            Westchester Monthly Fees or St. Vincent's
            Westchester Success Fees; provided, however, that
            the maximum amount credited against the St.
            Vincent's Westchester Transaction Fee will be
            $50,000.  In the event a St. Vincent's Westchester
            Sale consummated with Catholic Health Services of
            Long Island, the St. Vincent's Westchester
            Transaction Fee will equal 0.75% of the Aggregate
            Consideration; provided further, however, the
            minimum St. Vincent's Westchester Transaction Fee
            paid to Shattuck will be $350,000.  The St.
            Vincent's Westchester Transaction Fee is contingent
            on the closing of a St. Vincent's Westchester Sale
            and will be paid by the Debtors on the closing date.

The Engagement Letters provide that in the event there is a
packaged transaction involving St. Vincent's Westchester or Home
Health Operations, the buyer in that transaction will be required
to allocate its purchase price among each of the businesses being
purchased, and both Cain Brothers and Shattuck will each receive
1% of the aggregate total value attributed to St. Vincent's
Westchester or Home Health Operations; provided, however, that
with respect to St. Vincent's Westchester, that percentage will be
reduced to 0.75% in the event that the packaged transaction is
consummated with Catholic Health Services of Long Island; provided
further, however that the minimum transaction fee per non-Hospital
business shall be $350,000.

The Court's order provides that the Fee Arrangement is modified
for Co-Brokered Assets where Shattuck will receive a Transaction
Fee of 0.9% of Aggregate Consideration for each sale or other
transaction for a Co-Brokered Asset, subject to a minimum
transaction fee in the amount equal to the lesser of (a) $350,000
or (b) 2.5% of Aggregate Consideration for each sale or other
transaction for a Co-Brokered Asset.

With respect to a Transaction for St. Vincent's Westchester with
Catholic Health Services of Long Island, the Transaction Fee will
be reduced to 0.75% subject to a minimum transaction fee in the
amount equal to the lesser of (a) $350,000 or (b) 2.5% of
Aggregate Consideration for that Transaction.

           About Saint Vincent Catholic Medical Centers

Saint Vincent Catholic Medical Centers -- http://www.svcmc.org/--
is anchored by St. Vincent's Hospital Manhattan, an academic
medical center located in Greenwich Village and the only emergency
room on the Westside of Manhattan from Midtown to Tribeca, St.
Vincent's Westchester, a behavioral health hospital in Westchester
County, and continuing care services that include two skilled
nursing facilities in Brooklyn, another on Staten Island, a
hospice, and a home health agency serving the Metropolitan New
York area.  Its behavioral health services also provide supportive
housing programs for people with mental illness throughout the
Metropolitan area.  Saint Vincent's is the designated provider for
the New York and New Jersey region of the US Family Health Plan
sponsored by the US Department of Defense.  Saint Vincent's serves
as the academic medical center of New York Medical College in New
York City. The healthcare organization is sponsored by the Roman
Catholic Bishop of Brooklyn and the president of the Sisters of
Charity of New York.

Saint Vincent Catholic Medical Centers of New York and six of its
affiliates filed for Chapter 11 protection on July 5, 2005 (Bankr.
S.D.N.Y. Case No. 05-14945 through 05-14951).  Gary Ravert, Esq.,
and Stephen B. Selbst, Esq., at McDermott Will & Emery, LLP, filed
the Debtors' Chapter 11 cases.  On September 12, 2005, John J.
Rapisardi, Esq., at Weil, Gotshal & Manges LLP took over
representing the Debtors in their restructuring efforts.  Martin
G. Bunin, Esq., at Thelen Reid & Priest LLP, represented the
Official Committee of Unsecured Creditors.  As of April 30, 2005,
the Debtors listed $972 million in total assets and $1 billion in
total debts.  The Court confirmed the Debtors' Chapter 11 plan on
July 27, 2007.

St. Vincent Catholic Medical Centers and its affiliates returned
to the bankruptcy court by filing another Chapter 11 petition on
April 14, 2010 (Bankr. S.D.N.Y. Case No. 10-11963).  The new
petition listed assets of $348 million against debt totaling
$1.09 billion.  Adam C. Rogoff, Esq., and Kenneth H. Eckstein,
Esq., at Kramer Levin Naftalis & Frankel LLP, assist the Debtors
in their restructuring efforts.  The Debtors' special counsel is
Garfunkel Wild, P.C., while their Crisis Management Team is led by
Grant Thornton LLP.  The Debtors' Chief Restructuring Officer is
Mark E. Toney.


SCOTT SIMMONS: Case Summary & 9 Largest Unsecured Creditors
-----------------------------------------------------------
Joint Debtors: Scott Travis Simmons
               aka Scott Simmons
               aka Scott T. Simmons
               Cassandra Rowley Simmons
               aka Cassandra R Simmons
               aka Cassandra Simmons
               aka Cassandra Rochelle Simmons
               10112 Walnut Street
               Bellflower, CA 90706

Bankruptcy Case No.: 10-34273

Chapter 11 Petition Date: June 15, 2010

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

Judge: Sheri Bluebond

Debtor's Counsel: Peter C. Bronstein, Esq.
                  1925 Century Park E Ste 350
                  Los Angeles, CA 90067
                  Tel: 310 203-2249
                  E-mail: peterbronz@yahoo.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 9 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-34273.pdf

The petition was signed by Scott Travis Simmons and Cassandra
Rowley Simmons.


SECURITY AUSTIN: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Security Austin Risk AMG, L.L.C.
        dba International RAM Associates, LLC
            RAM Semiconductor, LC
        3500 Comsouth Drive
        Austin, TX 78744

Bankruptcy Case No.: 10-11645

Chapter 11 Petition Date: June 14, 2010

Court: U.S. Bankruptcy Court
       Western District of Texas (Austin)

Judge: Craig A. Gargotta

Debtor's Counsel: Lynn H. Butler, Esq.
                  Brown, McCarroll, LLP
                  111 Congress Avenue, Suite 1400
                  Austin, TX 78701
                  Tel: (512) 472-5456
                  Fax: (512) 479-1101
                  E-mail: lbutler@mailbmc.com

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

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

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

The petition was signed by Chris Mashburn, managing member.


SELF STORAGE: Section 341(a) Meeting Scheduled for July 12
----------------------------------------------------------
The U.S. Trustee for Region 17 will convene a meeting of Self
Storage of Walnut Creek, LLC's creditors on July 12, 2010, at
9:00 a.m.  The meeting will be held at the Office of the U.S.
Trustee, 1301 Clay Street, Room 680N, Oakland, CA 94612.

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.

Walnut Creek, California-based Self Storage of Walnut Creek, LLC,
filed for Chapter 11 bankruptcy protection on June 7, 2010 (Bankr.
N.D. Calif. Case No. 10-46516).  Joel K. Belway, Esq., at Law
Offices of Joel K. Belway, 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.


SEQUENOM INC: BlackRock Inc. Pares Stake to 4.99%
-------------------------------------------------
BlackRock Inc. disclosed that as of May 31, 2010, it may be deemed
to hold 3,722,504 shares or roughly 4.99% of the common stock of
Sequenom Inc.

As reported by the Troubled Company Reporter on February 10, 2010,
BlackRock disclosed that as of December 31, 2009, it may be deemed
to beneficially own 3,666,273 shares or roughly 5.99% of the
common stock of Sequenom.

                         About Sequenom

Sequenom, Inc. (NASDAQ: SQNM) -- http://www.sequenom.com/-- is a
life sciences company committed to improving healthcare through
revolutionary genetic analysis solutions. Sequenom develops
innovative technology, products and diagnostic tests that target
and serve discovery and clinical research, and molecular
diagnostics markets. The company was founded in 1994 and is
headquartered in San Diego, California.

The Company's balance sheet for March 31, 2010, showed
$70.6 million total assets and $15.5 million total current
liabilities, for a $50.0 million stockholders' equity.

Ernst & Young LLP of San Diego, California, has expressed
substantial doubt against Sequenom's ability as a going concern.
The auditor noted that the Company has incurred recurring
operating losses and does not have sufficient working capital to
fund operations through 2010.


SHOPPES OF LAKESIDE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Shoppes of Lakeside, Inc.
        2275 Atlantic Blvd.
        Neptune Beach, FL 32266

Bankruptcy Case No.: 10-05199

Chapter 11 Petition Date: June 15, 2010

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

Debtor's Counsel: Bryan K. Mickler, Esq.
                  5452 Arlington Expressway
                  Jacksonville, FL 32211
                  Tel: (904) 725-0822
                  Fax: (904) 725-0855
                  E-mail: court@planlaw.com

Scheduled Assets: $39,894,050

Scheduled Debts: $37,748,101

The petition was signed by Chris Hionides, company's president.

Debtor's List of 20 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Ameris Bank/Special Assets                       $3,537,400
8705 Perimeter Park Blvd
Suite 4
Jacksonville, FL 32216

Ameris Bank/Special Assets                       $3,537,400
8705 Perimeter Park Blvd
Suite 4
Jacksonville, FL 32216

Ameris Bank/Special Assets                       $1,000,000
8705 Perimeter Park Blvd
Suite 4
Jacksonville, FL 32216

Ameris Bank/Special Assets                       $1,000,000
8705 Perimeter Park Blvd
Suite 4
Jacksonville, FL 32216

Ameris Bank/Special Assets                       $1,000,000
8705 Perimeter Park Blvd
Suite 4
Jacksonville, FL 32216

SRB Servicing, LLC                               $402,216

Performance Roofing                              $55,000

A Comfortable Environment                        $14,850

Zona & Associates                                $14,500

Mike Hogan Tax Collector                         $7,545

Mike Hogan Tax Collector                         $4,800

Mike Hogan Tax Collector                         $4,475

Gess Elevator Inc.                               $4,361

Styles Smith Plumbing                            $4,335

Florida Department of Rev.                       $4,084

Smith & Sons Tree & Lawn                         $2,500

Premiere Water & Energy                          $1,699

Keep Jax Green                                   $1,330

Bug Out Service                                  $1,284

Performance Bug-Out                              $1,284


SINCLAIR BROADCAST: BofA Pares Stake to Below 5%
------------------------------------------------
Bank of America Corp. disclosed in a regulatory filing that as of
May 31, 2010, it has become a less than 5% holder of Sinclair
Broadcast Group Inc. common stock.

As reported by the Troubled Company Reporter on February 4, 2010,
Bank of America Corporation; Bank of America, NA; Columbia
Management Advisors, LLC; IQ Investment Advisors LLC; and Merrill
Lynch, Pierce, Fenner & Smith, Inc., disclosed that they may be
deemed to beneficially own in the aggregate 2,674,496 shares or
roughly 5.6% of the common stock of Sinclair Broadcast Group as of
December 31, 2009.

                     About Sinclair Broadcast

Based in Baltimore, Maryland, Sinclair Broadcast Group, Inc.
(Nasdaq: SBGI) -- http://www.sbgi.net/-- one of the largest and
most diversified television broadcasting companies, currently owns
and operates, programs or provides sales services to 58 television
stations in 35 markets.  The Company's television group reaches
roughly 22% of U.S. television households and includes FOX,
ABC, CBS, NBC, MNT, and CW affiliates.

As of December 31, 2009, Sinclair had total assets of
$1,597,721,000 against total liabilities of $1,799,943,000.  As
of December 31, 2009, Total Sinclair Broadcast Group shareholders'
deficit was $211,950,000, and Noncontrolling interest was
$9,728,000, resulting in Total deficit of $202,222,000.

                           *     *     *

According to the Troubled Company Reporter on May 28, 2010.
Standard & Poor's Ratings Services placed its 'B' corporate credit
rating for Hunt Valley, Md.-based TV broadcaster Sinclair
Broadcast Group Inc., as well as all related issue-level ratings
on the company's debt, on CreditWatch with positive implications.


SIX FLAGS: Paul Hastings Seeks Nearly $18M for Services
-------------------------------------------------------
Bankruptcy Law360 reports that final fee applications are starting
to pour in for Six Flags Inc. following its recent bankruptcy
emergence, with debtor's counsel Paul Hastings Janofsky & Walker
LLP seeking nearly $18 million for its services.  The applications
began piling up in the U.S. Bankruptcy Court for the District of
Delaware on Monday, with Paul Hastings' total marking the highest
bid so far, according to Law360.

                         About Six Flags

Six Flags Entertainment Corporation (formerly Six Flags, Inc.) is
a publicly-traded corporation headquartered in New York City and
is the world's largest regional theme park company with 19 parks
across the United States, Mexico and Canada.

Six Flags filed for Chapter 11 protection on June 13, 2009 (Bankr.
D. Del. Lead Case No. 09-12019).  Paul E. Harner, Esq., Steven T.
Catlett, Esq., and Christian M. Auty, Esq., at Paul, Hastings,
Janofsky & Walker LLP in Chicago, Illinois, act as the Debtors'
lead counsel.  Daniel J. DeFranceschi, Esq., and L. Katherine
Good, Esq., at Richards, Layton & Finger, P.A., in Wilmington,
Delaware, act as local counsel.  Cadwalader Wickersham & Taft LLP,
serves as special counsel.  Houlihan Lokey Howard & Zukin Capital
Inc., serves as financial advisors, while KPMG LLC acts as
accountants.  Kurtzman Carson Consultants LLC serves as claims and
notice agent.  As of March 31, 2009, Six Flags had $2,907,335,000
in total assets and $3,431,647,000 in total liabilities.

Six Flags emerged from Chapter 11 on May 1, 2010.  Under the plan
confirmed by the bankruptcy court on April 30, Six Flags reduced
its indebtedness and mandatorily redeemable preferred stock from
approximately $2.7 billion at December 31, 2009, to approximately
$1.0 billion at emergence.


SLKE ENTERTAINMENT: Case Summary & 9 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: SLKE Entertainment, Inc.
        dba Boston's Gourmet Pizza
        11260 4th Street
        Rancho Cucamonga, CA 91730

Bankruptcy Case No.: 10-28360

Chapter 11 Petition Date: June 14, 2010

Court: United States Bankruptcy Court
       Central District of California (Riverside)

Judge: Ellen Carroll

Debtor's Counsel: Miyun Lim, Esq.
                  3701 Wishire Blvd, Ste 1025
                  Los Angeles, CA 90010
                  Tel: (231) 389-3557
                  Fax: (323) 927-3623
                  E-mail: teribklaw@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 9 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-28360.pdf

The petition was signed by Chang Whe Lim, company's chief
executive officer.


SMURFIT-STONE: More Than 145 Claims Change Hands in May
-------------------------------------------------------
For the period from April 8 to 30, 2010, more than 320
claims were transferred by various creditors to various entities,
including Fair Harbor Capital LLC, Liquidity Solutions, Inc.,
Sierra Liquidity Fund LLC; United States Debt Recovery LLC;
Contrarian Funds LLC; The Seaport Group LLC; and Blue Heron Micro
Opportunities Fund LLP.

For May 2010, more than 145 claims were transferred.

Among the claims transferred for April 2010 were the claims of:

  Transferor                                  Amount
  ----------                                ---------
  PPL Energyplus LLC                       $4,517,488
  WE Energies                                 108,697
  Crawford Inland Compressor                   19,209
  Devine Hydraulics, Inc.                      18,585
  Sawyer Industrial Plastics                   13,296
  Timber Line Tree Service LLC                  6,655
  Thermo Electric Company, Inc.                 2,832
  Florence Carpet & tile, Inc.                  2,219
  Jerico Fire Protection Company, Inc.          3,310
  Provident Life & Accident                       694

Among the claims transferred for May 2010 were the claims of:

  Transferor                                  Amount
  ----------                                ---------
  Dynasty Transportation LLC                 $234,897
  Constellation Newenergy, Inc.                57,106
  PCE Pacific, Inc.                            31,200
  MX Energy                                    19,620
  Lise Essiambre                                2,947
  Parson & Sanderson, Inc.                      3,596
  All Star Corrugated                           8,570
  Corrugated Synergies International LLC        7,000
  Montequin Distributors, Inc.                  2,966
  Process Control Services                        960

                      About Smurfit-Stone

Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/--
is one of the leading integrated manufacturers of paperboard and
paper-based packaging in North America and one of the world's
largest paper recyclers.  The Company operates 162 manufacturing
facilities that are primarily located in the United States and
Canada.  The Company also owns roughly one million acres of
timberland in Canada and operates wood harvesting facilities in
Canada and the United States.  The Company employs roughly 21,250
employees, 17,400 of which are based in the United States.  For
the quarterly period ended September 30, 2008, the Company
reported roughly US$7.450 billion in total assets and
US$5.582 billion in total liabilities on a consolidated basis.

Smurfit-Stone and its U.S. and Canadian subsidiaries filed for
Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead
Case No. 09-10235).  Certain of the company's affiliates,
including Smurfit-Stone Container Canada Inc., a wholly owned
subsidiary of SSCE, and certain of its affiliates, filed to
reorganize under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice in Canada.

Smurfit-Stone joined pulp- and paper-related bankruptcies as
rising Internet use hurts magazines and newspapers.  Corporacion
Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy
in October.  Quebecor World Inc., a magazine printer and Pope &
Talbot Inc., a pulp-mill operator, also sought cross-border
bankruptcies for their operations in the U.S. and Canada.

James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M.
Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in
Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton,
Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware,
serve as the Debtors' bankruptcy counsel.  PricewaterhouseCoopers
LLC, serves as the Debtors' financial and investment consultants.
Lazard Freres & Co. LLC acts as the Debtors' investment bankers.
Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and
claims agent.

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


SMURFIT-STONE: Wins Approval of Village of Hodge Settlement
-----------------------------------------------------------
Smurfit-Stone Container Corp. and its units sought and obtained
the Court's approval of a settlement agreement they entered into
with the Village of Hodge, Louisiana and U.S. Bank National Trust
Association, as indenture trustee for the Village of Hodge
Louisiana Combined Utility System Bonds, Series 2003.

In addition, the Court authorized the Debtors to reject a certain
utility contract with the Village and enter into a new facility
agreement with the Village.

As previously reported, the Debtors own and operate a paper
manufacturing mill located in Hodge, Louisiana.  In connection
with the manufacturing operations of the Hodge Mill, the Debtors
use large amounts of electricity, steam, water, and treatment and
disposal services for sewage and industrial waste.  The Debtors
receive the Contract Services pursuant to the terms of a Utility
Contract.

James F. Conlan, Esq., at Sidley Austin LLP, in Wilmington,
Delaware, says that the Settlement Agreement settles and resolves
all disputes among the Debtors, the Village, and the Bond Trustee
with respect to amounts the Bond Trustee asserts it is owed and
the rights the Bond Trustee asserts it holds with respect to the
2003 Indenture, the Utility Contract and any new agreement
entered into by the Village and the Debtors.

The Bond Trustee previously asserted that it is owed not less
that $59,839,973 on account of the amount outstanding on the 2003
Bonds and asserted that it is owed an administrative expense
priority claim against the Debtors' estate in an amount exceeding
$5,000,000 as of the date of the Settlement Agreement.

The Bond Trustee also asserted that it would have a significant
claim against the Debtors' estate resulting from any rejection of
the Utility Contract.  The Bond Trustee further asserted that the
Bondholders and the Bond Trustee, pursuant to the 2003 Indenture,
have certain rights with respect to any new utility agreement
that the Village seeks to enter into with the Debtors.

The Settlement Agreement provides that:

  -- the Debtors and the Village have reached an agreement
     pursuant to which the Debtors may continue to receive the
     Contract Services following the rejection of the Utility
     Contract;

  -- the Bond Trustee will agree not to object to the Debtors'
     rejection of the Utility Contract or the Debtors and the
     Village entering into a new utility contract;

  -- the Bond Trustee, as trustee and on behalf of the
     Bondholders, will have an allowed, prepetition, non-
     priority unsecured claim against Smurfit-Stone Container
     Enterprises, Inc. for $75,500,000, along with certain
     amounts; and

  -- all obligations of the Village to the Bondholders are fully
     released and extinguished.

The Debtors also agreed to pay the reasonable fees and expenses
of the Bond Trustee incurred in connection with the 2003 Bonds,
the settlement contemplated in the Settlement Agreement, and the
Debtors' Chapter 11 cases.

The Hodge Facility Agreement, which is an exhibit to the
Settlement Agreement, provides that the utility plant in Hodge
will continue to provide the Hodge Mill with the necessary
Contract Services and in return the Debtors will pay the Village
for the costs and expenses associated with operating and
maintaining the utility facilities.  The Hodge Facility Agreement
provides, however, that the Debtors will not be liable to pay any
amounts on account of the principal, interest or premiums, if
any, or any other obligation, due with respect to the Bonds or
the 2003 Indenture, all of which the Debtors are required to pay
under the existing Utility Contract.

The Court approved the Debtors' Request after Mr. Conlan
certified that there were no objections or responses as of May 6,
2010.

                      About Smurfit-Stone

Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/--
is one of the leading integrated manufacturers of paperboard and
paper-based packaging in North America and one of the world's
largest paper recyclers.  The Company operates 162 manufacturing
facilities that are primarily located in the United States and
Canada.  The Company also owns roughly one million acres of
timberland in Canada and operates wood harvesting facilities in
Canada and the United States.  The Company employs roughly 21,250
employees, 17,400 of which are based in the United States.  For
the quarterly period ended September 30, 2008, the Company
reported roughly US$7.450 billion in total assets and
US$5.582 billion in total liabilities on a consolidated basis.

Smurfit-Stone and its U.S. and Canadian subsidiaries filed for
Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead
Case No. 09-10235).  Certain of the company's affiliates,
including Smurfit-Stone Container Canada Inc., a wholly owned
subsidiary of SSCE, and certain of its affiliates, filed to
reorganize under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice in Canada.

Smurfit-Stone joined pulp- and paper-related bankruptcies as
rising Internet use hurts magazines and newspapers.  Corporacion
Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy
in October.  Quebecor World Inc., a magazine printer and Pope &
Talbot Inc., a pulp-mill operator, also sought cross-border
bankruptcies for their operations in the U.S. and Canada.

James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M.
Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in
Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton,
Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware,
serve as the Debtors' bankruptcy counsel.  PricewaterhouseCoopers
LLC, serves as the Debtors' financial and investment consultants.
Lazard Freres & Co. LLC acts as the Debtors' investment bankers.
Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and
claims agent.

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


SMURFIT-STONE: Wins OK to Reimburse Auto Rentals' Legal Expenses
----------------------------------------------------------------
Smurfit-Stone Container Corp. and its units asked the U.S.
Bankruptcy Court for authority to reimburse Automotive Rentals,
Inc., and ARI Fleet LT for legal expenses and potential liability
in connection with a civil action that was commenced, prior to the
Petition Date against certain employees of the Debtors, certain of
the Debtors, and ARI.

As previously reported, the Debtors sought and obtained the
Court's authority to reimburse certain current and former
employees for legal expenses related to certain prepetition
claims.

As discussed in the Employee Reimbursement Motion, prior to the
Petition Date, the Debtors faced litigation relating to, among
other things, labor and employment issues, commercial disputes,
and personal injury claims.  In certain cases, the plaintiffs
named both the Debtors and individual employees of the Debtors as
defendants in the litigation.

Prior to the Petition Date, the Debtors typically reimbursed
their employees for any legal expenses the employees incurred in
connection with litigation relating to acts that allegedly
occurred within the scope of their employment with the Debtors.

James F. Conlan, Esq., at Sidley Austin LLP, in Wilmington,
Delaware, notes that one of the pending cases discussed in the
Employee Reimbursement Motion is the "Mendoza Action," filed on
October 16, 2008, in Fresno County Superior Court, California.

In the Mendoza Action, plaintiffs Eva Diaz Mendoza and Genaro
Reyna sought damages against Johnny Abel Cerda, ARI, Smurfit-
Stone Container Corporation and Smurfit-Stone Container
Enterprises, Inc., for personal injury and loss of consortium in
connection with a motor vehicle accident that occurred on
October 23, 2006.

Mr. Conlan discloses that Johnny Able Cerda is an employee of
SSCC who was allegedly operating a motor vehicle that was
involved in the accident.  The Plaintiffs allege that the
Defendants were negligent and that the negligent acts were the
proximate cause of injuries to the Plaintiffs.

"Although the Mendoza Action has been stayed with respect to SSCC
pursuant to Section 362 of the Bankruptcy Code, Plaintiffs have
continued to pursue their claims against Mr. Cerda and ARI," Mr.
Conlan further notes.

As authorized pursuant to the Court's Order granting the Employee
Reimbursement Motion, the Debtors have been indemnifying Mr.
Cerda for the legal fees he has incurred in connection with the
Mendoza Action.

Mr. Conlan relates that the vehicle involved in the accident
subject of the Mendoza Action was on lease from ARI to SSCE
pursuant to a Lease and Fleet Management Services Agreement.  He
contends that the Lease Agreement essentially provides that SSCE
will reimburse ARI for all loss or liability, including legal
fees, arising out of or connected with the operation of a vehicle
subject of the Lease Agreement.

Accordingly, ARI asserts that SSCE is obligated to indemnify it
for its costs in defending the Mendoza Action.  The Debtors
estimate that there will actually be no additional costs for
indemnifying ARI for the legal fees it is expected to incur in
connection with the Mendoza Action.

Mr. Conlan explains that having the same attorney represent all
three defendants at each stage of the litigation would not result
in any incremental fees above those already expended for defense
of the two current Defendants.  He adds that the legal liability
for the leasing company is minimal and likely none.

                         *     *     *

In a separate filing, Mr. Conlan certified that there were no
objections filed to the Debtors' Request as of June 7, 2010.

Accordingly, the Court granted the Debtors' Request.

                      About Smurfit-Stone

Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/--
is one of the leading integrated manufacturers of paperboard and
paper-based packaging in North America and one of the world's
largest paper recyclers.  The Company operates 162 manufacturing
facilities that are primarily located in the United States and
Canada.  The Company also owns roughly one million acres of
timberland in Canada and operates wood harvesting facilities in
Canada and the United States.  The Company employs roughly 21,250
employees, 17,400 of which are based in the United States.  For
the quarterly period ended September 30, 2008, the Company
reported roughly US$7.450 billion in total assets and
US$5.582 billion in total liabilities on a consolidated basis.

Smurfit-Stone and its U.S. and Canadian subsidiaries filed for
Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead
Case No. 09-10235).  Certain of the company's affiliates,
including Smurfit-Stone Container Canada Inc., a wholly owned
subsidiary of SSCE, and certain of its affiliates, filed to
reorganize under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice in Canada.

Smurfit-Stone joined pulp- and paper-related bankruptcies as
rising Internet use hurts magazines and newspapers.  Corporacion
Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy
in October.  Quebecor World Inc., a magazine printer and Pope &
Talbot Inc., a pulp-mill operator, also sought cross-border
bankruptcies for their operations in the U.S. and Canada.

James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M.
Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in
Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton,
Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware,
serve as the Debtors' bankruptcy counsel.  PricewaterhouseCoopers
LLC, serves as the Debtors' financial and investment consultants.
Lazard Freres & Co. LLC acts as the Debtors' investment bankers.
Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and
claims agent.

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


SOUTH BAY: Deadline to Remove Actions Extended to Oct. 18
---------------------------------------------------------
Judge Louise DeCarl Adler of the United States Bankruptcy Court
for the Southern District of California extended to October 18,
2010, the deadline within which South Bay Expressway, L.P. and
California Transportation Ventures, Inc.'s may remove actions,
without prejudice for the Debtors' or any party-in-interest's
rights to seek further extensions.

To recall, Otay River Constructors objected to the request arguing
that Section 1452 of the Judicial and Judiciary Procedures Code
authorizes removal by any party to an action, if any party has
filed for bankruptcy.  ORC contended that the Debtors are asking
the extension of the deadline to remove, but for the Debtors only,
rather than for any party.

To resolve the objection, the Debtors and ORC agreed to amend the
proposed order to the request to provide that the parties'
deadline to remove civil actions, and not just the Debtors', will
be extended to October 18, 2010.

                    About South Bay Expressway

South Bay Expressway, L.P., dba San Diego Expressway, L.P., filed
for Chapter 11 on March 22, 2010 (Bankr. S.D. Calif. Case No.
10-04516).  Its affiliate, California Transportation Ventures
Inc., also filed for bankruptcy.

The Debtors developed and operate a four lane, nine mile express
toll road in Southern California commonly referred to as the South
Bay Expressway or State Road 125.  Both estimated assets and debts
of $500 million to $1 billion in their bankruptcy petitions.

Robert Pilmer, Esq., at Kirkland & Ellis LLP, represents the
Debtors in their restructuring effort.  PricewaterhouseCoopers LLP
is auditor and tax advisor.  Imperial Capital LLC is financial
advisor. Epiq Bankruptcy Solutions LLC serves as claims and notice
agent.

The Debtors say that as of the bankruptcy filing, they have
roughly $640 million in book value of total assets and roughly
$570 million in book value of total liabilities.

Bankruptcy Creditors' Service, Inc., publishes South Bay
Expressway Bankruptcy News.  The newsletter tracks the Chapter 11
proceeding undertaken by South Bay Expressway LP and California
Transportation Ventures Inc.  (http://bankrupt.com/newsstand/or
215/945-7000).


SOUTH BAY: Lease Decision Period Extended Until Oct. 16
-------------------------------------------------------
South Bay Expressway and affiliate, California Transportation
Ventures Inc., won from the Bankruptcy Court, pursuant to 11
U.S.C. Sec. 365(d)(4), an extension of the time within which they
may assume or reject unexpired leases of nonresidential real
property through October 16, 2010, without prejudice to the rights
of the Debtors to seek further extensions with the consent of the
affected lessors.

Alexander Pilmer, Esq., at Kirkland & Ellis LLP, in Los Angeles,
California -- alexander.pilmer@kirkland.com -- relates that the
Debtors have not yet had an opportunity to conclusively determine
whether to assume or reject their Unexpired Leases and do not
anticipate that they will be able to make a determination by their
current lease decision deadline.

Since the Petition Date, the Debtors and their advisors have been
focused on activities that are critically important to the
Debtors' reorganization, including stabilizing and maintaining
day-to-day operations, preparing the schedules of assets and
liabilities and statements of financial affairs, responding to
objections to various motions, and negotiating with key
stakeholders regarding the Debtors' use of cash collateral, Mr.
Pilmer asserts.  Consequently, he says, although the process of
analyzing the Unexpired Leases has begun in earnest, the Debtors
and their advisors require additional time to analyze the
Unexpired Leases and make the appropriate determinations
concerning assumption or rejection.

Given that the Unexpired Leases remain an integral part of their
business operations and the Debtors' cases are complex, Mr. Pilmer
argues that the Debtors should not be compelled to make any
assumption or rejection decisions until they have had sufficient
time to fully evaluate their businesses and the Unexpired Leases
in connection with the Chapter 11 cases and their reorganization
efforts.

If the Debtors were compelled at this time to decide whether to
assume or reject any Unexpired Leases, they would be forced to
prematurely assume any Unexpired Leases, which could lead to
unnecessary administrative claims against their estates if they
were ultimately terminated and may result in the Debtors being
required to cure significant prepetition claims in connection with
a lease they may not ultimately need or want, Mr. Pilmer further
contends.  Conversely, he adds, if the Debtors precipitously
reject the Unexpired Leases, they may forego the significant value
to the estates of the Unexpired Leases.

                    About South Bay Expressway

South Bay Expressway, L.P., dba San Diego Expressway, L.P., filed
for Chapter 11 on March 22, 2010 (Bankr. S.D. Calif. Case No.
10-04516).  Its affiliate, California Transportation Ventures
Inc., also filed for bankruptcy.

The Debtors developed and operate a four lane, nine mile express
toll road in Southern California commonly referred to as the South
Bay Expressway or State Road 125.  Both estimated assets and debts
of $500 million to $1 billion in their bankruptcy petitions.

Robert Pilmer, Esq., at Kirkland & Ellis LLP, represents the
Debtors in their restructuring effort.  PricewaterhouseCoopers LLP
is auditor and tax advisor.  Imperial Capital LLC is financial
advisor. Epiq Bankruptcy Solutions LLC serves as claims and notice
agent.

The Debtors say that as of the bankruptcy filing, they have
roughly $640 million in book value of total assets and roughly
$570 million in book value of total liabilities.

Bankruptcy Creditors' Service, Inc., publishes South Bay
Expressway Bankruptcy News.  The newsletter tracks the Chapter 11
proceeding undertaken by South Bay Expressway LP and California
Transportation Ventures Inc.  (http://bankrupt.com/newsstand/or
215/945-7000).


SOUTH BAY: Gets Nod to Employ Firms in Ordinary Course
------------------------------------------------------
South Bay Expressway, L.P., and California Transportation
Ventures, Inc., employ various attorneys, accountants, auditors
and other professionals in the ordinary course of their
businesses.  The OCPs provide services for the Debtors in a
variety of matters unrelated to the Chapter 11 cases, particularly
specialized legal services.

The Debtors accordingly sought and obtained the Court's authority
to employ and compensate the OCPs in the ordinary course of their
business, without the need for each OCP to file formal
applications for retention and compensation pursuant to Sections
327, 328 and 330 of the Bankruptcy Code.

The Office of the United States Trustee and Otay River
Constructors have previously submitted separate objections to the
request.  To address the objections, the Debtors have, among other
things, provided a description of services to be provided for each
OCP, and filed disclosure declarations for each OCP in advance of
the hearing on the request.

The Debtors have also conferred with the California Department of
Transportation and agreed to certain modifications to the proposed
OCP retention procedures, including the reduction of the monthly
cap from $30,000 to $20,000 per OCP, and the provision that
aggregate fees paid to OCPs over the course of the Debtors'
Chapter 11 cases will be limited to the amount currently contained
in the Debtors' litigation reserve account, which is approximately
$459,000.

The Debtors filed with the Court an amended list of ordinary
course professionals to remove Milbank Tweed Hadley McCloy LLP,
Barger & Wolon LLP, and Ajalat, Polley, Ayoob & Matarese.  Hence,
the list contains these OCPs:

OCP Name                     Services Provided
--------                     -----------------
Clayton Utz                  Case Management in
                              Contractor Litigation

Farella Braun Martel LLP     Litigation Counsel

Robins, Kaplan, Miller       Surety Counsel
& Ciresi LLP

Wertz McDade Wallace         Litigation and General
Moot & Brower                Corporate Counsel

Howard Rice Nemerovski       Litigation Counsel
Canady Falk & Rabkin

Osborne & Nesbitt LLP        Insurance Counsel

Weil, Gotshal & Manges LLP   Litigation Counsel

                    About South Bay Expressway

South Bay Expressway, L.P., dba San Diego Expressway, L.P., filed
for Chapter 11 on March 22, 2010 (Bankr. S.D. Calif. Case No.
10-04516).  Its affiliate, California Transportation Ventures
Inc., also filed for bankruptcy.

The Debtors developed and operate a four lane, nine mile express
toll road in Southern California commonly referred to as the South
Bay Expressway or State Road 125.  Both estimated assets and debts
of $500 million to $1 billion in their bankruptcy petitions.

Robert Pilmer, Esq., at Kirkland & Ellis LLP, represents the
Debtors in their restructuring effort.  PricewaterhouseCoopers LLP
is auditor and tax advisor.  Imperial Capital LLC is financial
advisor. Epiq Bankruptcy Solutions LLC serves as claims and notice
agent.

The Debtors say that as of the bankruptcy filing, they have
roughly $640 million in book value of total assets and roughly
$570 million in book value of total liabilities.

Bankruptcy Creditors' Service, Inc., publishes South Bay
Expressway Bankruptcy News.  The newsletter tracks the Chapter 11
proceeding undertaken by South Bay Expressway LP and California
Transportation Ventures Inc.  (http://bankrupt.com/newsstand/or
215/945-7000).


SPECIALTY PRODUCTS: RPM, Asbestos Claimants Face August Trial
-------------------------------------------------------------
Bill Rochelle at Bloomberg News reports that asbestos claimants
agreed with RPM International Inc. to hold a trial on Aug. 9 to
decide whether the bankruptcy court will continue to enjoin
lawsuits against RPM and affiliates that aren't in Chapter 11.

Bloomberg recounts that two of RMP's non-operating subsidiaries --
Specialty Products Holding Corp. and Bondex International Inc. --
which filed for Chapter 11, have asked the bankruptcy judge to
stop suits against the non-bankrupt affiliates which are claimed
not to be directly liable on asbestos claims.  The judge granted a
temporary injunction and was to hold a hearing June 15 for
continuation of the halt against suits.

The parties, according to the report, have decided to schedule
pre-trial discovery and arrange for resolution of the dispute at
the Aug. 9 hearing.  In the meantime, the halt will continue on
suits against the entire family of companies.  Asbestos claimants
will file their briefs on July 16.  The companies will submit
their papers on July 29.

                     About Specialty Products

Cleveland, Ohio-based Specialty Products Holdings Corp., aka RPM,
Inc., is a wholly owned subsidiary of RPM International Inc.  The
Company is the holding company parent of Bondex International,
Inc., and the direct or indirect parent of certain additional
domestic and foreign subsidiaries.  The Company claims to be a
leading manufacturer, distributor and seller of various specialty
chemical product lines, including exterior insulating finishing
systems, powder coatings, fluorescent colorants and pigments,
cleaning and protection products, fuel additives, wood treatments
and coatings and sealants, in both the industrial and consumer
markets.

The Company filed for Chapter 11 bankruptcy protection on May 31,
2010 (Bankr. D. Del. Case No. 10-11780).  Gregory M. Gordon, Esq.,
Dan B. Prieto, Esq., and Robert J. Jud, Esq., at Jones Day, serve
as bankruptcy counsel.  Daniel J. DeFranceschi, Esq., and Zachary
I. Shapiro, Esq., at Richards Layton & Finger, serve as
co-counsel.  Logan and Company is the Company's claims and notice
agent.

The Company estimated its assets and debts at $100,000,001 to
$500,000,000.

The Company's affiliate, Bondex International, Inc., filed a
separate Chapter 11 petition on May 31, 2010 (Case No. 10-11779),
estimating its assets and debts at $100,000,001 to $500,000,000.

They filed for bankruptcy to deal with 10,000 asbestos claims.


SPIRIT FINANCE: Moody's Affirms 'Caa1' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service affirmed Spirit Finance Corporation's
corporate family rating at Caa1 and senior secured term loan
rating at Ca.  Moody's also maintained the rating outlook at
negative.

This rating action reflects Spirit's recent successful repurchase
of approximately $50 million of its senior secured term loan rated
by Moody's at a discount.  This transaction was expressly
permitted by the recently executed second amendment to Spirit's
senior secured term loan.  However, in Moody's view, this
transaction is a distressed exchange which is defined as an offer
by issuer to creditors of a new or restructured debt, or a new
package of securities, cash or assets, that amount to a diminished
financial obligation relative to the original obligation with the
effect of allowing the issuer to avoid a bankruptcy or payment
default.  According to Moody's, a distressed exchange is a form of
default.  Moody's includes distressed exchanges in its definition
of default in order to capture credit events whereby issuers
effectively fail to meet their debt service obligations, but yet
do not actually file for bankruptcy or miss an interest or
principal payment.

Moody's notes that Spirit's term loan rating of Ca already
incorporates both the high probability of default and the low
likely recovery.  Also, Moody's acknowledges that reducing
leverage is a credit positive for Spirit Finance.

The negative rating outlook reflects Moody's continued caution
with respect to the strength and pace of the broader economic
recovery coupled with Spirit's significant exposure to the retail
and restaurant sectors.

The ratings would likely be stabilized once Moody's is comfortable
with Spirit's ability to continue to meet all of its covenants
under the term loan on a going forward basis.  Also, Spirit's
operating performance would need to remain consistent, without
further deterioration, for a stable outlook.

Downward rating pressure would likely occur as a result of
Spirit's inability to address potential covenant violations or
other breaches of the Senior Secured Term Loan, as well as any
other liquidity challenges.

These ratings were affirmed with a negative outlook:

* Spirit Finance Corporation -- corporate family rating at Caa1;
  Senior Secured Term Loan at Ca.

Moody's last rating action with respect to Spirit was on
October 1, 2009, when Moody's confirmed the ratings of Spirit
Finance Corporation: corporate family rating at Caa1 and Senior
Secured Term Loan at Ca with a negative outlook.  This rating
action concluded Moody's review.

Spirit Finance Corporation, headquartered in Phoenix, Arizona, is
a REIT that acquires single-tenant, operationally essential real
estate throughout United States to be leased on a long-term,
triple-net basis to retail, distribution and service-oriented
companies.


SPOT MOBILE: Expects to Report $576,000 Net Loss for Apr 30 Qtr.
----------------------------------------------------------------
Spot Mobile International Ltd. fka Rapid Link Incorporated wanted,
until June 21, 2010, to file its quarterly report on Form 10-Q for
the period ended April 30, 2010, saying it needs more time to file
and review its financial statements.

According to the Company, revenue for the three months ended
April 30, 2010, was approximately $4.4 million, compared to
revenue of approximately $5.8 million for the three months ended
April 30, 2009.  Net loss for the three months ended April 30,
2010, was approximately $576,000, compared to a net loss of
approximately $168,700, for the three months ended April 30, 2009.

                         About Rapid Link

Rapid Link Incorporated -- http://www.rapidlink.com/-- is a
telecommunications services company which, through its wholly
owned subsidiary, provides prepaid telecommunication and
transaction based point of sale activation solutions through 1,000
independent retailers in the Eastern United States.  The Company
also provides long distance services and plans to expand its
product offering to include mobile and wireless services.

At October 31, 2009, total assets were $3.47 million and debts
were at $18.66 million, resulting to a deficit of $15.19 million.

KBA GROUP LLP in Dallas, Texas, expressed substantial doubt about
Rapid Link's ability to continue as a going concern after auditing
the Company's financial statements as of October 31, 2008.  The
auditor noted the Company has suffered recurring losses from
continuing operations during the last two fiscal years.  At
October 31, 2008, the Company's current liabilities exceeded its
current assets by $2.1 million and the Company has a shareholders'
deficit totaling $2.9 million.


STEPHEN CASTLEMAN: Case Summary & 18 Largest Unsecured Creditors
----------------------------------------------------------------
Joint Debtors: Stephen Castleman
               dba Castleman Real Estate
               Opal Castleman
               608 East 5th
               Metropolis, IL 62960

Bankruptcy Case No.: 10-40919

Chapter 11 Petition Date: June 14, 2010

Court: United States Bankruptcy Court
       Southern District of Illinois (Benton)

Judge: Laura K. Grandy

Debtor's Counsel: Michael E. Reed, Esq.
                  P.O. Box 1885
                  310 S Elm St
                  Centralia, IL 62801
                  Tel: (618) 533-0122
                  Fax: (618) 533-7541
                  E-mail: reedlaw1885@gmail.com

Scheduled Assets: $487,195

Scheduled Debts: $1,311,790

A list of the Company's 18 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ilsb10-40919.pdf

The petition was signed by Stephen Castleman and Opal Castleman.


STEVEN BALL: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Joint Debtors: Steven L. Ball
               Nadiya K. Ball
               aka Nadiya Kazantseva-Ball
               1321 W. Sherwood Terrace
               Fort Wayne, IN 46807

Bankruptcy Case No.: 10-12649

Chapter 11 Petition Date: June 15, 2010

Court: United States Bankruptcy Court
       Northern District of Indiana (Fort Wayne Division)

Judge: Robert E. Grant

Debtor's Counsel: Wesley N. Steury, Esq.
                  Burt, Blee, Dixon, Sutton & Bloom LLP
                  1000 Standard Federal Plaza
                  200 East Main Street
                  Fort Wayne, IN 46802
                  Tel: (260) 426-1300
                  Fax: (260) 422-3750
                  E-mail: wsteury@burtblee.com

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/innb10-12649.pdf

The petition was signed by Steven L. Ball and Nadiya K. Ball.


STEVEN COTSIRILOS: Case Summary & 18 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Steven P. Cotsirilos
        1025 Sheridan Rd.
        Wilmette, IL 60091

Bankruptcy Case No.: 10-27026

Chapter 11 Petition Date: June 15, 2010

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

Judge: Jacqueline P. Cox

Debtor's Counsel: Ben L. Schneider, Esq.
                  Schneider & Stone
                  8424 Skokie Blvd.
                  Suite 200
                  Skokie, IL 60077
                  Tel: (847) 933-0300
                  Fax: (847) 676-2676
                  E-mail: ben@windycitylawgroup.com

Scheduled Assets: $3,365,890

Scheduled Debts: $5,999,167

A list of the Company's 18 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ilnb10-27026.pdf

The petition was signed by Steven P. Cotsirilos.


TAYLOR BEAN: Ex-Owner Charged With $1.9 Billion Fraud
------------------------------------------------------
The former chairman and majority owner of Taylor Bean & Whitaker
Mortgage Corp. has been indicted for his alleged role in a more
than $1.9 billion fraud scheme that contributed to the downfall of
the company, Bankruptcy Law360 reports.

                        About Taylor, Bean

Taylor, Bean & Whitaker Mortgage Corp. is a 27-year-old company
that grew from a small Ocala-based mortgage broker to become one
of the largest mortgage bankers in the United States.  In 2009,
Taylor Bean was the country's third largest direct-endorsement
lender of FHA-insured loans of the largest wholesale mortgage
lenders and issuer of mortgage backed securities.  It also managed
a combined mortgage servicing portfolio of approximately
$80 billion.  The company employed more that 2,000 people in
offices located throughout the United States.

Taylor Bean filed for Chapter 11 on August 24 (Bankr. M.D. Fla.
Case No. 09-07047). Taylor Bean filed under Chapter 11 three weeks
after federal investigators searched its offices.  The day
following the search, the Federal Housing Administration, Ginnie
Mae and Freddie Mac prohibited the company from issuing new
mortgages and terminated servicing rights.

Taylor Bean has more than $1 billion of both assets and
liabilities, and between 1,000 and 5,000 creditors, according to
the bankruptcy petition.


TEJAL INVESTMENT: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Tejal Investment, LLC
        815 N Main Street
        Sunset, UT 84015

Bankruptcy Case No.: 10-28056

Chapter 11 Petition Date: June 14, 2010

Court: U.S. Bankruptcy Court
       District of Utah (Salt Lake City)

Judge: R. Kimball Mosier

Debtor's Counsel: Tyler J. Jensen, Esq.
                  LeBaron & Jensen, P.C.
                  476 West Heritage Park Boulevard, Suite 200
                  Layton, UT 84041
                  Tel: (801) 773-9488
                  Fax: (801) 773-9489
                  E-mail: tylerjensen@lebaronjensen.com

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

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

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

The petition was signed by Hasmukh Natha, member.


TELX GROUP: Moody's Assigns 'B1' Rating on Senior Facilities
------------------------------------------------------------
Moody's Investors Service assigned B1 (LGD2-26%) ratings to The
Telx Group, Inc.'s senior secured credit facilities, consisting of
a $150 million term loan and a $25 million revolving credit
facility.  The rating action follows the change in borrower from
New Telx Holding Company (an intermediate holding company) to the
parent, Telx.  Moody's has withdrawn the ratings previously
assigned to New Telx Holding Company.  The rating agency also
affirmed the company's B2 corporate family rating and B3
probability of default rating.  The company plans to use the
borrowings to refinance existing debt, which Moody's does not
rate, and for general corporate purposes.  The rating outlook is
stable.

Moody's has taken these rating actions:

Assignments:

Issuer: The Telx Group, Inc.

  -- $25 million Senior Secured Revolving Credit Facility,
     Assigned B1 (LGD2 -26%)

  -- $150 million Senior Secured Term Loan, Assigned B1 (LGD2 -
     26%)

Withdrawals:

Issuer: New Telx Holding Company

  -- $25 million Senior Secured Revolving Credit Facility, B1
     (LGD2 -26%)

  -- $150 million Senior Secured Term Loan, B1 (LGD2 -26%)

Moody's most recent rating action on Telx was May 12, 2010, when
the rating agency assigned the former B1 ratings to the company's
credit facilities.

The Telx Group is a US-based provider of network neutral, global
interconnection, and colocation services.  The company's
headquarters are located in New York, New York.


TYRONE HOSPITAL: Wins Confirmation of Reorganization Plan
---------------------------------------------------------
Bill Rochelle at Bloomberg News reports that Tyrone Hospital from
Blair County, Pennsylvania, is set to emerge from reorganization
after almost four years.  It obtained confirmation of a Chapter 11
plan on May 10.  Unsecured creditors are being paid $1 million.

Tyrone Hospital filed for Chapter 11 on Sept. 29, 2006 (Bankr.
W.D. Pa. Case No. 06-70759).  James R. Walsh, Esq., at Spence,
Custer, Saylor, Wolfe & Rose, L.L.C. -- jgula@spencecuster.com --
served as counsel.  It listed below $10,000 in assets and between
$500,001 and $1 million in debts.  A copy of the petition is on
http://bankrupt.com/misc/pawb06-70759.pdf


UAL CORP: Continental Pilots Want Equity in Combined Company
------------------------------------------------------------
Jay Pierce, head of the Continental Airlines pilots' group
addressed Continental's annual meeting Wednesday in Houston, The
Wall Street Journal's Susan Carey reports.

Ms. Carey said Mr. Pierce reiterated that Continental's 4,600
pilots believe the merger could be successful, but only if the
deal receives labor support, and specifically the backing of the
powerful pilot groups.  According to Mr. Pierce, Continental
pilots want equity in the combined company, a joint labor
agreement with substantial improvements and a fair method for
integrating the aviators' seniority.

Ms. Carey notes that one of the more difficult challenges the
airlines face is reaching new labor contracts with their unionized
employees.  She explains that all the current agreements now are
open for renegotiation, and workers hope to regain ground from
concessions they made after the September 11 terrorist attacks.
The Journal says numerous questions were raised about labor issues
at United's annual meeting, held in suburban Chicago.  The
Association of Flight Attendants union, which represents United
cabin crew members, held a demonstration before the event.

Ms. Carey also reports that Mr. Pierce said pilot unions at United
and Continental, which are represented by different branches of
the Air Line Pilots Association, already have formed a joint
negotiating committee and are "going gangbusters" preparing for
contract talks with the airlines.  Ms. Carey further notes that
Mr. Pierce said the two groups hope they can settle on a common
labor pact by the time the merger closes, although the merger
isn't contingent upon that.

Ms. Carey says the United branch of ALPA, which represents 6,500
active pilots and 1,400 on furlough, has signaled guarded support
for the merger, partly because the pilots from Continental command
higher pay rates as a result of UAL's protracted bankruptcy from
2002 to early 2006.

"But some of the other employee groups are represented by
different unions at the two airlines, and some of Continental's
employees aren't unionized at all," Ms. Carey writes.  "This will
necessitate elections to determine which unions win the rights to
represent the combined groups, whether they're flight attendants,
customer-service agents or ramp workers.  Then the winners will
need to negotiate joint contracts and tackle seniority
integration."

         Continental Shareholders Demand Higher Price

In a related development, Continental Airlines shareholders are
seeking a better price than what United Air Lines offered in its
merger deal with Continental, Houston Chronicle reports.

Under the proposed merger deal, Continental shareholders will
receive 1.05 shares of United common stock for each share of
Continental they own.

Continental shareholders Kenneth Page, Israel Friedman and Colleen
Witmer, however, don't think the merger price is enough and filed
lawsuits against Continental and its board members in Harris
County state district court and later together in a class action
lawsuit, Houston Chronicle relates.

The shareholders alleged in their lawsuit that the merger deal
makes it expensive or impossible for Continental to consider
better offers because either company would have to pay
$175 million to terminate it, Houston Chronicle states.

Julie King, Continental's spokesperson, says Continental will
"vigorously defend what it strongly believes to be a transaction
that is in the best interest of Continental and its shareholders,"
Houston Chronicle states.

                   About Continental Airlines

Houston, Texas-based Continental Airlines (NYSE: CAL) --
http://www.continental.com/-- is the world's fifth largest
airline.  Continental, together with Continental Express and
Continental Connection, has more than 2,700 daily departures
throughout the Americas, Europe and Asia, serving 132 domestic and
137 international destinations.  Continental is a member of Star
Alliance, which overall offers more than 21,050 daily flights to
1,167 airports in 181 countries through its 27 member airlines.
With more than 40,000 employees, Continental has hubs serving New
York, Houston, Cleveland and Guam, and together with its regional
partners, carries approximately 63 million passengers per year.

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

                          *     *     *

As reported by the Troubled Company Reporter on May 5, 2010, Fitch
Ratings has affirmed the Issuer Default Rating for Continental
Airlines, Inc., at 'B-' and the senior unsecured rating at
'CC/RR6' following the announcement of the planned merger between
CAL and UAL Corp.  The Rating Outlook for CAL is Stable.

The TCR on May 5, 2010, also said Standard & Poor's Ratings
Services placed its 'B' corporate credit rating on Continental
Airlines, and S&P's ratings on its secured and unsecured debt, on
CreditWatch with negative implications.  S&P also placed its
ratings on Continental's enhanced equipment trust certificates on
CreditWatch with developing implications.  Although S&P's recovery
ratings on selected Continental unsecured debt are unaffected by
the rating action, S&P will review them as well.

                    About UAL Corporation

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --
http://www.united.com/-- is the holding company for United
Airlines, Inc.  United Airlines is the world's second largest air
carrier.  The airline flies to Brazil, Korea and Germany.

The Company filed for Chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven
R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in
their restructuring efforts.  Fruman Jacobson, Esq., at
Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors.  Judge Eugene R. Wedoff
confirmed a reorganization plan for United on Jan. 20, 2006.  The
Company emerged from bankruptcy on Feb. 1, 2006.

Reorganized UAL Corp. carries a 'Caa1' probability of default
rating from Moody's, 'B-' long term foreign issuer credit rating
from Standard & Poor's, and 'CCC' long term issuer default rating
from Fitch.


UAL CORP: Files Amended Investor Update
---------------------------------------
UAL Corp, the holding company of United Air Lines, Inc., filed
with the U.S. Securities and Exchange Commission on June 14, 2010,
an amended investor update related to its financial and
operational outlook for the second quarter of 2010.

UAL previously filed an investor update dated April 27, 2010,
related to its financial and operational outlook for the second
quarter of 2010.

                           Capacity

Kathryn A. Mikells, senior vice president and chief financial
officer of UAL, says second quarter 2010 consolidated available
seat miles (ASMs) are estimated to be up 0.9% year-over-
year.  Second quarter 2010 consolidated ASMs are estimated to be
up 2.8% to 3.8% year-over-year.

                     Passenger Revenue

UAL estimates consolidated passenger unit revenue to be up 26.0%
to 27.0% year-over-year for the second quarter, and mainline PRASM
to be up 28.0% to 29.0% year-over-year.  About one percentage
point of this increase is due to accounting adjustments to be
booked in the month of June 2010, Ms. Mikells explains.

                       Non-Fuel Expense

UAL expects second quarter 2010 consolidated non-fuel unit cost
per ASM (CASM), excluding profit sharing and certain accounting
charges, to be up 3.2% to 3.7% year-over-year, and mainline CASM,
excluding profit sharing and certain accounting charges, to
also be up 3.8% to 4.3% year-over-year.

                         Fuel Expense

UAL believes mainline fuel price, including the impact of cash
settled hedges and hedge premiums, to be $2.35 per gallon for the
second quarter.

                       Profit Sharing

Ms. Mikells relates that UAL pays 15% of total GAAP pre-tax
profits excluding special items and stock compensation expense, as
profit sharing to employees when pre-tax profit excluding special
items and stock compensation expense exceeds $10 million.  Profit
sharing expense is accrued on a year-to-date basis.  Year-to-date
through the second quarter of 2010, stock compensation expense is
estimated to be $21 million, she discloses.

                    Non-Operating Income/Expense

UAL estimates non-operating expense to be $155 million to
$165 million for the second quarter 2010.

                          Income Taxes

Because of its net operating loss carry-forwards, UAL expects to
pay minimal cash taxes for the foreseeable future and expects an
effective tax rate of 0% for the second quarter 2010.

                    Unrestricted and Restricted Cash

UAL expects to end the second quarter with an unrestricted cash
balance of $4.8 billion and a restricted cash balance of
$260 million.

                       Fuel Hedge Positions

Ms. Mikells discloses that for the second quarter, UAL has hedged
77% of its estimated consolidated fuel consumption at an average
price of $75 per barrel.

A full-text copy of the Investor Update is available for free at:

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

                    About UAL Corporation

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --
http://www.united.com/-- is the holding company for United
Airlines, Inc.  United Airlines is the world's second largest air
carrier.  The airline flies to Brazil, Korea and Germany.

The Company filed for Chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven
R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in
their restructuring efforts.  Fruman Jacobson, Esq., at
Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors.  Judge Eugene R. Wedoff
confirmed a reorganization plan for United on Jan. 20, 2006.  The
Company emerged from bankruptcy on Feb. 1, 2006.

Reorganized UAL Corp. carries a 'Caa1' probability of default
rating from Moody's, 'B-' long term foreign issuer credit rating
from Standard & Poor's, and 'CCC' long term issuer default rating
from Fitch.


UAL CORP: Senate Is Skeptical on Merger, Raises Antitrust Issues
----------------------------------------------------------------
UAL Corp.'s United Airlines and Continental Airlines Inc.,
preparing for a deal closing late this year, have embarked on
integration planning, forming a steering committee of executives
to oversee it and establishing about 30 teams of employees to
delve into the many details of aligning functions ranging from
maintenance to sales to information technology, according to The
Wall Street Journal's Susan Carey.

Ms. Carey said UAL Corp. chief executive Glenn Tilton disclosed
that United Airlines and Continental Airlines Inc. have hired
consultants from Bain & Co. to help with that process.  Bain
assisted Delta Air Lines Inc. and Northwest Airlines Corp. in
their 2008 merger.  Bain declined to comment, the Journal relates.

Mr. Tilton said the merger won't be a panacea, and the combined
carrier must continue to innovate and evolve if it hopes to become
financially sustainable, Ms. Carey reports.  Mr. Tilton, speaking
at what could be the last annual meeting for United in its current
form, also said the entire airline industry must change
dramatically for the merged carrier to be able to produce profit
margins that businesses in other sectors routinely earn. she said.

               Senators Grill CEOs on Merger Deal

Chief executives of Continental Airlines and United Air Lines told
a Senate panel that their planned merger deal would expand
consumer travel options and would improve job security for the
vast majority of workers at the combined carrier, Josh Mitchell
and Susan Carey of The Journal relate.

The executives' appearance is in light of a May 28, 2010,
examination conducted by the U.S. Senate Subcommittee on
Antitrust, Competition Policy and Consumer Rights regarding the
proposed merger deal.

Senators at the hearing said they were skeptical that combining
the Nos. 3 and 4 airlines wouldn't lead to higher ticket prices,
pointing out that some route would be served by fewer carriers
after the merger, The Journal relates.  "Any time you reduce
competition, the cost to the consumer is likely to go up," U.S.
Senator John Cornyn was quoted by The Journal as saying.

United's Mr. Tilton and Continental Chief Executive Officer Jeff
Smisek insisted that the proposed merger would not lead to higher
fares because there is strong and growing competition from
discount carriers, large network airlines and powerful
international carriers, The Journal relates.

The CEOS noted the increasing competitiveness of low-cost airlines
like Southwest Airlines Co., which keeps consumer prices down, The
Journal relates.  Indeed, 46 of each of Continental's and United's
top 50 domestic routes have low-fare competition, they emphasized.
There is also the competition from foreign airlines, which has
increased due to mergers and growth, has left half the seats
across the Atlantic and two-thirds across the Pacific offered by
overseas carriers, the CEOs pointed out, The Journal adds.

Mr. Tilton further stated that the merger would stabilize two
major carriers in an industry that is besieged by volatile fuel
prices and that has posted $60 billion in losses over the past 10
years, The Journal points out.  Mr. Smisek added that the deal
would offer consumers "an unparalleled, integrated global
network," The Journal relates.

Senator Coryn raised concerns on the impact on jobs in the Houston
area, Continental's headquarters, to which Mr. Smisek replied that
the merger would lead to a "small number" of job cuts at
Continental's Houston offices but that the new airline would
maintain a significant presence in the city, The Journal says.

Darren Bush on behalf of the American Antitrust Institute, and
Bill McGee representing Consumers Union of United States of
America Inc., also testified before the Senate Judicial Committee,
stating that mergers have not led to the benefits that airlines
proclaim, and instead have created anticompetitive harms and led
to fewer choices, lower service quality and loss of air service,
The Journal discloses.

Senate Judiciary Committee Chairman Senator Herb Kohl, said the
Judiciary Committee's Subcommittee on Antitrust, Competition
Policy and Consumer Rights would review the proposed merger to
ensure that customers and competition are protected, according to
UAL's May 28, 2010, regulatory filing with the U.S. Securities and
Exchange Commission.

According to the Journal, the hearing was the first of several
congressional reviews scheduled to analyze the proposed merger.
The U.S. House of Representatives previously scheduled a hearing
for June 16, 2010, on the proposed merger.  While authority to
approve the deal rests with the U.S. Department of Justice, the
hearings will give U.S. lawmakers a chance to publicize concerns
and pressure the U.S. government on the deal, The Journal notes.

Another committee, the Senate committee on Commerce, Science and
Transportation will also look into the proposed merger.

A full-text copy of a written testimony submitted by Messrs Tilton
and Smisek on May 27, 2010, found in the merger's Let's Fly
Together Web site, is available for free at:

              http://ResearchArchives.com/t/s?649e

                  U.S. Representative Convenes
                  Meeting in Chicago re Merger

U.S. Representative Luis Gutierrez for the fourth district of
Illinois scheduled a press conference for June 7, 2010, to discuss
the merger with Chicago stakeholders, according to a June 4, 2010,
public statement made by the International Brotherhood of
Teamsters.

The Air Line Pilots Association, Association of Flight Attendants,
International Association of Machinists and Aerospace Workers,
Chicago Federation of Labor, AFL-CIO and the Teamsters were
expected to attend the press conference.

"This merger must address the reality that in addition to the
millions of dollars in wage cuts and work rule concessions already
endured by both airline employee groups, the pensions United
employees worked so hard to plan for their retirements, were wiped
out with the stroke of a pen," Captain David Bourne, airline
division director, commented.

                 United May Be First to Receive
                 Boeing 787s if Merger Succeeds

United's passengers would be among the first to experience Boeing
Co.'s 787 Dreamliner if the merger pushes through, Julie Johnsson
of Chicago Tribune relates.  If the merger falls out, Continental
would be the first to receive the 787s, which are expected to be
delivered in August 2011, Ms. Johnson adds.

According to the report, the Dreamliner is designed to burn 20%
less fuel than similar midsize jets and produce 20% less
emissions.  Its composite frame is more flexible than conventional
aluminum fuselages and the ventilation system allows more humidity
in its passenger cabins, which lessens the effects of jet lag, Ms.
Johnsson explains.

Meanwhile, David Cush, chief executive officer of Virgin America,
says the proposed merger between Continental and United presents
an opportunity for the U.S. government to open the airports to
competition, Caroline Van Hasselt of Dow Jones Newswires relates.

Mr. Cush said new entrants in the airline industry face three
major obstacles: getting access to scarce runway slots and
terminal gates; frequent-flier programs; and distribution, Dow
Jones Newswires discloses.  The best way for lawmakers to
stimulate competition is by opening up competition to airport
slots and gates, Mr. Cush told Dow Jones Newswires.

                   About Continental Airlines

Houston, Texas-based Continental Airlines (NYSE: CAL) --
http://www.continental.com/-- is the world's fifth largest
airline.  Continental, together with Continental Express and
Continental Connection, has more than 2,700 daily departures
throughout the Americas, Europe and Asia, serving 132 domestic and
137 international destinations.  Continental is a member of Star
Alliance, which overall offers more than 21,050 daily flights to
1,167 airports in 181 countries through its 27 member airlines.
With more than 40,000 employees, Continental has hubs serving New
York, Houston, Cleveland and Guam, and together with its regional
partners, carries approximately 63 million passengers per year.

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

                          *     *     *

As reported by the Troubled Company Reporter on May 5, 2010, Fitch
Ratings has affirmed the Issuer Default Rating for Continental
Airlines, Inc., at 'B-' and the senior unsecured rating at
'CC/RR6' following the announcement of the planned merger between
CAL and UAL Corp.  The Rating Outlook for CAL is Stable.

The TCR on May 5, 2010, also said Standard & Poor's Ratings
Services placed its 'B' corporate credit rating on Continental
Airlines, and S&P's ratings on its secured and unsecured debt, on
CreditWatch with negative implications.  S&P also placed its
ratings on Continental's enhanced equipment trust certificates on
CreditWatch with developing implications.  Although S&P's recovery
ratings on selected Continental unsecured debt are unaffected by
the rating action, S&P will review them as well.

                    About UAL Corporation

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --
http://www.united.com/-- is the holding company for United
Airlines, Inc.  United Airlines is the world's second largest air
carrier.  The airline flies to Brazil, Korea and Germany.

The Company filed for Chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven
R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in
their restructuring efforts.  Fruman Jacobson, Esq., at
Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors.  Judge Eugene R. Wedoff
confirmed a reorganization plan for United on Jan. 20, 2006.  The
Company emerged from bankruptcy on Feb. 1, 2006.

Reorganized UAL Corp. carries a 'Caa1' probability of default
rating from Moody's, 'B-' long term foreign issuer credit rating
from Standard & Poor's, and 'CCC' long term issuer default rating
from Fitch.


US CONCRETE: Shareholders' Bid for Official Panel Challenged
------------------------------------------------------------
Kristina Doss, writing for Dow Jones Daily Bankruptcy Review,
reports that U.S. Concrete Inc. and its bondholders and unsecured
creditors objected to a bid by a group of the company's
shareholders to form an official committee so that they can have a
stronger voice during the Company's bankruptcy proceeding and make
sure the valuation issue gets a closer look.

The shareholders said the Company could be valued at about $450
million -- higher than the Company's $194 million valuation.

According to Dow Jones, U.S. Concrete said the shareholders'
estimate is based on information from Gordian Group LLC, which the
company interviewed but ultimately decided not to hire as its
financial adviser.  The Debtors said during the interview process,
Gordian made an "extensive" presentation that pegged the Company's
value at between $175 million and $325 million.

U.S. Concrete said that given it had $285 million in bond debt and
$325 million in total funded debt as of its bankruptcy filing,
even the high end of the valuation estimate in Gordian's
presentation leaves shareholders "out of the money."  According to
Dow Jones, U.S. Concrete says Gordian stands to make more money if
an official committee is appointed because they can bill the
Company "directly for their frivolous litigation exercise."  The
Company said it shouldn't be "forced" to pay for the costs of an
official shareholder committee as it tries to "litigate for a
bigger recovery."

Dow Jones reports that the official committee of unsecured
creditors said, "The Ad Hoc Equity Group is certainly entitled to
proceed with litigation regarding valuation, but should be
required to do so with its own resources."

Dow Jones also reports that a group of noteholders pointed out
that the shareholders seeking to form a committee used to hold a
6% stake in U.S. Concrete; but since requesting permission to form
a committee, a major shareholder has withdrawn, leaving only "what
appears to be disgruntled former management holding only 3%" of
U.S. Concrete's shares.  Despite its size, the noteholders said
the shareholder group is already "well-represented."  The
shareholders' advisers have already committed to engage in a
valuation battle and prepare a valuation report to be presented at
an upcoming hearing on U.S. Concrete's creditor-repayment plan.
The noteholders also said the shareholders are properly
represented because the Company was able to negotiate a
"meaningful recovery" for them even though shareholders have "no
legal entitlement to anything."  Due to U.S. Concrete's management
and board, the Debtors' bankruptcy plan, if approved by the
bankruptcy court, would give shareholders new warrants for 15% of
the equity in the reorganized company, the noteholders said.

The group of noteholders holds about $209 million of the $271.7
million outstanding under unsecured senior subordinated notes.
Citigroup Global Markets Inc., Deutsche Bank Securities Inc. and
nine others are part of the group.

                       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.


VISICON SHAREHOLDERS: Section 341(a) Meeting Scheduled for July 21
------------------------------------------------------------------
The U.S. Trustee for Region 9 will convene a meeting of The
Visicon Shareholders Trust, an Ohio Trust U/A/D's creditors on
July 21, 2010, at 10:00 a.m.  The meeting will be held at Suite
309, U.S. Bankruptcy Court, 120 West Third Street, Dayton, OH
45402.

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.

Naples, Florida-based The Visicon Shareholders Trust, an Ohio
Trust, filed for Chapter 11 bankruptcy protection on June 8, 2010
(Bankr. S.D. Ohio Case No. 10-33736).  Ira H. Thomsen, Esq., who
has an office in Springboro, Ohio, 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.


VISION SOLUTIONS: S&P Assigns Corporate Credit Rating at 'B+'
-------------------------------------------------------------
Standard & Poor's Rating Services said it assigned its 'B+'
corporate credit rating to Irvine, California-based Vision
Solutions Inc.  The rating outlook is negative.

At the same time, S&P assigned its issue-level rating of 'B+' (the
same as the corporate credit rating on the company) to Vision
Solutions' $255 million of first-lien credit facilities,
consisting of a $240 million term loan due 2016 and a $15 million
revolving credit facility due 2015.  S&P also assigned this debt a
recovery rating of '3', indicating its expectations of meaningful
(50%-70%) recovery for lenders in the event of a payment default.
The company will use proceeds from the term loan to finance Vision
Solutions' $242 million acquisition of Double-Take Inc.

"The 'B+' corporate credit rating reflects Vision Solutions'
limited operational scale; its participation in a highly
competitive industry segment with several larger, well capitalized
competitors; and the potential for integration challenges related
to the acquisition of similarly sized Double-Take," said Standard
& Poor's credit analyst Susan Madison.  An aggressive financial
profile following the acquisition is another factor.  Long-term
customer relationships, a material base of recurring maintenance
revenue, and solid cash flow characteristics partially offset
these risks.


VISTEON CORP: Files 4th Amended Plan And Disclosure Statement
-------------------------------------------------------------
Visteon Corporation and its debtor affiliates delivered to the
U.S. Bankruptcy Court for the District of Delaware their Fourth
Amended Joint Plan of Reorganization and Disclosure Statement on
June 14, 2010.

Visteon filed its Fourth Amended Plan hours before the Court was
scheduled to convene a hearing, also on June 14, to determine the
adequacy of the Disclosure Statement.

The Fourth Amended Plan, among others, contemplates that:

  -- Shareholders could receive up to 2% of the Company;

  -- Noteholders have agreed to a distribution to holders of
     Visteon equity interests; and

  -- Visteon has an option to reinstate the claims of its term
     lenders.

Bill Rochelle at Bloomberg News relates that Visteon amended its
Plan anew to pacify shareholders by offering them 1.94% of the
Company's stock if they vote in favor of the Plan.  In return for
a "yes" vote, existing shareholders may also receive warrants to
buy more stock for $51.59 a share.

Visteon's Chapter 11 Plan is premised on a "toggle plan," where
certain unsecured bondholders will be entitled to 95% of the
Company's equity if they can raise a $1.25 billion financing
through a backstopped rights offering and the other unsecured
bondholders will receive the remaining 5% in equity.  If the
bondholders are unsuccessful in raising the required financing,
Visteon would revert to its previous plan structure where term
lenders would receive 85% of the Company's equity and the
remaining 15% will be distributed to unsecured bondholders.

Judge Sontchi previously adjourned the Disclosure Statement
hearing in late May after the Company's secured lenders expressed
that they have a less expensive plan proposal on hand.

The Company noted that since the adjourned May 24 Disclosure
Statement hearing date, it held more negotiations with various
parties but still arrived at the conclusion that its Plan
"remains the best course" to exit Chapter 11, Dow Jones Daily
Bankruptcy Review related.  In connection with this view, Visteon
also rejected a $1.25 billion purchase offer from Johnson
Controls Inc. for two of its business units.

The Company also sought approval of a plan support agreement and
an equity commitment agreement with certain unsecured
bondholders, along with associated fees related to the plan-
related agreements, at the June 14 hearing, according to the
Associated Press.

However, Visteon's secured term lenders and shareholders continue
to criticize the plan-related agreements, particularly asserting
that the related fees under the agreements are unnecessary and
exorbitant.  The related fees are estimated to reach up to $100
million.

The term lenders are owed $1.6 billion in debt by the Company.

Bankruptcy Judge Christopher S. Sontchi heard the testimony of
Visteon CFO William Quigley at the June 14 hearing, but deferred
issuing a ruling on Visteon's Disclosure Statement after a 7-hour
hearing, Reuters reported.

"It's going to take several hours to do this and it's just not
feasible to do it today," Reuters quoted Judge Sontchi as saying
at the end of the June 14.

Reuters noted that Mr. Quigley emphasized Visteon's need to exit
bankruptcy as soon as possible to preserve its relationship with
its customers.

Mr. Quigley added, AP related in a separate report, that
alternative plan proposed by the term lenders and shareholders
"does not have the support of unsecured creditors and likely
would lead to litigation."

Visteon's term lenders and shareholders, along with their
opposition to the Rights Offering Sub-Plan under the Toggle Plan,
earlier prepared an alternative rights offering plan that
dispenses with fees required under the bondholders-led financing
plan.

According to Dow Jones Daily Bankruptcy Review, the term lenders
are concerned that financial adviser Rothschild Inc. could
collect up to $62 million in fees and the bondholders could
recoup more than $16 million in payments.

Bondholders who seek to acquire a majority stake in Visteon
include Deutsche Bank Securities Inc., Goldman Sachs & Co., Oak
Hill Advisors L.P., and Solus Alternative Asset Management LP.

Visteon is awaiting Judge Sontchi's ruling on the plan-related
agreements and the corresponding authority to sell stock to
finance its exit from Chapter 11, which could be handed down on
Thursday, June 17, Reuters noted.

             Additional Terms under Fourth Amended Plan

The Fourth Amended Plan provides for a clarified treatment for
the claims of Term Loan Lenders:

If the Term Loan Lenders vote as a Class to accept the Plan,
Class E Term Loan Facility Claims will be paid in full in cash.
If the Term Loan Lender Class votes to reject the Plan, the
Debtors will have the option to seek reinstatement of the Term
Loan Facility subject to the reasonable consent of the
Requisite Investors, and thereafter pay each holder of the
Allowed Term Loan Facility Claims its Pro Rata portion of an
amount in Cash to be determined by the Debtors.  Reinstatement
of the Term Loan Facility could provide the Estates with
significant savings through retroactive application of the non-
default, LIBOR plus 3.0% interest rate in lieu of the default
interest rate during the pendency of the Debtors' Chapter 11
cases.  The Debtors would also have the option to reduce the
amount of the Exit Financing Facility dollar-for-dollar by the
amount of the Term Loan Facility that is permanently reinstated
under the Plan.  If the Debtors are not successful in
reinstating the Term Loan Facility Claims, the Debtors will
satisfy the Term Loan Facility Claims in full in Cash. Under
either scenario, the Term Loan Facility Claims would be
Unimpaired.

The Fourth Amended Plan also provides that shareholders may
receive up to 2% in distributable equity:

Allowed Class J Visteon Interests Claims are not entitled to
receive a distribution and will be deemed automatically
cancelled under the Rights Offering Sub Plan.  However, if
Class J votes to accept the Plan, each holder of an Allowed
Class J Interest will receive its Pro Rata portion of 1.94% of
the Distributable Equity and Old Equity Warrants to purchase
shares of New Visteon Common Stock at an exercise price of
$51.59 per share.  "Only if Class J Interests accept the Plan
as a Class will Class J Interests receive a distribution."

The Fourth Amended Disclosure Statement reflects the Debtors'
analysis of the Johnson Controls Inc. purchase offer and the
subsequent determination that the sale would accelerate certain
costs to be paid by the estates and would not enhance recoveries
for Visteon's creditors.  The Official Committee of Unsecured
Creditors also analyzed the sale proposal and reached an initial
determination that the implied recoveries under the proposal
would offer less favorable treatment to general unsecured
creditors than the treatment provided under the current Visteon
Plan.  Accordingly, Visteon's board of directors unanimously
concluded that the Debtors and their stakeholders are best served
by moving forward towards confirmation of the Plan.  The Debtors
sent JCI a letter on June 1, 2010, informing JCI of their
decision.

Clean and blacklined copies of the Visteon 4th Amended Plan are
available for free at:

      http://bankrupt.com/misc/Visteon_4thAmendedPlan.pdf
      http://bankrupt.com/misc/Visteon_Black4thPlan.pdf

Clean and blacklined copies of the Visteon 4th Amended Disclosure
Statement are available for free at:

      http://bankrupt.com/misc/Visteon_4thAmendedDS.pdf
      http://bankrupt.com/misc/Visteon_4thAmendedDSBlack.pdf

                     About Visteon Corp.

Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services
to aftermarket customers.  The Company has corporate offices in
Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen,
Germany.  It has facilities in 27 countries and employs roughly
35,500 people.  The Company has assets of US$4,561,000,000 and
debts of US$5,311,000,000 as of March 31, 2009.

Visteon Corporation and 30 of its affiliates filed for Chapter 11
protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786
through 09-11818).  Judge Christopher S. Sontchi oversees the
Chapter 11 cases.  James H.M. Sprayregen, Esq., Marc Kieselstein,
Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, represent the Debtors in their restructuring
efforts.  Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy
P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors'
local counsel.  The Debtors' investment banker and financial
advisor is Rothschild Inc.  The Debtors' notice, claims, and
solicitation agent is Kurtzman Carson Consultants LLC.  The
Debtors' restructuring advisor is Alvarez & Marsal North America,
LLC.

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


VISTEON CORP: To Increase Officer Salaries Effective July 1
-----------------------------------------------------------
Pursuant to an annual program applicable to most U.S. salaried
employees, the Organization and Compensation Committee of the
Board of Directors of Visteon Corporation approved on June 9,
2010, merit-based increases in the annual base salaries for
officers of the Company effective July 1, 2010, according to the
Company's June 14, 2010 Form 8-k filing with the U.S. Securities
and Exchange Commission.

Among the Visteon executive officers who will receive salary
increases are:

                                 Current Annual  Revised Annual
Name and Position                   Salary Base    Salary Base
-----------------                --------------  --------------
Donald J. Stebbins
Chairman, President and CEO        $1,200,000      $1,236,000

William G. Quigley III
Executive Vice President and CFO     $625,000        $643,750

Joy M. Greenway
Vice President and President,
Climate Product Group                $485,000        $499,550

                     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)


VLJ ALOHA: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: VLJ Aloha LLC
        9550 SW Inverness Way
        Beaverton, OR 97007

Bankruptcy Case No.: 10-18067

Chapter 11 Petition Date: June 15, 2010

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

Judge: Theodor Albert

Debtor's Counsel: Marc J. Winthrop, Esq.
                  660 Newport Center Dr Ste 400
                  Newport Beach, CA 92660
                  Tel: (949) 720-4100
                  E-mail: mwinthrop@winthropcouchot.com

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

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

The petition was signed by Veda Lee Jones, Trustee under the Veda
Lee Jones Living Trust, dated August 20, 1999, as Sole Member.

Debtor's List of 20 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
ABM Family of Services                           $22,441
Attn: Corporate Officer
320 Hukilike, #4L
Kahului, HI 96732

Colliers Monroe Frie•lander                      $14,094
Attn: Corporate Offcer
P.O. Box257
Honolulu, HI 96809

Maui Electric Co.                                $9,294
Attn: Corporate Omcer
P.O. Box 1670
Honolulu, HI 96806- 1670

Maui \Vaste Services                             $7,962

Stephens, Reidinger                              $3,200
& Beller, LLP

PRES-TIC Management                              $2,938

s.c. Plumbing, Ltd.                              $2,778

Law Offces of Michael F Sitzer                   $2,389

Maui Chemical & Paper Products                   $2,133

PRES-Kona Coast                                  $1,895

Sturdevant Refrig. & Air Cond.                   $1,693

Jelf Wooldridge                                  $1,426

National Fire                                    $1,317
Protection Co.

Alpha Executive Security, Inc.                   $625

Island Lock & Safe                               $487

Corporation Service Company                      $356

Suck Em Up Pumping                               $337

Lahaina Ace Hardware                             $273

Orkin Post Control                               $238

Hawaii Building Maintenance                      $208

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Pres-Lahaina Square LLC                10-18065    06/15/10


W.R. GRACE: Travelers Casualty Withdraws Plan Objections
--------------------------------------------------------
Pursuant to the Court-approved agreement amending and restating an
asbestos settlement agreement between W.R. Grace & Co.-Conn. and
The Aetna Casualty and Surety Company, dated May 22, 1996,
Travelers Casualty and Surety Company, formerly known as The Aetna
Casualty and Surety Company:

  (i) withdrew all of its objections to confirmation of the
      First Amended Joint Chapter 11 Plan of Reorganization and
      all Plan-related documents;

(ii) withdrew Claim No. 13937; and

(iii) consented to the assignment of Asbestos Insurance
      Rights, as provided in the Asbestos Insurance Transfer
      Agreement.

As previously reported, the Amended Settlement Agreement provides
for the resolution of certain rights and obligations issues
relating to certain policies of insurance issued to W.R. Grace &
Co. and W.R. Grace & Co.-Conn., by Travelers, with respect to
coverage for asbestos-related claims for which the Debtors seek
coverage.

In accordance with the Amended Settlement, the withdrawal of Claim
No. 13937 and consent to the assignment of Asbestos Insurance
Rights as provided in the Asbestos Insurance Transfer Agreement
will be without prejudice until the effective date, as defined in
the Plan, at which time the withdrawal and consent will be deemed
to be with prejudice, Ann C. Cordo, Esq., at Morris Nichols, Arsht
& Tunnell, in Wilmington, Delaware, clarifies.

Ms. Cordo explains Travelers' Plan Confirmation Objection
Withdrawals will not apply to any objections it asserts with
respect to the St. Paul appeal bond, which objections are
addressed in the stipulation between Debtors and Travelers filed
with the Court in August 2009.

Separately, certain underwriters at Lloyd's London subscribed to
insurance policies that provide coverage to W.R. Grace & Co. and
W.R. Grace & Co. Conn., in relation to the Debtors' incurred
liabilities, expenses, and losses arising out of asbestos-related
claims and other claims, note that with respect to an Amended and
Restated Settlement Agreement with the Debtors, the Underwriters:

  * withdrew all of their objections to Plan confirmation and
    all Plan-related documents; and

  * consented to the assignment of Asbestos Insurance Rights, as
    provided in the Asbestos Insurance Transfer Agreement.

                          About W.R. Grace

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.

The Company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura

Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP,
represent the Debtors in their restructuring efforts.  The Debtors
hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.  Stroock &
Stroock & Lavan, LLP, and Duane Morris, LLP, represent the
Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

W.R. Grace and its debtor affiliates, with the support of the
Official Committee of Asbestos Personal Injury Claimants, the
Asbestos PI Future Claimants' Representative and the Official
Committee of Equity Security Holders, have submitted a proposed
Chapter 11 plan of reorganization.  The Chapter 11 plan is built
around an April 2008 settlement for all present and future
asbestos personal injury claims, and a subsequent settlement for
asbestos property damage claims.  The Plan confirmation hearing
wrapped up on January 25.

Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


W.R. GRACE: Proposes to Contribute $37.2MM for Pension Plan
-----------------------------------------------------------
W.R. Grace & Co. and its units seek the Court's permission to make
the minimum contributions to the defined benefit retirement plans
covering their employees in the United States required under
federal law, during the period from July 15, 2010 to January 15,
2011 at approximately $37.2 million.

Theodore L. Freedman, Esq., at Kirkland & Ellis, in New York,
relates that the Grace Retirement Plans currently consist of 10
funded, defined benefit pension plans, each of which is qualified
under Section 401 (a) of the Internal Revenue Code.  The most
significant Grace Retirement Plan is the W. R. Grace & Co.
Retirement Plan for Salaried Employees which comprises
approximately 80% of the assets and 82% of the liability of the
Grace Retirement Plans in the aggregate.

Many of the Grace Retirement Plans are maintained pursuant to
collective bargaining agreements.  The employers that are
considered competitors or peers of the Debtors' businesses
generally maintain defined benefit pension plans for their
employees.  The "plan year" of each Grace Retirement Plan is a
calendar year.

According to Mr. Freedman, the Grace Retirement Plans are
underfunded by most accepted measures.  As of January 1, 2010, the
amount by which the Grace Retirement Plans were funded "ranges
from $(105) to $(339) million, depending on the measure used."

Mr. Freedman specifies that the total market value of assets as of
January 1, 2010, was approximately $658 million, which is an
increase of approximately $98 million from January 1, 2009, when
the market value was approximately $560 million.  The increase in
the asset value during 2009 was the result of asset returns of
approximately 22.1% during 2009 and approximately $58.9 million
that was paid out of the Grace Retirement Plans during the year;
and offset by the Debtors' contribution of approximately $37.8
million.

Mr. Freedman explains that Debtors project that again, in 2010,
approximately $55 to $70 million will be paid out of the Grace
Retirement Plans.  He adds that the legally required minimum
contributions to the Grace Retirement Plans for the 10-11 Funding
Period include:

  Payment Due Date      Contributions      Plan Year
  ----------------      -------------      ---------
  2010 July 15            $9,922,832          2010
  2010 September 15       $7,399,564          2009
  2010 October 15         $9,923,857          2010
  2010 January 15         $9,923,857          2010
                        -------------
  Total                  $37,170,110

Mr. Freedman notes that the contributions for the 2009 and 2010
Plan Years have been finalized, and are not subject to change as a
result of future market performance of the assets of the Grace
Retirement Plans or any anticipated changes.  Similarly, there are
no anticipated changes in applicable federal law that could affect
the amount of the minimum contributions required to be made to the
Grace Retirement Plans during the 10-11 Funding Period.

Consistent with the funding approach initially established by the
Debtors' previous Funding requests, the Debtors intend to make
only those contributions to the Grace Retirement Plans that are
necessary to satisfy the minimums that are legally required by
applicable law -- each of which will be made no sooner than one
month before the deadline imposed by federal law, Mr. Freedman
relates.

The legitimate concerns of the Debtors' employees will be
addressed if management can report to the employees the Court's
approval for the Debtors to make all of the legally required
minimum contributions to the Grace Retirement Plans for the 10-11
Funding Period, Mr. Freedman tells Judge Fitzgerald.

The Debtors have provided each of the official committees in the
Debtors' cases with a prior draft of the request, and have
discussed the Funding Motion with them and their representatives
who have requested those discussions, Mr. Freedman assures the
Court.

                          About W.R. Grace

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.

The Company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura

Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP,
represent the Debtors in their restructuring efforts.  The Debtors
hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.  Stroock &
Stroock & Lavan, LLP, and Duane Morris, LLP, represent the
Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

W.R. Grace and its debtor affiliates, with the support of the
Official Committee of Asbestos Personal Injury Claimants, the
Asbestos PI Future Claimants' Representative and the Official
Committee of Equity Security Holders, have submitted a proposed
Chapter 11 plan of reorganization.  The Chapter 11 plan is built
around an April 2008 settlement for all present and future
asbestos personal injury claims, and a subsequent settlement for
asbestos property damage claims.  The Plan confirmation hearing
wrapped up on January 25.

Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


W.R. GRACE: Asks Nod for Walpole Superfund Site Consent Decree
--------------------------------------------------------------
W.R. Grace & Co. and its units seek the U.S. Bankruptcy Court's
authority to enter into a consent decree with the United States of
America addressing the United States' claims with respect to the
Blackburn and Union Privileges Superfund Site, in Walpole,
Massachusetts.

The Site is designated as a Superfund Site by the United States
Environmental Protection Agency, which alleges that one of the
Debtors is a former owner and operator of manufacturing operations
at the Site, dating back to the early 20th century.  The EPA has
asserted a claim against the Debtors with respect to the Site.
The U.S. EPA Claim is one of the sites included in the U.S.
Government's Claim No. 9634, which alleges future oversight costs
and cleanup obligations in a range of $12.6 million to $22.6
million with respect to the Site.

In June 2008, the Court approved the Multi-Site Agreement that
resolved most of Claim No. 9634 and contained a reservation for
the Debtors of certain limited rights to object to the U.S. EPA
Claim in connection with the Site.  In September 2008, the U.S.
EPA completed a remedial investigation and feasibility study with
respect to the Site and issued a Record of Decision selecting
remedial alternatives to be performed at the Site.

A stipulation in December 2008 was approved by the Court to
provide for an allocation of certain costs with respect to the
Site between the Debtors and Tyco Healthcare Group LP, pursuant to
which Debtors and Tyco would each pay 50% of Past Response Costs 2
and costs to implement the ROD remedy.

In February 2009, the United States sent letters to the Debtors,
BIM Investment Corporation, Shaffer Realty Nominee Trust as the
Shaffers and Tyco, requesting that the parties agree to perform
the cleanup specified in the ROD and pay the U.S. EPA's past and
future costs with respect to the Site.

The United States subsequently sent letters the same parties -- as
settling defendants -- transmitting a natural resource damages
claim for consideration.  This NRD Claim included performance of
the ROD remedy and a request for payment of alleged damages.  The
NRD Claim is being negotiated separately from the Consent Decree.

During 2009, the U.S. EPA performed a removal action at the Site
to address alleged risks associated with the presence of asbestos
and other hazardous materials in a former mill building at the
Site.  Since February 2009, the Shaffers and Tyco, including the
Debtors, have negotiated with the United States in an attempt to
reach a settlement concerning the ROD remedy and Response Costs.

As a result, the Debtors, the Shaffers and Tyco, and the United
States aim to resolve the EPA Claims relating to the Site the
Consent Decree, without any admission of fact, law or liability.

Theodore L. Freedman, Esq., at Kirkland & Ellis LLP, in New York,
explains to the Court that the Consent Decree prevents the
incurrence of significant transaction and litigation costs and
cost-effectively allocates the responsibility for and resolves
significant environmental liabilities of the Debtors.
Specifically, approving the Consent Decree will resolve claims for
more than $2 million in past response costs, including the costs
associated with the Removal Action, and more than $13 million in
costs of implementing the ROD remedy.  It will also provide
assurance to the creditors that environmental liabilities, other
than NRD, associated with the Site are fully addressed and
permanently resolved.

The Debtors' shared responsibility for the Site has been a
responsibility of the Debtors since before the commencement of
these Chapter 11 cases, as recognized in the Multi-Site Agreement,
Mr. Freedman notes.

The Consent Decree benefits the public interest because it will
result in the implementation of the ROD remedy at the Site,
thereby allocating costs of performing the work amongst the
parties and enabling the work to proceed.  The Consent Decree does
not provide for any payment by Debtors prior to the effective date
of Debtors' confirmed Chapter 11 Plan of Reorganization, according
to Mr. Freedman.

The Site is an "Additional Site" under the Multi-Site Agreement.
This means that the Site has remained a potential liability for
the Debtors and their estates.  Accordingly, resolution of the
United States' Claims, as provided in the Consent Decree, would be
consistent with the treatment for Additional Sites outlined in the
Multi-Site Agreement and would resolve this otherwise outstanding
liability of the Debtors.

                          About W.R. Grace

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.

The Company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura

Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP,
represent the Debtors in their restructuring efforts.  The Debtors
hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.  Stroock &
Stroock & Lavan, LLP, and Duane Morris, LLP, represent the
Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

W.R. Grace and its debtor affiliates, with the support of the
Official Committee of Asbestos Personal Injury Claimants, the
Asbestos PI Future Claimants' Representative and the Official
Committee of Equity Security Holders, have submitted a proposed
Chapter 11 plan of reorganization.  The Chapter 11 plan is built
around an April 2008 settlement for all present and future
asbestos personal injury claims, and a subsequent settlement for
asbestos property damage claims.  The Plan confirmation hearing
wrapped up on January 25.

Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


W.R. GRACE: Seeks Approval for EastHampton Site Consent Order
-------------------------------------------------------------
W.R. Grace & Co. and its units ask the U.S. Bankruptcy Court to
permit them to enter into an Administrative Settlement Agreement
and enter a consent order for removal action with the United
States of America and Oldon Limited Partnership resolving the
United States' claims with respect to the Zonolite/W.R. Grace
Easthampton, Massachusetts, Superfund site and providing for
environmental remediation of the Site.

The Debtors also ask the Court to approve a stipulation resolving
Claim No. 11301 filled by Oldon and a separate stipulation
resolving Claim no. 7121 filed by the City of Easthampton,
Massachusetts.

The Site is an Additional Site within the meaning of the
Settlement Agreement Resolving the United States' Proof of
Claim Regarding Certain Environmental Matters -- or the "Multi-
Site Agreement -- entered by the Court on June 2, 2008.

Theodore L. Freedman, Esq., at Kirkland & Ellis LLP, in New York,
relates that from 1963 to 1993, Grace leased from Oldon or its
predecessors a building located at 19 Wemelco Way, in Easthampton,
Massachusetts.  Until 1992, Grace operated a manufacturing
facility, which produced expanded vermiculite products at the
Property.  In that year, Grace closed the Former Zonolite
Facility, removed all equipment from the facility, and terminated
the Property lease.  The Property was thereafter either vacant or
used by a lessee for storage from 1993 to present.

The Site consists of approximately 2.3 acres, which encompasses
the Property on which the Former Zonolite Facility was located as
well as certain adjacent properties, including a railroad right-
of-way now owned by the City, Mr. Freedman relates.

In August 2000, the Massachusetts Department of Environmental
Protection issued a Notice of Responsibility to Grace pursuant to
Massachusetts General Laws Chapter 21E, related to asbestos-
contaminated soils at the Site.  With oversight from MassDEP and
an access agreement with Oldon, Grace conducted soil sampling at
the site and assessment activities in December 2000, January 2001
and April 2001 to determine the nature and extent of asbestos in
superficial and subsurface soils.  In June 2001, Grace's field
investigation report regarding the Site was submitted to MassDEP.
Grace then ceased all work relating to the Site as a result of the
Chapter 11 cases.

Thereafter, Oldon continued to cooperate with MassDEP and the
United States Environmental Protection Agency related to
subsequent investigations at the Site.  In October 2006, MassDEP
notified Oldon that it was also a Potentially Responsible Party
under MCL c.21E regarding asbestos contamination at the Site.  At
that time, Oldon began a process of interaction and working in
cooperation with MassDEP.  Rather than excavation of asbestos-
contaminated soils and offsite disposal, Oldon proposed a more
cost-effective remediation strategy, whereby asbestos-containing
soils would be excavated and placed under a cap on Oldon's
property.  This solution contemplated Oldon permanently losing
approximately 1.6 acres in the northern part of the Property.

Massachusetts Department of Public Health and the U.S. Agency for
Toxic Substances and Disease Registry also made several visits to
the Site.  In December 2006, MDPH prepared and issued a Health
Consultation pursuant to a cooperative agreement with ATSDR.

In an October 2008 memorandum, USEPA's Office of Solid Waste and
Emergency Response directed USEPA Regional Removal Programs to
reassess vermiculite sites that received asbestos-containing
concentrate from Libby, Montana.  As a result, in January 2009,
USEPA Region l's Emergency Planning & Response Branch contacted
MassDEP to discuss the status of the Site.  USEPA learned that no
action had been taken to address asbestos materials in surface and
subsurface soils at the Site.  In February 2009, USEPA conducted a
preliminary assessment/site investigation based on the available
sampling data and historical information for the Site, Mr.
Freedman tells Judge Fitzgerald.

Grace and Oldon each received a July 15, 2009 Notice Letter from
USEPA Region 1 regarding environmental liability at the Site,
which identified two Potentially Responsible Parties.  Grace and
Oldon, put them on notice of USEPA's planned asbestos removal
activities at the Site and further demanded that they either
perform the Proposed Remediation Work or pay the cost of such
performance.  The USEPA Notice Letter further stated that the
USEPA was designating the Site as an Additional Site pursuant to
the Multi-Site Agreement.  The Multi-Site Agreement states that
the USEPA may file additional general unsecured claims for costs
arising from Additional Sites.

Since receiving the USEPA Notice Letter, Grace and Oldon have
cooperated with the USEPA in negotiating a Consent Order, to which
USEPA issued an Action Memorandum authorizing removal of
contaminated soils from the Site.  Accordingly, Grace, Oldon and
the United States now desire, without any admission of fact, law
or liability, to proceed with a remedy for the environmental
remediation of the Site, resolve the USEPA's claims and demands
relating to the Site, and resolve the claims asserted against
Grace by Oldon and the City of Easthampton.

                   The Consent Order

The Consent Order specifically resolves (i) the USEPA's claim for
the Site as an Additional Site under the Multi-Site Agreement; and
(ii) the demands for performance of and payment of costs
associated with the Proposed Remediation Work as set forth in the
USEPA Notice Letter.

In particular, the Consent Order requires Grace and Oldon perform
and manage remediation at the Site based on parameters defined in
a Scope of Work and the USEPA's Action Memorandum.  The SOW and
Action Memorandum call for excavation and removal of asbestos-
containing soils at the Site with disposal either offsite or in a
surface impoundment located on property owned by Oldon.

Asbestos-containing soils located along an abandoned railroad
right-of-way owned by the City in the vicinity of the Site and
asbestos fibers in a localized area inside the Former Zonolite
Facility will also be addressed by the remediation provided for in
the Consent Order and appendices.  Oldon will provide Site access
to Grace for the duration of the response actions. Oldon will
allow an activity and use limitation to be placed on the capped
portion of Oldon's property, which will limit future uses of
Oldon's property and therefore reduce its fair market value.

Under the Consent Order, Oldon will fund and manage operation and
maintenance at the Site in perpetuity, including maintaining the
integrity of the cap and monitoring as required by EPA.  Oldon
will not perform any of the remediation activity nor will it fund
any of the remediation.

Likewise, Oldon will not be compensated for the loss of the
acreage to be set aside on their property for the disposal and
capping of the asbestos-containing materials nor will they receive
compensation for the other damages they allege to have suffered,
which Oldon asserts to be in excess of $1 million, as a result of
Grace's operations on the Property and the resulting
contamination.

The Action Memorandum estimates the cost for USEPA to perform the
remedial actions at the Site to be approximately $1.357 million.
Grace's cost estimate for the same work is less than $1 million.
Remediation and Site restoration will take approximately 6 months
to complete, Mr. Freedman emphasizes.

Grace agrees under the Consent Order to pay $72,537 to the USEPA
for Past Response Costs.  Consistent with the Multi-Site
Agreement, Grace's obligation to pay the Past Response Costs is in
the form of an allowed general unsecured claim against Grace's
Chapter 11 estates, which will be paid within 30 days after the
effective date of the Chapter 11 Plan of Reorganization.  Interest
on the Allowed Past Response Cost Claim will not commence accruing
until 30 days after the Effective Date of the Consent Order.

Under the Consent Order, Grace also agrees that it will pay
USEPA's Future Response Costs, which will be payable within 30
days of Grace's receipt of each bill requiring payment or within
30 days of the effective date of the Plan, whichever is later

In return for the obligations to be assumed by Grace and Oldon
under the Consent Order, the United States will provide Grace and
Oldon with a covenant not to sue for matters addressed under the
Consent Order. Those matters include implementation of the SOW and
Action Memorandum.

             Oldon and Easthampton City Stipulations

In March 2003, Oldon Claim No. 11301 for at least $2,151,000
against Grace based on estimated cost of remediation at the Site.
In addition, since filing the Oldon Claim, Oldon has made demand
upon Grace for additional losses related to the Property in the
amount of approximately $1 million.

The Debtors and Oldon stipulated to resolve the Claim for $118,010
for certain actual costs already incurred by Oldon for compliance
fees to MassDEP, a site survey, environmental consulting, legal
fees and other the costs incurred by Oldon as Owner of the Site.
The Allowed Oldon Claim will be paid in the same manner as all
other similarly situated allowed asbestos property damage claims
under the Plan of Reorganization.  All other amounts outlined in
or related to Oldon Claim No. 11301 relating to the Property will
be disallowed and expunged.

The Oldon Stipulation also provides that (i) Grace will be given
access to the Site by Oldon for the duration of remediation of the
Site; (ii) an activity and use limitation will be placed on the
capped portion of the Property; and (iii) Oldon will fund and
manage operation and maintenance at the Site in perpetuity,
including maintaining the integrity of the cap and monitoring as
required by EPA.

Oldon will not perform any of the remediation on the Site
contemplated by the SOW, nor will Oldon fund any remediation.
Likewise, Oldon will not be compensated for (i) property used for
the disposal and capping of the asbestos containing materials;
(ii) any other damages asserted to exceed $1 million alleged to
have arisen from Grace's operation of the Former Zonolite Facility
and any associated contamination of the Property.

The Easthampton City filed Claim No. 7121 in an unspecified amount
against Grace for compensation of the City's anticipated costs
relating to Site remediation, including remediation of certain
City-owned property within the Site, which the City alleges was
contaminated by asbestos as a result of Grace's operation of the
Former Zonolite Facility.

Pursuant to a stipulation, the City Claim will be disallowed and
expunged.  In the event that Grace fails to perform its
obligations under the Consent Order to remediate the Site, the
City will have the right to reassert the City Claim.

                          About W.R. Grace

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.

The Company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura

Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP,
represent the Debtors in their restructuring efforts.  The Debtors
hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.  Stroock &
Stroock & Lavan, LLP, and Duane Morris, LLP, represent the
Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

W.R. Grace and its debtor affiliates, with the support of the
Official Committee of Asbestos Personal Injury Claimants, the
Asbestos PI Future Claimants' Representative and the Official
Committee of Equity Security Holders, have submitted a proposed
Chapter 11 plan of reorganization.  The Chapter 11 plan is built
around an April 2008 settlement for all present and future
asbestos personal injury claims, and a subsequent settlement for
asbestos property damage claims.  The Plan confirmation hearing
wrapped up on January 25.

Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


WAREHOUSE INC: Files for Bankruptcy With $4.8 Million Debts
-----------------------------------------------------------
Warehouse Inc. and Tyme Properties LLC filed for bankruptcy under
Chapter 11, listing $4.8 million in total debts, including $4
million owed to United Fidelity Bank FSB, according to Carol
Wersich at Evansville Courier & Press.

Warehouse Inc. -- http://www.warehousinginc.com/-- offers
warehousing services in the Midwest.  The Company is represented
in the Chapter 11 case by Marilyn Ratliff, Esq.


WARREN 8: Organizational Meeting to Form Panel on June 24
---------------------------------------------------------
Roberta A. DeAngelis, Acting United States Trustee for Region 3,
will hold an organizational meeting on June 24, 2010, at
10:00 a.m. in the bankruptcy case of Warren 8, LLC.

The meeting will be held at United States Trustee's Office, One
Newark Center, 21st Floor, Room 2106, Newark, NJ 07102.

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

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

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

Scotch Plains, New Jersey-based Warren 8, LLC, filed for Chapter
11 bankruptcy protection on May 25, 2010 (Bankr. D.N.J. Case No.
10-25976).  Kim R. Lynch, Esq., at Forman Holt Eliades & Ravin
LLC, assists the Company in its restructuring effort.  The Company
estimated its assets and debts at $1,000,001 to $10,000,000.


WEATHER FINANCE: Moody's Downgrades Corp. Family Rating to 'Caa3'
-----------------------------------------------------------------
Moody's Investors Service has downgraded the Corporate Family
Rating and the Probability of Default Rating of Weather Finance
III to Caa3 from Caa1.  Moody's also downgraded the Senior Secured
notes issued at Hellas Telecommunications V to Caa3 from Caa1, and
the Senior Unsecured notes issued at Hellas Telecommunications III
to Ca from Caa3.  Wind Hellas's ratings remain on review for
possible further downgrade.

The rating action follows the company's results announcement for
the first five months of 2010 and reflects (i) the higher
probability of default given the continuing decline in performance
in an extremely tough operating environment, (ii) Wind Hellas's
very weak liquidity position and the prospects of an imminent
covenant breach, (iii) Wind Hellas's unsustainable capital
structure in a period when a further deteriorating macroeconomic
environment in Greece as well as continued aggressive competition
are, in spite of the company's efforts to cut costs, putting
severe pressure on profitability and cash flow generation.

As of May 31, 2010, Wind Hellas had a last twelve months leverage
of approximately 6.9x Debt to EBITDA (as reported by the company),
and Moody's expects this ratio to increase to levels around 8.0x
within the existing capital structure, as operating trends
throughout 2010 are likely to further deteriorate in comparison to
2009.  Wind Hellas generated negative free cash flows of close to
EUR15 million in the first quarter of 2010 even after taking into
account a significantly low level of investments which, if
sustained, is likely to further harm the competitiveness and brand
franchise of Wind Hellas within the Greek telecommunications
market.

Wind Hellas also announced it had initiated discussions with both
its shareholder Weather Investments and certain of its creditor
groups, which, Moody's understands, could lead to a debt
restructuring.  Although there is as yet no definitive clarity on
whether the shareholder would intervene at this stage, Moody s
believes that debt outstanding is significantly higher than
enterprise value for the group given the negative equity position
of the company and potential significant valuation discount for
the company in a declining business environment.

Moody's will closely monitor Wind Hellas's liquidity position in
the short term including covenants and the evolution of
discussions currently undertaken with shareholders and lenders
regarding the restructuring of the business and capital structure.

The last rating action on Weather Finance III was implemented on
February 22, 2010, when Moody's assigned a Caa1 CFR, a Caa1 PDR to
Weather Finance III.  At that time, Moody's also upgraded to Caa1
from Caa2 the rating on the senior secured notes issued at Hellas
Telecommunications (Luxembourg) V and upgraded to Caa3 from Ca the
rating on the senior notes issued at Hellas Telecommunications
(Luxembourg) III.

Wind Hellas Telecommunications is the second-largest fully
integrated telecom operator in Greece, with mobile, fixed-line and
internet service offerings.  The company operates primarily under
the "Wind", "Tellas" and "Q" brands.  In the 12 months to May
2010, the company generated EUR974 million in revenues and
EUR263 million in Adjusted EBITDA (as reported by the company) on
a consolidated basis.


WEBDIGS INC: Posts $392,600 Net Loss in Q2 Ended April 30
---------------------------------------------------------
Webdigs, Inc., filed its quarterly report on Form 10-Q, reporting
a net loss of $392,586 on $162,277 of revenue for the three months
ended April 30, 2010, compared with a net loss of $389,445 on
$59,241 of revenue for the three months ended April 30, 2009.

The Company's balance sheet as of April 30, 2010, showed
$1,783,617 in assets, $1,459,767 of liabilities, and $323,850 of
stockholders' equity.

As reported in the Troubled Company Reporter on February 1, 2010,
Moquist Thorvilson Kaufmann Kennedy & Pieper LLC expressed
substantial doubt about Webdigs, Inc.'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 public accounting firm reported that the
Company has suffered losses from operations since its inception on
May 1, 2007.

The Company has incurred significant operating losses for the
three and six month periods ended April 30, 2010, and 2009.  At
April 30, 2010, the Company reports a negative working capital
position of $1,378,956, and an accumulated deficit of $4,490,017.
"It is management's opinion that these facts raise substantial
doubt about the Company's ability to continue as a going concern
without additional debt or equity financing."

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

               http://researcharchives.com/t/s?64f6

Based in Minneapolis, Minnesota, Webdigs, Inc. (OTC BB: WBDG) is a
web-assisted, full service real estate company that offers
innovative services to home buyers and sellers via two primary
brands: Webdigs.com and IggysHouse.com.  With Webdigs.com the
Company shares with each buyer up to one-half (50%) of the
commission it receives from the seller or listing broker, with a
minimum fee of $3,000 per transaction to the Company.  The Company
also offers discounted listing services to customers wishing to
sell their homes.

In January 2010, the Company launched IggysHouse.com, an online
website that offers consumers an opportunity to have their home
listed on the real estate multiple listing service (MLS) in their
area and on the IggysHouse.com Web site completely free for 30
days.

The Company has been operating since July 2007 in the Twin-Cities
(Minneapolis-St. Paul and western Wisconsin) metropolitan area and
since November 2007 in south Florida.


WEBNOTIONS INC: NJ Court Converts Case to Chapter 7 Liquidation
---------------------------------------------------------------
Nikhil Pahwa at Medianama reports that the U.S. Bankruptcy Court
for the District of New Jersey has converted the Chapter 11
reorganization case of Webnotions Inc. to Chapter 7 liquidation
proceeding.

New-Jersey based WebNotions, Inc., operates as an on-line book
marketplace.  The Company's platform enables users to buy and sell
books from publishers and sellers.  WebNotions was founded in 1995
and is based in Netcong, New Jersey.  On April 26, 2010, an
involuntary petition for liquidation under Chapter 7 was filed
against WebNotions Inc in the U.S. Bankruptcy Court for the
District of New Jersey.


WINN-DIXIE: To Distribute 6.8 Million Shares of Common Stock
------------------------------------------------------------
Winn-Dixie Stores, Inc., disclosed that, on June 18, 2010, it will
distribute approximately 6.8 million shares of its common stock,
which represent substantially all of the shares that had been held
in reserve to settle outstanding unsecured pre-petition bankruptcy
claims.  The shares will be distributed to persons previously
holding allowed claims, including, but not limited to,
noteholders, landlords, vendors and suppliers, retirement plan
participants and other unsecured creditors.

As previously announced on February 10, 2010, the share
distribution is based on the Company's determination that its
bankruptcy share reserve contains more shares than will be
necessary to resolve the remaining unsecured pre-petition claims
against the Company.  The Company will not receive any proceeds
from this distribution and there will be no impact on the
Company's financial statements.  The shares to be distributed have
been included in the Company's shares outstanding for purposes of
calculating earnings per share (EPS) since emergence from Chapter
11, and therefore will not impact the Company's reported EPS.

                        About Winn-Dixie

Based in Jacksonville, Florida, Winn-Dixie Stores Inc. (Nasdaq:
WINN) -- http://www.winn-dixie.com/>http://www.winn-dixie.com/--
is one of the nation's largest food retailers.  The company
operates grocery stores in Florida, Alabama, Louisiana, Georgia,
and Mississippi.  The Company, along with 23 of its U.S.
subsidiaries, filed for Chapter 11 protection on Feb. 21, 2005
(Bankr. S.D.N.Y. Case No. 05-11063, transferred Apr. 14, 2005, to
Bankr. M.D. Fla. Case Nos. 05-03817 through 05-03840).

When the Debtors filed for protection from their creditors, they
listed $2,235,557,000 in total assets and $1,870,785,000 in total
debts.  The Honorable Jerry A. Funk confirmed Winn-Dixie's Joint
Plan of Reorganization on Nov. 9, 2006.  Winn-Dixie emerged from
bankruptcy on Nov. 21, 2006.

Reorganized Winn-Dixie is represented by Stephen D. Busey, Esq.,
at Smith Hulsey & Busey in Jacksonville.


ZAYAT STABLES: Fifth Third May Pursue Owner on Debt Guarantee
-------------------------------------------------------------
Bill Rochelle at Bloomberg News reports that Fifth Third Bank, a
prepetition secured lender to Zayat Stables LLC, won victory in
U.S. district court over the stables' owner, Ahmed Zayat.

Bloomberg recounts that when the stables filed under Chapter 11,
Fifth Third had a lawsuit already pending in U.S. district court
in Lexington, Kentucky, attempting to recover a $34.5 million
loan.  In the same suit, the bank also was attempting to collect
the debt from Ahmed Zayat on his guarantee.  The district judge in
Kentucky stayed the lawsuit as a result of the bankruptcy filing
by the stables.  The bank responded by filing a motion to lift the
stay so it could continue suing Ahmed Zayat on his guarantee.

In a ruling on June 14, the district judge in Kentucky allowed the
bank to continue suing Ahmed Zayat on the guarantee.  He argued
unsuccessfully that the guarantee suit should remain in limbo
until there's resolution of a suit the stables filed in bankruptcy
court accusing Fifth Third of predatory lending practices.

                        The Chapter 11 Plan

Zayat Stables LLC has already received approval of the disclosure
statement explaining its reorganization plan.  As a result,
creditors can vote on the reorganization plan in advance of a July
15 confirmation hearing.

According to Bloomberg, the Plan calls for paying creditors in
full over time, allowing Ahmed Zayat to retain ownership.  The
Plan also provides for these terms:

   * Fifth Third Bank, which is owed about $34.5 million, will
     have interest brought current when the plan becomes
     effective, at the contract rate of 1% below prime.
     Thereafter, interest will be paid at the London Interbank
     Borrowed Rate plus 3%.  The Cincinnati-based bank will
     receive a $5 million payment of principal on at the end of
     December.  At the end of 2011 through 2013, Zayat will pay
     down principal by the greater of $3 million or 40% of
     proceeds from the sale of horses.  The remaining principal
     and interest will come due Dec. 31, 2014.

   * Unsecured creditors, with $1.2 million in claims, are to be
     paid in full without interest over two years.

   * A $2.45 million loan from a Zayat family member used to
     finance the Chapter 11 case will be forgiven.

The disclosure statement was approved over the objection of
secured lender Fifth Third Bank.  Zayat sued the bank for what it
called "predatory lending."

                        About Zayat Stables

Headquartered in Hackensack, New Jersey, Zayat Stables owns of
203 thoroughbred horses.  The horses, which are collateral for the
bank loan, are worth $37 million, according an appraisal mentioned
in a court paper.  Ahmed Zayat said in a court filing that he
personally invested $40 million in the business.

The Company filed for Chapter 11 bankruptcy protection on
February 3, 2010 (Bankr. D. N.J. Case No. 10-13130).  The Company
listed $10,000,001 to $50,000,000 in assets and $10,000,001 to
$50,000,000 in liabilities.


* Venable LLP's Cross Sees REIT Bankruptcies Over Next Year
-----------------------------------------------------------
Reuters reports that Gregory Cross, Esq., head of the bankruptcy
practice at law firm Venable LLP, said at the Reuters Global Real
Estate and Infrastructure Summit in New York on Tuesday, "I think
there will be another wave of large real estate investment trust
(REIT) and large real estate bankruptcies" over the next year.

"This, and the six months after, is the year of bankruptcy," said
Mr. Cross.

Reuters reports Mr. Cross said hotel and other hospitality sectors
will see their share of failures.  Mr. Cross added that retail and
office buildings will also suffer.  However, multi-family
apartment buildings are likely to be exempt since "they are the
most stable right now," he said.

Mr. Cross declined to name particular distressed or bankruptcy-
prone properties, Reuters adds.

Mr. Cross worked on the real estate bankruptcies of mall owner
General Growth Properties Inc. and hotel chain Extended Stay
America Inc.

James Koster, president of Jones Lang LaSalle Inc's (JLL.N)
capital markets group, told Reuters on Monday the collapse of the
U.S. real estate bubble may not be as crushing as many had
anticipated because U.S. regulators have allowed banks to extend,
restructure and modify loans.  The breathing room has given the
real estate markets a chance to regroup and for values to rise
above their rock-bottom levels, he said.

Though there is some $1.5 trillion of debt maturing over the next
three years, Mr. Koster, according to Reuters, said a rash of
foreclosures has not yet happened, and he doesn't expect it to
happen.


* Wick Phillips Gould & Martin Opens Tarrant County Location
------------------------------------------------------------
Wick Phillips Gould Martin, LLP, a regional law firm specializing
in complex commercial litigation, has staked its claim in Tarrant
County.

Known for its expertise in commercial litigation, dispute
resolution, labor and employment law, regulatory compliance,
intricate corporate transactions and bankruptcy-related
representation, Wick Phillips has expanded its previous Fort Worth
"satellite" office to open a full-service office at 100
Throckmorton Street in One Tandy Center.  The Fort Worth office
will be managed by partner Brant C. Martin.

A Fort Worth native, Martin has had an established law practice in
Fort Worth for a number of years, serving mid-sized to Fortune 500
companies alike.  "The Dallas-Fort Worth metroplex is an expansive
market for legal services, which is hard to serve effectively with
a single office," said Martin.  "The Fort Worth business community
has distinct needs that are best met by a law firm with a strong
local presence and knowledge of the unique needs of Fort Worth
clients.  Given the steady increase of business development in
Tarrant County and our experience in this market, opening a Fort
Worth office just makes sense."

Martin added, "Fort Worth not only has its own distinct culture,
it's one of the most vital business communities in the world.  As
we continue to grow as a firm ourselves, opening an office
specifically focused on Fort Worth will be a great benefit to us
and our clients alike."

Bryan Wick, a founding partner, agreed.  "Our firm was formed to
give clients the kind of personal attention and value-added
services that are rare in today's legal market.  All of our
partners left leading law firms to develop a practice that
provides big firm experience with small firm efficiency.  Brant's
background gives him the ideal perspective for expanding our
services -- and our philosophy -- throughout Tarrant County."

Prior to joining Wick Phillips, Martin was with Puls, Taylor &
Woodson in Fort Worth, and he also practiced with Baker &
McKenzie, an international law firm with a global presence.
Martin attended Southern Methodist University School of Law, where
he was class valedictorian and Editor-in-Chief of the SMU Law
Review.

Martin is a past president of the Tarrant County Young Lawyers
Association.  He was listed in Fort Worth Business Press' "40
Under 40," as well as D Magazine's "Best Lawyers Under 40."
Martin's legal expertise includes all facets of trial and
commercial litigation.

                About Wick Phillips Gould & Martin

Serving the legal needs of businesses in a broad range of
industries, Wick Phillips practices law with purpose, while
primarily focusing on matters involving complex disputes and
situations. Specialty areas include commercial litigation,
bankruptcy, creditor's rights, civil appeals, corporate, corporate
advisory, labor and employment, and securities.


* BOOK REVIEW: The Executive Guide to Corporate Bankruptcy
----------------------------------------------------------
Authors: Thomas J. Salerno; Craig D. Hansen; Jordan A. Kroop
Publisher: Beard Books
Hardcover: 728 pages
List Price: $174.95

The newly revised edition of The Executive Guide To Corporate
Bankruptcy is perfectly timed.  As the global economy continues to
deteriorate, more and more companies are sinking into insolvency
with executives at their helm who need a crash course in
bankruptcy realities.  This excellent book will quickly get both
the seasoned executive and the uninitiated lawyer up to speed on
the bankruptcy process.

Salerno, Kroop and Hansen understand that the reorganization
process can be intimidating, puzzling, and generally unpleasant.
They penetrate the opaque gloom that some lawyers tend to
perpetuate.  Each chapter of this book addresses a different
aspect of the reorganization process, beginning with an overview
of the origins and purpose of US bankruptcy laws and ending with a
debunking of common myths about reorganization.  In between, they
discuss each chapter of the bankruptcy code; discussing the gamut
from liquidations through Chapter 11 sales and full-blown
reorganizations.  The authors' ability to distill the bankruptcy
code's complex language into comprehensible and manageable blocks
of information makes the book extremely readable.

The Executive Guide is full of pragmatic advice.  After laying out
the essential elements and key players in the restructuring
process, the authors get down to the nitty gritty of navigating a
distressed company through reorganization.  They realistically
assess the challenges that an executive should expect to face in
Chapter 11.  They discuss how to assuage and balance the concerns
of employees and key vendors, address the inevitable creditor
dissatisfaction with executive compensation, deal with members of
their professional team and work effectively as an executive whose
actions will be constantly scrutinized and second-guessed.  The
authors also provide the cautionary note that "executives
preparing to embark on a reorganization are usually too
preoccupied with business emergencies to think about the personal
toll that the process will exact."

One common flaw in books that try to be accessible while dealing
with technical topics is that they fall short in providing the
reader with a substantive understanding of the subject matter.
The Executive Guide to Corporate Bankruptcy avoids this pitfall.
The book's fourth and fifth chapters provide in-depth analysis of
the strategic decisions and steps that should be taken during the
restructuring process.  The authors explain the importance that
venue can have a case, the intricacies of first day motions and
how to prepare for confirmation.  There is a detailed discussion
of the sale of assets during the course of a Chapter 11
restructuring and the importance of making sure that major
constituencies are a part of the decision-making process.  They
also walk the reader through the specifics of a plan of a
reorganization, explaining the dynamics of the negotiation
process, especially how to understand and appreciate the needs of
your constituents and how to get a plan confirmed.

The icing on the cake for this book is the excellent appendix.
The final section of the book includes a user-friendly glossary of
commonly used bankruptcy terms and a reorganization timeline.  It
also includes sample documents such as debtor-in-possession (DIP)
financing agreements, operating reports, first day motions and
orders, management severance agreements, and more.  The summary of
management incentive stock plans implemented in recent
restructuring transactions is particularly informative.

This is a terrific book.  While geared to the non-lawyer
executive, it will also be a useful resource for any lawyer who
wants to gain practical familiarity with the bankruptcy process.
This should be a best seller in today's environment, though it may
need to be delivered to most executives in a brown paper wrapper.



                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard
C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez,
Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2010.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


                  *** End of Transmission ***