TCR_Public/100709.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, July 9, 2010, Vol. 14, No. 188

                            Headlines


10 E. ROOSEVELT: Case Summary & 20 Largest Unsecured Creditors
7620 CANDLETREE: Voluntary Chapter 11 Case Summary
ABITIBIBOWATER INC: CCAA Units Propose Aug. 26 Creditors' Meeting
ABITIBIBOWATER INC: May End 18-Month Restructuring by Oct. 1
ABITIBIBOWATER INC: Seeks Approval of Cross-Boarder Voting Process

AES CORP: End of China Investment Deal Won't Affect Fitch's Rating
AIRTRAN HOLDINGS: S&P Raises Corporate Credit Rating to 'B-'
ALLEN CAPITAL: Taps Jones Lang to Sell Dallas Logistics Hub
ANGIOTECH PHARMACEUTICALS: Gets Non-Compliance Notice From NSM
APPLEJACK ART: Files for Bankruptcy to Sell Assets

ARROW AIR: Asks for Court Okay to Use MP Arrow's Cash Collateral
ARROW AIR: Section 341(a) Meeting Scheduled for August 4
ARROW AIR: Taps Haynes and Boone as Bankruptcy Counsel
ARROW AIR: Wants to Hire Berger Singerman as Co-Counsel
ASARCO LLC: Court Grants Final Approval for 4 Firms' Fees

ASARCO LLC: Funds New Soil Cleanups in Washington
ASARCO LLC: Renews Objection to Baker Botts' Fees
AUGUSTINE PRIETO: Case Summary & 20 Largest Unsecured Creditors
BEVERLY HILLS DERMATOLOGY: Voluntary Chapter 11 Case Summary
BLOCKBUSTER INC: CEO Keyes Discloses Class A Stake

BLOCKBUSTER INC: Ex-Hollywood Entertainment Owner Unloads Shares
BRAND ENERGY: S&P Changes Outlook to Negative on Pricing Pressure
CALIFORNIA DERMATOLOGY: Voluntary Chapter 11 Case Summary
CARLYLE CAPITAL: Liquidators Sue Carlyle Group to Recoup Losses
CASINO REA: Taps Polis & Associates as General Insolvency Counsel

CELL THERAPEUTICS: Annual Shareholders' Meeting Set for Sept. 16
CELL THERAPEUTICS: CEO, 2 Directors Unload Shares
CHARLES PHILIP COWIN: Chapter 11 Plan Due by September 16
CONGOLEUM CORPORATION: Plan Became Effective July 1
CONNECTOR 2000: No Unsecured Creditors Committee Appointed

CONNECTOR 2000: Investor Blames State Lawmakers for Bankruptcy
CONSPIRACY ENTERTAINMENT: To Sell $600,000 Notes Under Agreement
CORONA DERMATOLOGY: Voluntary Chapter 11 Case Summary
COVINA DERMATOLOGY: Voluntary Chapter 11 Case Summary
CROWN VILLAGE: Emerges From Chapter 11 Bankruptcy Protection

CRYSTAL SPRINGS: Can Use Lenox Cash Collateral Until August 31
CRYSTAL SPRINGS: Files Schedules of Assets and Liabilities
CRYSTAL SPRINGS: U.S. Trustee Unable to Form Creditors Panel
DELPHI CORP: Obama Bypasses Congress; Appoints PBGC Chief
DELTA PETROLEUM: Appoints Carl Lakey as Chief Executive Officer

DENNIS GIBBS: Replaces Counsel with Lawrence L. Szabo
DENNIS GIBBS: U.S. Trustee Appointed in Reorganization Case
DENNY HECKER: Deemed "Serious Flight Risk"; Court Bans Travel
DIAMOND BAR DERMATOLOGY: Voluntary Chapter 11 Case Summary
DOLLAR THRIFTY: To Hold Stockholders' Meeting on August 18

DUANE HENDERSON: Case Summary & 20 Largest Unsecured Creditors
DUN & BRADSTREET: March 31 Balance Sheet Upside-Down by $778.3MM
EATON MOERY: Gets Okay to Hire James F. Dowden as Bankr. Counsel
EATON MOERY: Section 341(a) Meeting Scheduled for August 23
EXTENDED STAY: U.S. Trustee Opposes Chapter 11 Plan

FAIRPOINT COMMS: NH Approves Verizon Purchase Settlement Deal
FANNIE MAE: Announces OTC Bulletin Board Symbols
FIDELITY NATIONAL: S&P Assigns 'BB-' Rating on $1.2-Bil. Notes
FINLAY ENTERPRISES: Former Exec Won't Settle Failed Asset Purchase
FOSTER WHEELER: Moody's Affirms 'Ba1' Corporate Family Rating

FRASER PAPERS: Court OKs Further Extension of CCAA Protection
FREDDIE MAC: Common and Preferred Stock to Be Traded on OTC Market
FRONTIER NORTH: S&P Downgrades Unsecured Debt Ratings to 'BB'
GARDEN GROVE DERMATOLOGY: Voluntary Chapter 11 Case Summary
GENERAL GROWTH: Howard Hughes Proposes to Assume Pulte Homes Pact

GENERAL GROWTH: NY City Says Telco Tax Credit Incorrect
GENERAL GROWTH: Proposes to Sell Mesa Village Properties for $37MM
GLEBE INC: Wants DIP Financing From The Virginia Baptist
GLOBAL CROSSING: 12 Directors Acquire 1,176 Shares
GOODY'S LLC: Third Circuit Rules Stub Rent Is Admin. Cost

GOTTSCHALKS INC: Capitola Mall Building to Be Foreclosed
GRANT HOLDINGS: Case Summary & Largest Unsecured Creditor
HAM'S RESTAURANT: Abruptly Closes Greenville Location
HOLOGIC INC: Full Repayment Cues Moody's to Withdraw Ratings
IMAX CORP: Director Wechsler Sells 65,000 Shares

INFOLOGIX INC: Borrows $1.5 Million From Hercules Technology
INN & SUITES: Voluntary Chapter 11 Case Summary
JAMES MORPHIS: Case Summary & 7 Largest Unsecured Creditors
KENAN ADVANTAGE: S&P Assigns 'BB-' Corporate Credit Rating
KENNETH STARR: Faces Nov. 1 Trial on Fraud Charges

L-1 IDENTITY: Moody's Downgrades Corporate Family Rating to 'B3'
LEAP WIRELESS: 5 Officers Receive Shares Under Stock Purchase Plan
LEHMAN BROTHERS: Has Deal With Field Point on Trade Transactions
LEHMAN BROTHERS: Lawyer Knew of Potential Losses in Barclays Deal
LEHMAN BROTHERS: LBI Trustee Has Agreement With Northern Trust

LEHMAN BROTHERS: LBI Trustee Has Deal With Landesbank & Pekao
LEINER HEALTH: Judge Approves Schering-Plough Claim Settlement
LIBERTY STAR: Pays Out Creditors, Contracts with Northern Dynasty
LINCOLNSHIRE CAMPUS: Files List of 20 Largest Unsec. Creditors
LINCOLNSHIRE CAMPUS: Wells Fargo Balks at Cash Mgt, Rule 2004 Exam

LPATH INC: To Increase Class A Common Stock by 100MM Shares
MAYSLAKE VILLAGE-PLAINFIELD: Has Bank's 'No' Vote
MAYSVILLE INC: Asks for Court Okay to Sell Condo Units
MEDICAL STAFFING: Has Interim Borrowing Authority
MICHIGAN AVENUE: Voluntary Chapter 11 Case Summary

MIDCONTINENT COMMUNICATIONS: Moody's Puts B1 Corp. Family Rating
MIDCONTINENT COMMUNICATIONS: S&P Puts 'B+' Corporate Credit Rating
MONARCH LANDING: Files List of 20 Largest Unsec. Creditors
MOVIE GALLERY: Blue Cross Seeks Lift Stay to Terminate ASA
MOVIE GALLERY: Lessors Seek Payment of $600,000 in Admin. Claims

MOVIE GALLERY: Taps Streambank to Start Sale Process for Marks
MOVING SOLUTIONS: Case Summary & 4 Largest Unsecured Creditors
MPG TRUST: Lender Okays Renewal of Gas Company Tower Lease
MPG OFFICE: Seven Individuals Named Directors
MPG OFFICE: Six Directors Receive Stock Options

NEENAH ENTERPRISES: Wins Confirmation of Debt-for-Equity Plan
NEW YORK CHOCOLATE: Files Full-Payment Plan After Auction
NEWFIELD EXPLORATION: S&P Raises Corp. Credit Rating From 'BB+'
NORD RESOURCES: 3 Directors Receive Phantom Shares on June 30
NORD RESOURCES: Launches Measures to Improve Efficiencies

NUTRACEA: Chairman and CEO to Extend Tenure
NYC OFF-TRACK: Greg Rayburn Replaces Raymond Casey as CEO
OCEAN PARK: Averts Foreclosure by Filing for Bankruptcy
OPUS WEST: Former Employees Sue Opus Corp., Owners
ORIENTAL TRADING: Cut by S&P to 'CC' on Need to Restructure Debt

PACIFIC ETHANOL: Fails to Satisfy Nasdaq Continued Listing Rule
PACIFIC ETHANOL: Provides Additional Information on Joint Plan
PALM INC: Repays JPMorgan Debt; Deregisters Unsold Securities
PALM INC: S&P Withdraws 'CCC+' Corporate Credit Rating
PEARVILLE LP: Can Access Prepetition Lenders' Cash Until July 31

PEARVILLE LP: Files Schedules of Assets and Liabilities
PETER ROSEN: Case Summary & 20 Largest Unsecured Creditors
PHH CORPORATION: Fitch Affirms Issuer Default Rating at 'BB+'
PIONEER VILLAGE: Has Access to PremierWest's Cash Until July 12
PIONEER VILLAGE: Taps Jordan Schrader as General Counsel

RADIO ONE: CEO Liggins & Other Officers Sell Class D Shares
RAMBLING ESTATES: Case Summary & 5 Largest Unsecured Creditors
RANCHO MALIBU: Case Summary & 20 Largest Unsecured Creditors
REDDY ICE: Names Rick Wach as Executive Vice President
RIDGEWOOD CORP: Organizational Meeting to Form Panel on July 12

RITE AID: Files Form 10-Q; $73.6MM Net Loss Reported
RIVER WEST: Can Access Bank of America's Cash Until August 6
RM HOTELS: Files Schedules of Assets and Liabilities
SECUREALERT INC: To Increase Common Stock to 600-Mil. Shares
SIRIUS XM: Added More Subscribers in Second Quarter of 2010

ROTHSTEIN ROSENFELDT: Police Chief Cleared of Ties with Founder
SEDGEBROOK INC: Files List of 20 Largest Unsec. Creditors
SHILOH MISSIONARY: Voluntary Chapter 11 Case Summary
SIX FLAGS: U.S. Trustee Fights Brown Rudnick's $9.2-Mil. Fee Bid
SMART ONLINE: Sells Additional $250,000 Note to Current Noteholder

SPANSION INC: Objects to Tessera's $219 Million Memory IP Claim
TEXAS PIG: Chapter 11 Trustee Personally Liable for Unpaid Taxes
STAR TOOL: Case Summary & 20 Largest Unsecured Creditors
STRINGERS, LLC: Case Summary & 20 Largest Unsecured Creditors
SUSAN LANSDORP: Case Summary & 11 Largest Unsecured Creditors

SYNCORA HOLDINGS: Enters Second Waiver and Amendment
TEXAS RANGERS: Trustee Wants Weil Gotshal Ousted from Case
TRADE SECRET: Case Summary & 20 Largest Unsecured Creditors
TRADE SECRET: Organizational Meeting to Form Panel on July 16
TRONOX INCORPORATED: Files Plan of Reorganization

TROPICANA ENT: Names J. Michie as Horizon Casino Hotel GM
TROPICANA ENT: TEI Appoints Grant Thornton Independent Accountant
TROPICANA ENT: Ward Shaw Named Casino Aztar General Manager
US AEROSPACE: To Bid on U.S. Air Force Tanker Program
VISTEON CORP: Goldman Sachs Has 3.90% Equity Stake

VISTEON CORP: UBS AG Owns 0.12% of Shares of Stock
WASTE SERVICES: S&P Raises Corporate Credit Rating to 'BB+'
WOONSOCKET: Moody's Confirms 'Ba1' Rating; Outlook Now Stable
WRS LLC: Organizational Meeting Held, Creditors Panel Formed
XERIUM TECHNOLOGIES: David Maffucci Resigns as Company's EVP/CFO

YOUNG BROADCASTING: S&P Withdraws 'D' Corporate Credit Rating

* U.S. Consumer Loan Delinquencies Continue to Improve in Q1

* Two O'Melveny Tax Attorneys Join Loeb & Loeb

* BOOK REVIEW: The Executive Guide to Corporate Bankruptcy


                            ********


10 E. ROOSEVELT: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: 10 E. Roosevelt Corp.
          dba Kappy's
        10 E. Roosevelt Road
        Villa Park, IL 60181

Bankruptcy Case No.: 10-30189

Chapter 11 Petition Date: July 6, 2010

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

Judge: Jack B. Schmetterer

Debtor's Counsel: Beverly A. Berneman, Esq.
                  E-mail: bberneman@querrey.com
                  Robert R. Benjamin, Esq.
                  E-mail: rbenjamin@querrey.com
                  Querrey & Harrow, Ltd.
                  175 West Jackson Boulevard, Suite 1600
                  Chicago, IL 60604
                  Tel: (312) 540-7000
                  Fax: (312) 540-0578

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

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

According to the schedules, the Company says that assets total
$55,488 while debts total $1,191,117.

A copy of the Company's list of 20 largest unsecured
creditors filed together with the petition is available for
free at http://bankrupt.com/misc/ilnb10-30189.pdf

The petition was signed by Bill Manos, president.


7620 CANDLETREE: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: 7620 Candletree, LLC
          fdba Ministry Partners, LLC
        900 Main Street, Suite 660
        Peoria, IL 61602

Bankruptcy Case No.: 10-82127

Chapter 11 Petition Date: July 6, 2010

Court: U.S. Bankruptcy Court
       Central District of Illinois (Peoria)

Judge: Thomas L. Perkins

Debtor's Counsel: Barry M. Barash, Esq.
                  256 S. Soangetaha Road, Suite 108
                  Galesburg, IL 61401
                  Tel: (309) 341-6010
                  E-mail: barashb@barashlaw.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 W. Marc Boyd, Jr., manager.


ABITIBIBOWATER INC: CCAA Units Propose Aug. 26 Creditors' Meeting
-----------------------------------------------------------------
AbitibiBowater, Inc.'s affiliates under the Companies' Creditors
Arrangement Act Proceedings in Canada seek authority from Mr.
Justice Clement Gascon, J.S.C., of the Superior Court Commercial
Division for the District of Montreal in Quebec, Montreal, Canada,
to convene, hold and conduct a meeting with the affected unsecured
creditors in the CCAA Proceedings on August 26, 2010, in Montreal,
Quebec.

The CCAA Applicants also ask Mr. Justice Gascon to:

  (a) set uniform procedures with respect to the convening,
      holding and conduct of the Creditors' Meeting;

  (b) authorize Ernst & Young, Inc., as the monitor overseeing
      the CCAA Proceedings, to deliver the Meeting materials to
      affected unsecured creditors;

  (c) authorize the Monitor to deliver the Notice of Rights
      Offering and the Subscription Form to the Eligible
      Holders, which will set forth the procedure by which
      creditors can participate in the Rights Offering; and

  (d) establish record dates for the purpose of determining
      creditors entitled to (i) vote at the Creditors' Meeting
      and, (ii) participate in the Rights Offering.

At the Creditors' Meeting, the Affected Unsecured Creditors will
consider and adopt a resolution, with respect to each Affected
Unsecured Creditor Class, approving the CCAA Plan, with or
without variation, Stikeman Elliott LLP says on behalf of the
CCAA Applicants.

The Applicants further seek Mr. Justice Gascon's permission to
hold a hearing on September 8, 2010, to consider and, if
determined to be appropriate, to grant sanction on the CCAA Plan
pursuant to the CCAA and Section 191 of the Canada Business
Corporations Act in Canada.  Objections to the Sanction Order are
due no later than September 3.

A copy of the CCAA Plan and accompanying Information Circular,
Notice to Creditors of Creditors I Meeting, Form of Proxy,
including an Election Notice, and related documents will be
mailed by July 15, 2010 to all known creditors of the Corporation
affected by the Plan.

The Affected Unsecured Creditor Proxy refers to the form of
proxy, instructions and election notice for Affected Unsecured
Creditors other than for Non-registered Noteholders and Cross-
Border Voting Creditors.

The Monitor will (i) publish the Meeting Materials on its
Website; and (ii) publish the Notice to Creditors in the national
edition of The Globe and Mail, the Gazette, the Wall Street
Journal and La Presse no later than July 15, 2010.  The Meeting
Materials include:

  -- the Notice to Creditors in English and French,
  -- the Information Circular in English and French,
  -- the Proxies in English and French,
  -- the CCAA Plan in English and French,
  -- the Disclosure Statement, Confirmation Hearing Notice, U.S.
     Solicitation Order and Committee statement of support for
     the Chapter 11 Plan,
  -- the Chapter 11 Plan,
  -- the Notice of Rights Offering,
  -- the Subscription Form,
  -- the Cross-Border Voting Protocol, and
  -- the Canadian Court's order approving the Applicants'
     request.

The Monitor will file, on or before August 18, 2010, a report on
the CCAA Plan and on the Applicants' business and financial
affairs with the Canadian Court, and will publish it on its
Website.

Accordingly, the Applicants propose this timeline in the CCAA
Proceedings:

  Date (2010)       Event
  -----------       -----
  July 15           Deadline for publishing Meeting
                    Materials on Monitor's Web site

  July 15           Deadline for mailing to Affected
                    Unsecured Creditors and Cross-
                    Border Voting Creditors some of
                    the Meeting Materials

  July 15           Deadline for publication of
                    Meeting Materials in the
                    Designated Newspapers

  August 17         Voting Record Date

  August 18         Deadline for filing in Court
                    Monitor's Report on CCAA Plan and
                    Applicants' business and
                    financial affairs and publishing
                    on Monitor's Web site

  August 25         Deadline for receiving Proxies,
                    as defined in the Cross-Border
                    Voting Protocol, and "election
                    notice" at Monitor's office

  August 26         Proxies may be deposited
                    before the beginning of the
                    Creditors' Meeting

  August 26         Creditors' Meeting

  August 31         Deadline for filing in Court the
                    Monitor's Report on the vote at
                    Creditors' Meeting

  September 3       Deadline for Affected Unsecured
                    Creditors to file objection to
                    Motion for Sanction Order

  September 8       Hearing on the Sanction Order Motion

  October 1         Implementation Date of the CCAA Plan

Full-text copies of the proposed order and the notice detailing
activities relating to the Creditors Meeting are available for
free at:

  http://bankrupt.com/misc/CCAA_ProposedORDCreditorsMtng.pdf
  http://bankrupt.com/misc/CCAA_NoticeCreditorsMtng.pdf

                     About AbitibiBowater

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

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

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

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

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


ABITIBIBOWATER INC: May End 18-Month Restructuring by Oct. 1
------------------------------------------------------------
District of Delaware has adjourned to July 15, 2010, at
10:00 a.m., Eastern Time, the hearing to consider the adequacy of
the Disclosure Statement explaining the First Amended Joint
Chapter 11 Plan of Reorganization of AbitibiBowater, Inc., and its
debtor affiliates.

The Disclosure Statement hearing was originally scheduled for
July 7.

Judge Carey intends to consider, at the July 15 hearing, approval
of AbitibiBowater's proposed uniform solicitation and balloting
procedures in relation to the First Amended Chapter 11 Plan and
the Disclosure Statement.

The progress in AbitibiBowater's restructuring efforts may set
the Company "free of Court protection [by] October 1, 2010," if
its Plan obtains creditor support in August 2010, reports Ross
Marowits of The Canadian Press.

AbitibiBowater has proposed to set the deadline for creditors to
vote to reject or accept the Plan for August 23, 2010.  Unsecured
creditors of AbitibiBowater's affiliates under the Companies'
Creditors Arrangement Act in Canada are expected to meet on
August 26, 2010, to discuss support of the CCAA Applicants' Plan
of Reorganization and Compromise.

U.S. Bankruptcy Court Judge Carey and the Honorable Mr. Justice
Clement Gascon, J.S.C., of the Superior Court Commercial Division
for the District of Montreal in Quebec, Montreal, Canada, are
expected to meet in early September 2010 to endorse the Plans.

Under its First Amended Plan, AbitibiBowater disclosed that it
intends to emerge "with a strengthened financial position" and
that it "[has] developed a business plan, in consultation with
its creditors, stakeholders and financial advisors."  Seeking to
obtain adequate exit financing, the Debtors have secured a
backstop commitment from certain unsecured noteholders for a
rights offering of up to $500 million along with a commitment to
support the restructuring process.

AbitibiBowater's restructuring efforts are evident in the
indefinite idling of five of its mills in Canada.  The
Company has also commenced a sale of US$940 million of assets
and land, including its 60% stake in Manicouagan Power Co. for
C$615 million, The Canadian Press specifies.  AbitibiBowater
notes in its First Amended Plan that it will address labor costs
and pension issues as part of its restructuring.

The Official Committee of Unsecured Creditors supports the
Chapter 11 and CCAA Plans, AbitibiBowater confirmed, noting that
it aims to emerge from creditor protection "in the fall of 2010."

"The restructuring plan will see AbitibiBowater's debt decrease
from US$6.5 billion to US$1.6 billion as it pays off secured
creditors and debtor-in-possession financing," according to The
Canadian Press.

                   Disclosure Statement Objections

Various parties have filed objections to the disclosure statement
explaining the reorganization plan.  The objectors include Wells
Fargo Bank, Aurelius Capital Management LP, Wilmington Trust
Company, Ace American Insurance Company, Riverside Claims, LLC.

The Debtors' Disclosure Statement explaining their First Amended
Joint Chapter 11 Plan of Reorganization classifies claims under
the Abitibi-Consolidated Company of Canada's Term Loan Secured
Guaranty Claims in Classes 4A through 4G.  However, Wells Fargo
Bank, N.A., complains that the Disclosure Statement "fails to set
forth any information supporting the Debtors' assertion that the
holders of the Class 4 ACCC Term Loan Secured Guaranty Claims are
unimpaired and thus not entitled to vote."  Wells Fargo is
successor-in-interest to Goldman Sachs Credit Partners L.P. as
administrative agent under that the Credit and Guaranty Agreement,
dated as of April 1, 2008, among ACCC, Abitibi-Consolidated Inc.,
and certain subsidiaries and affiliates of ACI, as guarantors, and
the lender parties for the benefit of the Term Loan Lenders.
According to Adam G. Landis, Esq., at Landis Rath & Cobb LLP, in
Wilmington, Delaware, while holders of Class 4 Claims are not
impaired, the Plan leaves open the possibility that the holders
of the Class 4 Claims may well be impaired, and thus entitled to
vote.  "This is because the Plan proposes to create an artificial
cap on the amount of the Class 4 Claims," Mr. Landis says.

Aurelius Capital Management LP and Contrarian Capital Management,
LLC, as noteholders of the Debtors, find that the Disclosure
Statement "contains numerous defects that make it unconfirmable."
Dennis A. Meloro, Esq., at Greenberg Traurig, LLP, in Wilmington,
Delaware, specifies that the Disclosure Statement fails to
include, among other things:

  -- the Recovery Model on which the Plan is purportedly based
     and which was allegedly used to allocate value between the
     two entity groups that comprise the Debtors' corporate
     structure defined as the Abitibi/Donohue Corp. Companies
     and the Bowater Companies, and individually as to each
     Chapter 11 Debtor and each AbitibiBowater applicant under
     the Companies' Creditors Arrangement Act in Canada;

  -- a description of the detailed claims analysis the Debtors
     purportedly undertook in order to develop the Recovery
     Model; and

  -- an explanation of how the Intercompany Claims are being
     treated under the Plan and in the Recovery Model.

Wilmington Trust Company, in its capacities (i) as successor
indenture trustee for the 7.95% Notes due 2011 issued by Bowater
Canada Finance Corporation pursuant an indenture dated as of
October 31, 2001, and (ii) as successor indenture trustee for the
15.50% Notes due 2010 issued by Abitibi-Consolidated Company of
Canada pursuant to an indenture dated as of April 1, 2008, says
that the Disclosure Statement must, among other things:

  -- include a more thorough description of BCFC's Contribution
     Claim against Bowater, Inc.;

  -- make clear that pending resolution of BCFC's Contribution
     Claim, Bowater will fully reserve Plan distributions and
     Rights Offering participations on account of that Claim; and

  -- extend the deadline for subscribing to the Rights Offering
     "beyond August 18, 2010, at least with regard to the
     Contribution Claim".

                     About AbitibiBowater

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

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

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

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

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


ABITIBIBOWATER INC: Seeks Approval of Cross-Boarder Voting Process
------------------------------------------------------------------
AbitibiBowater, Inc.'s affiliates under the Companies' Creditors
Arrangement Act Proceedings in Canada ask the Honorable Mr.
Justice Clement Gascon, J.S.C., of the Superior Court Commercial
Division for the District of Montreal in Quebec, Montreal,
Canada, to:

  (a) accept the filing the CCAA Plan of Arrangement and
      Compromise and the related Circular; and

  (b) approve the Cross-Border Voting Protocol.

The U.S. Debtors are seeking parallel relief in their Chapter 11
cases with respect to the First Amended Joint Chapter 11 Plan and
accompanying Disclosure Statement, Stikeman Elliott LLP says on
behalf of the CCAA Applicants.

As previously reported, U.S. Bankruptcy Judge Carey and Mr.
Justice Gascon approved the cross-border insolvency protocol in
July 2009 to facilitate cross-border coordination, and to
effectuate an orderly and efficient administration of, the CCAA
Proceedings and Chapter 11 cases while maintaining their
independent jurisdictions.

The Cross-Border Insolvency Protocol provides that the Canadian
Court will have sole and exclusive jurisdiction over the CCAA
Proceedings and the U.S. Bankruptcy Court will have sole and
exclusive jurisdiction over the Chapter 11 Cases.  The Canadian
Court and the U.S. Bankruptcy Court may coordinate activities,
communicate with one another, and conduct joint hearings.

The Canadian Court also approved procedures related to the
solicitation, review and determination of claims against the CCAA
Applicants, which was also approved by the U.S. Bankruptcy Court
in February 2010.

In May 2010, to further the extensive review of the available
alternatives and lengthy negotiations or consultations with
various creditor groups, regulators and other stakeholders, (i)
the CCAA Applicants filed prior draft versions of the CCAA Plan
and Circular; and (ii) the U.S. Debtors filed with the U.S.
Bankruptcy Court the First Amended Plan and Disclosure Statement.

The Cross-Border Voting Protocol establishes efficient and
consistent procedures for the Cross-Border Voting Creditors.  It
was negotiated between the CCAA Applicants, the U.S. Debtors, the
CCAA Monitor, and the Official Committee of Unsecured Creditors
in the U.S. Debtors' Chapter 11 cases.  The Cross-Border Voting
Protocol seeks to ensure compliance with the Plan confirmation
procedures under the CCAA Proceedings and the Chapter 11 cases
and to minimize the potential for any confusion of creditors of
the Cross-Border Debtors in connection with the solicitation
process, Stikeman Elliott relates.

It provides, in essence, that a Cross-Border Voting Creditor's
vote on the Chapter 11 Plan will be deemed a vote on the CCAA
Plan.  Conversely, a vote on the CCAA Plan will be deemed a vote
on the Chapter 11 Plan.

The Cross-Border Voting Protocol sets forth the procedures to be
applied with respect to the voting of claims against the Cross-
Border Debtors in both the Chapter 11 Cases and the CCAA
Proceedings.  It also provides that any claim of a Cross-Border
Voting Creditor against any of the Cross-Border Debtors will be
dealt with in accordance with the Cross-Border Voting Protocol.

A full-text copy of the CCAA Plan Information Circular detailing,
among other things, the Cross-Border Voting Protocol is available
for free at http://bankrupt.com/misc/CCAA_PlanInfoCircular.pdf

Ernst & Young, Inc., the monitor overseeing the CCAA Proceedings,
also delivered to Mr. Justice Gascon its 42nd Monitor Report and
Supplemental Report detailing the filing of, among other things,
the Information Circular with respect to the CCAA Plan.

Full-text copies of E&Y's 42nd Monitor Reports are available for
free at:

    http://bankrupt.com/misc/CCAA_42ndMonitorReport.pdf
    http://bankrupt.com/misc/CCAA_Supp42ndMonitorReport.pdf

                     About AbitibiBowater

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

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

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

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

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


AES CORP: End of China Investment Deal Won't Affect Fitch's Rating
------------------------------------------------------------------
The ratings of The AES Corp. are not affected by the recent
termination of an investment agreement by China Investment
Corporation, Inc., according to Fitch Ratings.  On June 28, 2010,
Fitch affirmed AES' Issuer Default Rating at 'B+' with a Stable
Rating Outlook.  Fitch's ratings affirmation was not dependent
upon the consummation of a transaction pursuant to which CIC, the
China sovereign wealth fund, would purchase a 35% stake in AES'
wind generation business for $571 million.  The two parties have
recently announced that the letter of intent has expired.  Also,
AES has announced a common stock repurchase program of up to
$500 million until Dec. 31, 2010, that is consistent with
alternatives considered in Fitch's current rating of AES.

The company has ample cash and liquidity, due in part to
approximately $1.58 billion in proceeds received from a separate
transaction in which CIC purchased new shares representing
approximately a 15% ownership stake in AES.

The current ratings of AES parent-level obligations, all with a
Stable Rating Outlook, are:

  -- IDR 'B+';
  -- Short-term IDR 'B';
  -- Senior secured debt 'BB+/RR1';
  -- Senior unsecured debt 'BB/RR1'.

AES Trust III

  -- Trust preferred 'B+/RR4'.


AIRTRAN HOLDINGS: S&P Raises Corporate Credit Rating to 'B-'
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on Orlando,
Fla.-based AirTran Holdings Inc., including the corporate credit
rating, to 'B-' from 'CCC+'.  The recovery rating on senior
unsecured debt remains '6', indicating S&P's expectations of a
negligible (0% to 10%) recovery in a default scenario.

"S&P base the upgrade on consistent recent and expected financial
performance and liquidity that should remain sufficient for
operating needs and debt service," said Standard & Poor's credit
analyst Philip Baggaley.  AirTran reported one of the best
earnings among U.S. airlines in 2009 (in terms of margins and
absolute level), mainly due to the fact that the U.S. and global
recession did not hurt its main market (domestic leisure travel)
as badly as business and international traffic.  "That said, S&P
does not expect AirTran to benefit as much from this year's
improvement in industry conditions (including in particular
business and international traffic) as "legacy" airlines (large
hub-and-spoke airlines, such as competitor Delta Air Lines Inc.),"
he continued.

S&P expects AirTran's financial profile to remain fairly stable,
with somewhat lower (but still satisfactory) earnings this year,
EBITDA interest coverage in the 1.4x to 1.8x range, and funds from
operations to total debt in the 8% to 11% range.  S&P believes
that a further upgrade is unlikely over the near to intermediate
term, given AirTran's heavy debt load and modest competitive
position.  S&P also believes a downgrade is unlikely, given solid
operating performance and reasonable liquidity.  However, if a
stalled U.S. economic recovery or serious oil price spike caused
losses, eroding liquidity (unrestricted cash and short-term
investments, plus available committed borrowing capacity) to fall
to below $350 million, S&P could lower the ratings.


ALLEN CAPITAL: Taps Jones Lang to Sell Dallas Logistics Hub
-----------------------------------------------------------
Steve Brown at The Dallas Morning News reports that Allen Capital
Partners named Jones Lang LaSalle to market the Dallas Logistics
Hub.

According to the report, Allen Capital Partners said that it
picked the commercial real estate brokerage firm to sell
development sites to take advantage of opportunities as the
economy improves.

"As a result of the steps we have taken over the last six months,
the Dallas Logistics Hub is in stronger position today and we're
aggressively moving forward with our sales activities," Dan
McAuliffe, who heads the project said in a statement, according to
The Dallas Morning News.

                         About Allen Capital

Allen Capital Partners LLC and subsidiary DLH Master Land Holding
LLC, are the developers of Dallas Logistics Hub, a 6,000-acre
multimodal logistics park 12 miles (19 kilometers) from downtown
Dallas.

Allen Capital Partners, LLC, dba The Allen Group, filed for
Chapter 11 bankruptcy protection on January 25, 2010 (Bankr. N.D.
Tex. Case No. 10-30562).  Mark MacDonald, Esq., at MacDonald +
MacDonald, P.C., assists the Company in its restructuring effort.
Lain, Faulkner & Co. is the Debtor's financial advisor.  The
Company listed $100,000,001 to $500,000,000 in assets and
$100,000,001 to $500,000,000 in liabilities in its petition.

The Debtor's affiliate -- DLH Master Land Holding, LLC, dba The
Allen Group -- filed a separate Chapter 11 bankruptcy petition.

Another affiliate, Visalia, California-based Richard S. Allen,
Inc., filed for Chapter 11 bankruptcy protection on May 3, 2010
(Bankr. N.D. Texas Case No. 10-33211).  Patrick J. Neligan, Jr.,
Esq., at Neligan Foley LLP, assists the Company in its
restructuring effort.  The Company estimated its assets and debts
at $50,000,001 to $100,000,000.

                           *     *     *

Allen Capital Partners LLC and subsidiary DLH Master Land Holding
LLC received an extension until July 31 of the exclusive right to
propose a reorganization plan.


ANGIOTECH PHARMACEUTICALS: Gets Non-Compliance Notice From NSM
--------------------------------------------------------------
Angiotech Pharmaceuticals, Inc., received a notice from The Nasdaq
Stock Market stating that Angiotech is not in compliance with
Nasdaq's Listing Rule 5450(a)(1) because the bid price for
Angiotech's common shares closed below the required minimum of
$1.00 per share for the previous 30 consecutive business days
(May 21, 2010 to July 2, 2010).  The notice also indicated that,
in accordance with Nasdaq's Listing Rule 5810(c)(3)(A), Angiotech
has a grace period of 180 calendar days, until January 3, 2011, to
regain compliance with Rule 5450(a)(1).  If at any time during
this grace period the bid price for Angiotech's common shares
closes at $1.00 per share or more for a minimum of 10 consecutive
business days, Nasdaq will notify Angiotech that it has regained
compliance with Rule 5450(a)(1).  In the event that Angiotech does
not regain compliance with Rule 5450(a)(1) prior to the expiration
of the grace period, Nasdaq will notify Angiotech that its common
shares are subject to delisting. Alternatively, Angiotech may be
eligible for an additional grace period if it meets the initial
listing standards, with the exception of bid price, for The Nasdaq
Capital Market.  As previously disclosed, Angiotech's management
and Board of Directors have been and are continuing to evaluate a
broad range of restructuring, reorganization and strategic
activities.  Angiotech believes it may consummate such a
transaction prior to the end of the 180-day grace period to
resolve this listing deficiency, but there can be no assurance
that any such transaction will be consummated or that the
consummation of any such transaction will resolve the listing
deficiency.


APPLEJACK ART: Files for Bankruptcy to Sell Assets
--------------------------------------------------
Applejack Art Partners, Inc., filed sought Chapter 11 protection
on July 6 (Bankr. D. Vermont Case No. 10-10911).

Dow Jones Newswires reports that the Company is involved in
litigation, including its appeal of a ruling that awarded $1.5
million to the estate of a former shareholder of the company.
Another appeal instigated by the company seeks to reverse a $1.6
million judgment.  The case, playing out in New York court,
accuses Applejack, Appelman and another company of defaulting on
two promissory notes totaling some $1.4 million.

Bennington Banner reports that the Company has asked the
bankruptcy court for authority to use cash collateral in order to
keep the business running as it restructures.  Three payments of
$20,000 plus $7,430 in interest will be paid to Berkshire Bank in
monthly installments from August 6 to September 6, 2010

Jennifer Emens-Butler, Esq., at Obuchowski & Emens-Butler,
represents the Debtor in its Chapter 11 effort.

                          Sale of Assets

Rachel Feintzeig at Dow Jones Daily Bankruptcy Review reports that
Applejack Art Partners is looking to sell its assets.

The report says President Jack Appelman indicated that the company
had already secured an offer for "a substantial part of its assets
and operations" and warned that the transaction is the company's
only means for survival.

"The company made some expansion decisions in the past few years
which turned out to be improvident in light of the circumstances
surrounding the purchases and the declining state of the economy,"
he said. "Without the sale, the company believes it would not be
able to continue."

                   About Applejack Art Partners

Applejack Art Partners manufactures fine art prints and sells
sports memorabilia.  It acquired Bruce McGaw Graphics in August
2009, gaining the exclusive rights to images from the Walt Disney
Co., the Museum of Modern Art and Andy Warhol.  Applejack is
represented by the Bethel law firm of Obuchowski and Emens-Butler.

The petition said that assets are $1,000,000 to $10,000,000 while
debts are $10,000,000 to $50,000,000.  Berkshire Bank holds a
secured note dated March 2007, totaling about $628,124, and a
second secured loan at $102,521.


ARROW AIR: Asks for Court Okay to Use MP Arrow's Cash Collateral
----------------------------------------------------------------
Arrow Air, Inc., and Arrow Air Holdings Corp. seek authority from
the U.S. Bankruptcy Court for the Southern District of Florida to
use the cash collateral of MP Arrow III, LLC, until confirmation
of a Chapter 11 plan and dissolution of their businesses.

MP Arrow is the Debtors' primary secured creditor, and has a
security interest in all of the Debtors' property and assets,
which includes cash collateral.

Prepetition, Arrow, as borrower, and Holdings, as guarantor,
entered into the Second Amended and Restated Credit Agreement
dated May 5, 2009, with MP Arrow III, LLC, as lender, which
provided certain financial accommodations to the Debtors,
including (a) a senior secured term loan facility in the maximum
principal amount of $57,747,669 and (b) an unsecured term loan in
the maximum principal amount of $7,800,000.  The loans under the
Credit Agreement bear interest at 2.04% per annum and mature on
May 4, 2013.  As of March 31, 2010, the Secured Term Loan had an
outstanding principal and an accrued interest balance of
$58,529,302, and the Unsecured Term Loan had an outstanding
principal and accrued interest balance of $7,833,989.

Holdings guaranteed the obligations under the Credit Agreement
pursuant to the General Continuing Guaranty dated January 30, 2009
granted in favor of MP III.

Jordi Guso, Esq., at Berger Singerman, the attorney of the
Debtors, explains that the Debtors need to use the cash collateral
to fund their Chapter 11 case, pay suppliers and other parties.
The Debtors will use the collateral pursuant to a budget, a copy
of which is available for free at:

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

In exchange for using the cash collateral, the Debtors propose to
grant the secured creditor replacement liens on the Debtors'
property and assets and a superpriority administrative expense
claim.

                          About Arrow Air

Miami, Florida-based Arrow Air, Inc., provides scheduled and
charter cargo logistics services between the United States,
Central and South America, and the Caribbean.  The Company is a
wholly owned subsidiary of Arrow Air Holdings Corp., which is 95%
owned by an affiliate of MatlinPatterson Global Opportunities
Partners III.

Arrow Air, Inc., dba Arrow Cargo, filed for Chapter 11 bankruptcy
protection on June 30, 2010 (Bankr. S.D. Fla. Case No. 10-28831).
Jordi Guso, Esq., who has an office in Miami, Florida, represents
the Debtor in its restructuring effort.  The Company listed
$10,000,001 to $50,000,000 in assets and $100,000,001 to
$500,000,000 in liabilities.


ARROW AIR: Section 341(a) Meeting Scheduled for August 4
--------------------------------------------------------
The U.S. Trustee for Region 21 will convene a meeting of Arrow
Air, Inc.'s creditors on August 4, 2010, at 10:00 a.m.  The
meeting will be held at Claude Pepper Federal Building, 51 SW
First Ave Room 1021, Miami, FL 33130.

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.

                          About Arrow Air

Miami, Florida-based Arrow Air, Inc., provides scheduled and
charter cargo logistics services between the United States,
Central and South America, and the Caribbean.  The Company is a
wholly owned subsidiary of Arrow Air Holdings Corp., which is 95%
owned by an affiliate of MatlinPatterson Global Opportunities
Partners III.

Arrow Air, Inc., dba Arrow Cargo, filed for Chapter 11 bankruptcy
protection on June 30, 2010 (Bankr. S.D. Fla. Case No. 10-28831).
Jordi Guso, Esq., who has an office in Miami, Florida, represents
the Debtor in its restructuring effort.  The Company listed
$10,000,001 to $50,000,000 in assets and $100,000,001 to
$500,000,000 in liabilities.


ARROW AIR: Taps Haynes and Boone as Bankruptcy Counsel
------------------------------------------------------
Arrow Air, Inc., and Arrow Air Holdings Corp. have sought
permission from the U.S. Bankruptcy Court for the Southern
District of Florida to employ Haynes and Boone, LLP, as bankruptcy
counsel, nunc pro tunc to the Petition Date.

Haynes and Boone will, among other things:

     a. prepare and file motions, orders, applications, other
        pleadings, adversary proceedings, and other legal
        documents on behalf of the Debtors as may be necessary in
        the administration of the case;

     b. represent the Debtors in promulgating a plan of
        liquidation and assist with liquidation and orderly wind
        down of the Debtors' operations;

     c. represent the Debtors and to protect the interests of the
        Debtors in all matters pending before the Court; and

     d. represent the Debtors in negotiations with creditors.

Haynes and Boone will be paid based on the hourly rates of its
personnel:

        Kenric D. Kattner, Partner                 $750
        Blaine F. Bates, Partner                   $595
        Doug H. Edwards, Partner                   $575
        Kourtney Lyda, Associate                   $535
        Peter C. Ruggero, Associate                $370
        Kelli M. Stephenson, Associate             $270
        Jermaine Johnson, Paralegal                $250

Kenric D. Kattner, a partner at Haynes and Boone, 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.

                          About Arrow Air

Miami, Florida-based Arrow Air, Inc., provides scheduled and
charter cargo logistics services between the United States,
Central and South America, and the Caribbean.  The Company is a
wholly owned subsidiary of Arrow Air Holdings Corp., which is 95%
owned by an affiliate of MatlinPatterson Global Opportunities
Partners III.

Arrow Air, Inc., dba Arrow Cargo, filed for Chapter 11 bankruptcy
protection on June 30, 2010 (Bankr. S.D. Fla. Case No. 10-28831).
Jordi Guso, Esq., who has an office in Miami, Florida, represents
the Debtor in its restructuring effort.  The Company listed
$10,000,001 to $50,000,000 in assets and $100,000,001 to
$500,000,000 in liabilities.


ARROW AIR: Wants to Hire Berger Singerman as Co-Counsel
-------------------------------------------------------
Arrow Air, Inc., and Arrow Air Holdings Corp. have asked for
authorization from the U.S. Bankruptcy Court for the Southern
District of Florida to employ Berger Singerman, P.A., as co-
counsel, nunc pro tunc to the Petition Date.

Berger Singerman will, among other things:

     a. give advice to the Debtors with respect to their powers
        and duties as debtors-in-possession and the continued
        management of their business operations;

     b. prepare motions, pleadings, orders, applications,
        adversary proceedings, and other legal documents necessary
        in the administration of the bankruptcy cases;

     c. protect the interests of the Debtors in matters pending
        before the Court; and

     d. represent the Debtors in negotiations with their creditors
        and in the preparation plan.

Jordi Guso, a shareholder at Berger Singerman, says that the firm
has worked as co-counsel on several cases with Haynes and Boone,
the Debtors' prospective co-general counsel.

Mr. Guso says that Berger Singerman will be paid based on the
hourly rates of its personnel:

        Attorneys                          $260-$560
        Jordi Guso                           $525
        Associate Attorneys                $260-$425
        Legal Assistants & Paralegals       $75-$195

Mr. Guso assures the Court that Berger Singerman 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 Arrow Air

Miami, Florida-based Arrow Air, Inc., provides scheduled and
charter cargo logistics services between the United States,
Central and South America, and the Caribbean.  The Company is a
wholly owned subsidiary of Arrow Air Holdings Corp., which is 95%
owned by an affiliate of MatlinPatterson Global Opportunities
Partners III.

Arrow Air, Inc., dba Arrow Cargo, filed for Chapter 11 bankruptcy
protection on June 30, 2010 (Bankr. S.D. Fla. Case No. 10-28831).
Jordi Guso, Esq., who has an office in Miami, Florida, represents
the Debtor in its restructuring effort.  The Company listed
$10,000,001 to $50,000,000 in assets and $100,000,001 to
$500,000,000 in liabilities.


ASARCO LLC: Court Grants Final Approval for 4 Firms' Fees
---------------------------------------------------------
U.S. Bankruptcy Judge Schmidt separately awarded four
professionals retained in Asarco LLC's Chapter 11 cases their
final fees and expenses in these amounts:

                            Fee            Allowed       Allowed
Professional               Period            Fees       Expenses
------------             ----------       ---------     --------
Anderson Kill &          08/09/05 to     $5,936,375     $617,149
Olick L.L.P.             12/08/09

AlixPartners, LLC        11/01/07 to      1,626,387       95,359
                         12/09/09

Porter & Hedges LLP      01/01/09 to        176,308        9,666
                         12/08/09

Patton Boggs LLP         03/01/06 to      1,276,236       90,248
                         12/09/09

Anderson Kill is the Debtors' special insurance counsel.  Patton
Boggs is special counsel to the Debtors.  AlixPartners served as
the Debtors' balloting agent.  Porter & Hedges served as the
Independent Directors' independent counsel.

                   Union Replies to Objection

The United Steel, Paper and Forestry, Rubber, Manufacturing,
Energy, Allied Industrial and Service Workers International Union
AFL-CIO and the law firm of Cohen, Weiss and Simon LLP ask the
Court to approve the final fee applications of Cohen Weiss, as
USW's counsel and Potok and Co., as investment banker and
financial advisors to the USW.  They also ask the Court to
overrule ASARCO LLC and the Parent's objection to the USW Final
Fee Applications.

Richard M. Seltzer, Esq., at Cohen, Weiss and Simon LLP, in New
York -- rseltzer@cwsny.com -- contends that ASARCO LLC and the
Parent's now-abandoned timeliness argument in their objection was
without merit and inconsistent with a Court-approved stipulation
between the USW and ASARCO LLC.  He argues that it was
disingenuous for them to withdraw the timeliness objection
without explanation.

ASARCO and the Parent have failed to object to the reasonableness
of the USW Final Fee Applications, Mr. Seltzer contends.  He adds
that ASARCO and the Parent have waived their objections as to
reasonableness and withdrawn their objection as to timeliness and
hence, there is no basis for the continued prosecution of an
objection, let alone a basis for a stay.

The Union also filed exhibits containing certain Court documents,
including the order granting fees to the Union, in support of the
USW Final Fee Applications.

                         Stipulations

A. ASARCO and Reed Smith

Reorganized ASARCO LLC agrees to withdraw its objection to Reed
Smith LLP's final fee application for services the firm provided
as counsel to the Official Committee of Unsecured Creditors.

The parties agree that the Court should approve Reed Smith's
application for final approval of $15,842,375 in fees and
$839,198 in expenses because the fees and expenses incurred
provided a tangible, material benefit to the bankruptcy estates.

The parties also agree that the Court should authorize the Plan
Administrator or ASARCO to pay to Reed Smith (i) the reserve
amount in partial satisfaction of the unpaid portion of the final
fees and expenses amount, (ii) the balance of any unpaid fees and
expenses approved in these cases, totaling $3,878, and (iii) the
fees and expenses of Reed Smith incurred after the Effective Date
in response to ASARCO's objection up to a maximum of $25,000.

Upon payment of the stipulated amounts, Reed Smith will be deemed
to have withdrawn with prejudice its Fee Enhancement Request in
the amount of $1,000,000.

Judge Schmidt subsequently approved the parties' stipulation.

B. ASARCO and Fulbright & Jaworski

In a Court-approved stipulation, ASARCO agree to withdraw with
prejudice its objection to the final fee application of Fulbright
& Jaworski L.L.P. with respect to the ordinary fees and expenses
sought in the application and its amendment.  Fulbright, the
special local counsel to the Creditors Committee, has sought the
allowance of fees, aggregating $6,054,135.

Fulbright agreed to reduce its requested amount by $33,196, and
made no claim to the funds held back by ASARCO for the payment of
the amount.  Fulbright also agreed to withdraw with prejudice its
fee enhancement request for $605,413.

Louis R. Strubeck, Esq., a partner at Fulbright, previously
submitted to the Court a proffer in support of the firm's fee
application and fee enhancement request.

C. ASARCO and FTI

ASARCO and FTI Consulting, Inc., agree that ASARCO will withdraw
with prejudice its objection to FTI's final fee application and
hence, the final fee payment will be paid in full.

FTI agrees to reduce its monthly fees by $300,000, and its
application fees by $7,741.  FTI also agrees that ASARCO may set
off the agreed reduction and the reduced application fees against
the final fee payment.  The amount of FTI's final fees and
expenses will be deemed reduced to $7,837,521, and the Plan
Administrator will pay $1,240,000 to FTI from the Reserve Amount.

Judge Schmidt approved the parties' stipulation.

                          About Asarco LLC

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

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

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

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


ASARCO LLC: Funds New Soil Cleanups in Washington
-------------------------------------------------
With ASARCO environmental damage settlement dollars secured and
the Legislature's support, the Washington Department of Ecology
(Ecology) is planning the next phase of arsenic and lead cleanup
associated with a century of operations at the former Asarco
Smelter near Tacoma.

Ecology is laying the groundwork now so sampling and cleanup at
play areas in public parks, camps and public housing can begin
in earnest this summer.  These properties are within a 200 square-
mile geographic "service area" that includes the most highly
contaminated portions of the Tacoma Smelter Plume -- an area of
widespread soil contamination from airborne emissions from the
former smelter.  The Legislature provided Ecology $3.9 million to
cover the costs of sampling and cleanup this next year.

Rep. Dave Upthegrove (D-Des Moines), who sponsored legislation in
2005 to require playground testing and cleanup, says this funding
was a high environmental budget priority this year.

"Soil contamination is a serious health concern for Puget Sound
communities," said Mr. Upthegrove.  "Parents should not have to
worry about environmental toxins when they take their kids to
school or the playground.  This is the least we can do to protect
children's health."

Children are at the greatest risk for harm from exposure to toxic
chemicals, such as arsenic and lead.  Ecology's Soil Safety
Program focuses on reducing or eliminating risk from the worst
contamination in the Tacoma Smelter Plume by testing and cleaning
up soils in areas where children play.

"The first phase of the Soil Safety Program successfully cleaned
up play areas at schools and privately owned childcares to keep
children from coming into contact with remnants of Asarco's toxic
legacy," said Rebecca Lawson, Ecology's regional Toxics Cleanup
Program manager.  "We still have areas with high levels of
contamination.  With the Asarco settlement in hand and the
Legislature's approval to use that money, we're gearing up to
tackle more of the work."

The state successfully argued in federal court that Washington
should receive a portion of Asarco's bankruptcy payouts to settle
the company's environmental damage here in the state.
Washington's settlement netted $188 million to pay back the state
for past Asarco-related cleanup costs and fund further cleanup of
the highest contaminated areas.

Prior to the December 2009 settlement, Ecology paid for cleanups
at schools and childcares out of the state toxics funding.

Ecology developed for the Legislature a 10-year plan that shows
how it will use the settlement money to clean up remaining Asarco-
related environmental damage at various smelter, landfill and mine
locations across the state.  The work to address cleanup in the
most contaminated parts of the Tacoma Smelter Plume area alone
could total an additional $94 million over what's been spent to
date.

Ecology already is talking with property owners and land managers
of parks, camps and public housing in the service area.  Ecology
can begin sampling July 1, 2010.  The state cleanup levels for
arsenic and lead in soil are 20 parts per million (ppm) and 250
ppm, respectively.  Ecology will clean up play areas with results
that average above those cleanup levels or that have a reading of
40 parts ppm arsenic or 500 ppm for lead in one location.

Arsenic can cause health problems in people, including heart
disease, diabetes and various cancers.  Lead can cause behavior
problems, permanent learning problems and stunt physical growth.
Effects on the human body are based on amount of exposure over
time.

Children are more vulnerable because they tend to put dirty
fingers and toys into their mouths.  Contaminated soil is one way
children can ingest arsenic and lead.

Ecology developed a number of soil safety publications in
partnership with Public Health -- Seattle & King County, Tacoma-
Pierce County Health Department and the Washington Department of
Health.  View the Soil Safety Program question-and-answer
document available on Ecology's Web site.

Ecology will update the public on sampling work using the agency's
ECOconnect blog.

                          About Asarco LLC

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

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

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

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


ASARCO LLC: Renews Objection to Baker Botts' Fees
-------------------------------------------------
Reorganized ASARCO LLC filed its first amended response and
objection to Baker Botts' final fee application and fee
enhancement request.  ASARCO also filed confidential proffers,
witness list and exhibit in support of the objection.

Baker Botts is seeking, through its Final Fee Application and Fee
Enhancement Request, an award of $136,006,226 in fees and
$6,065,598 in expenses, which include within its total fee a "fee
enhancement" request of $22,667,704.  Baker Botts asserted that
it is entitled to the award because "the results obtained in
[ASARCO LLC's] cases were so unexpected and extraordinary" that a
total fee of $113,338,522 would not "properly compensate" it for
the legal services it provided.

"Although ASARCO acknowledges that Baker Botts provided some
valuable services to the estate, the fact remains that Baker
Botts has already been paid handsomely for these services," J.
Clifford Gunter III, Esq., at Bracewell & Giuliani LLP, in
Houston, Texas, contends.

Mr. Gunter argues that the primary issue before the Court is
whether the amount sought by Baker Botts in its Fee Application
is reasonable and necessary in accordance with Section 330 of the
Bankruptcy Code, Fifth Circuit case law, and the guidelines of
the district pertaining to the compensation of professionals in
bankruptcy proceedings.

Mr. Gunter maintains that a close examination and careful
consideration of Baker Botts' Fee Application is warranted.

Accordingly, ASARCO asks the Court to:

  (a) disallow $15,034,619 in fees asserted in the Bakers Botts
      Fee Application:

         Description                                Amount
         -----------                              ----------
         Inadequate Descriptions                  $9,373,251
         Clerical/Admin. Efforts of Paralegals     3,469,155
         Inefficient Document Review Efforts       1,689,298
         Summer Associate Fees                       502,915

  (b) disallow $9,022,885 in fees asserted in the Bakers Botts
      Fee Application for these tasks that failed to provide a
      material benefit to the estate:

         Description                                Amount
         -----------                              ----------
         Plan Confirmation Efforts from May 2008
         Agreement with Sterlite until 9019
         Hearing for New Sterlite Agreement       $8,400,000


         Seeking Cash Bond for AMC Judgment        $186,9354

         Supporting a Revised Sterlite-Backed
         Plan after Confirmation Ruling              340,000

         Researching/Drafting Conflict of
         Interest Memo                               79,9635

         Researching/Drafting D&O Bonus Motion        10,207

         Researching/Drafting Contingency Fee Memo     5,780

  (c) disallow $1,024,724 in expenses asserted in the Bakers
      Botts' Fee Application:

         Description                                  Amount
         -----------                                --------
         Insufficient Travel Detail                 $810,192
         Non-Compliant Federal Express               114,997
         Socials/Overhead                             63,650
         Non-Compliant Faxes                          25,618
         Redacted Expenses                            10,265

Mr. Gunter emphasizes that the three primary reasons that a
percentage cut of the remainder of Baker Botts' fees are
appropriate are:

  (1) approximately $12,974,883 worth of Baker Botts' time were
      based on improperly clumped time entries;

  (2) Baker Botts' failure to create appropriate matter codes
      for discrete tasks, and Baker Botts' timekeepers' failure
      to consistently apply their time to the correct matter
      codes that were created, which hinders an effective
      analysis of the reasonableness and propriety of Baker
      Botts' time; and

  (3) a multitude of apparent inefficiencies in Baker Botts'
      handling of the various matters related to the ASARCO
      bankruptcy.

In a separate filing, ASARCO asks the Court to strike Baker
Botts' reconstructed time entries set forth in one of the firm's
exhibits and the portions of any proffers submitted by Baker
Botts espousing, adopting or referring in any way to the
reconstructed time entries.

Baker Botts attempted to recreate the factual record, and
submitted proffers that attach its purported attempts to fix
problems with their time entries, ASARCO alleges.  All in all,
Baker Botts submitted a 1,161-page exhibit that consists
primarily of reconstructed time records in an effort to remedy
deficiencies, Mr. Gunter contends.

"Baker Botts even asks the Court to award at least $412,630.40 in
fees for time spent on this effort -- an effort completely
lacking in credibility and reliability as changes are being made
months and years after the time was originally recorded," Mr.
Gunter argues.  He maintains that the Court should strike the
Reconstructed Time Entries as untimely and as inadmissible
hearsay.

                          About Asarco LLC

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

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

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

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


AUGUSTINE PRIETO: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Augustine Prieto
          aka Agustin Prieto
          dba Donut Inn
              Donut Inn Bakery
        8725 Sunland Boulevard
        Sun Valley, CA 91352

Bankruptcy Case No.: 10-18158

Chapter 11 Petition Date: July 6, 2010

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

Judge: Maureen Tighe

Debtor's Counsel: Giovanni Orantes, Esq.
                  Orantes Law Firm
                  3435 Wilshire Boulevard, 27th Floor
                  Los Angeles, CA 90010
                  Tel: (888) 619-8222
                  Fax: (877) 789-5776
                  E-mail: go@gobklaw.com

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

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

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/cacb10-18158.pdf

The petition was signed by the Debtor.


BEVERLY HILLS DERMATOLOGY: Voluntary Chapter 11 Case Summary
------------------------------------------------------------
Debtor: Beverly Hills Dermatology Center Inc.,
        A Medical Corporation
        414 N Camden Drive #775
        Beverly Hills, CA 90210

Bankruptcy Case No.: 10-19227

Chapter 11 Petition Date: July 6, 2010

Court: U.S. Bankruptcy Court
       Central District of California (Santa Ana)

Judge: Erithe A. Smith

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

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

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

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

The petition was signed by Jonathan Ledesma, CEO.

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                           Case No.    Petition Date
        ------                           --------    -------------
Garden Grove Dermatology Center Inc.,    10-19195         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
Corona Dermatology Center, Inc.,         10-19210         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
California Dermatology Center,           10-19216         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
Covina Dermatology Center Inc.,          10-19223         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
Diamond Bar Dermatology Center,          10-19230         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000


BLOCKBUSTER INC: CEO Keyes Discloses Class A Stake
--------------------------------------------------
Blockbuster Inc. chairman and CEO James W. Keyes disclosed
disposing of 245,180 shares of Class A common stock on July 2,
2010.  According to Mr. Keyes' filing with the Securities and
Exchange Commission, the shares represent those withheld from the
vesting of Mr. Keyes' restricted share units to cover tax
withholding obligations.

Mr. Keyes may be deemed to directly own 1,810,006 Class A shares,
the filing says.

Effective June 30, 2010, and as reported by the Troubled Company
Reporter, the Company and Mr. Keyes entered into an amended and
restated employment agreement that will govern the terms of Mr.
Keyes' employment with the Company going forward.  The amended and
restated employment agreement extends the term of Mr. Keyes'
employment agreement for one year to June 30, 2011.  The amended
and restated employment agreement does not increase the annual
rate of Mr. Keyes's base salary, but does provide that Mr. Keyes
will participate in the Company's Senior Executive Annual
Performance Bonus Plan and that his target annual cash performance
bonus will be equal to 100% of his base salary.  The annual bonus
actually payable to Mr. Keyes may range from 0% to 300% of the
target bonus based on actual performance achievement relative to
the applicable performance goals.

According to the revised agreement, Mr. Keyes will be paid a base
salary at an annual rate, to be determined by the Board, of not
less than $750,000 per year.

The amended and restated employment agreement also provides Mr.
Keyes with a retention bonus arrangement that consists of both
cash and equity features.  The cash portion of the retention bonus
is equal to $650,000, which is payable to Mr. Keyes on June 30,
2011, provided he remains employed on that date (or payable 60
days following his employment termination date if Mr. Keyes'
employment is terminated prior to June 30, 2011 by the Company
without "cause," due to his death or disability or by Mr. Keyes
for "good reason").  The equity portion of the retention bonus
consists of an award of 1,250,000 shares of the Company's Class A
common stock, which will be issued to Mr. Keyes on June 30, 2011,
under the Company's Long-Term Management Incentive Plan, if he
remains employed by the Company on that date (or is terminated
prior to June 30, 2011, by the Company without "cause," due to his
death or disability or by him for "good reason," in which case the
shares will be delivered to Mr. Keyes within 60 days of his
termination date).

However, in the event shares of the Company's Class A common stock
are not publicly traded on the date the equity award becomes due,
Mr. Keyes will be entitled to receive a cash payment equal to
$500,000 on June 30, 2011, as long as he is employed by the
Company on that date (or on the date that is sixty days following
the date his employment is terminated by the Company without
"cause," due to his death or disability or by him for "good
reason").

The amended and restated employment agreement also extends the
term of Mr. Keyes' outstanding stock options to seven years, but
otherwise does not affect Mr. Keyes' options (except as described
below in the event of certain terminations of Mr. Keyes'
employment).

The amended and restated employment agreement revises the good
reason termination trigger in Mr. Keyes' agreement, and will allow
Mr. Keyes to leave the employ of the Company for good reason if
his title, duties or responsibilities are significantly reduced or
his base salary or annual target bonus opportunity is materially
reduced, provided certain notice and cure requirements are
satisfied.  Upon a termination of employment by Mr. Keyes for good
reason or by the Company without cause, the amended and restated
employment agreement provides that Mr. Keyes will be entitled to
receive: (i) accrued but unpaid base salary and vacation time,
(ii) pro-rata vesting of any outstanding equity awards held by Mr.
Keyes that are subject solely to time-based vesting conditions,
(iii) the ability to exercise his vested stock options in
accordance with the Company's Long-Term Management Incentive Plan,
(iv) a pro-rata annual performance bonus for the fiscal year in
which the termination of employment occurs, (v) a lump sum payment
equal to 24 months' worth of Mr. Keyes' base salary, and (vi)
continued health plan eligibility for Mr. Keyes, his spouse and
his eligible dependents for 24 months or, if earlier, until Mr.
Keyes is eligible for comparable coverage under the plan of a
subsequent employer.  The noncompete restrictions in Mr. Keyes'
amended and restated employment agreement have been revised so
that they continue to apply for a one year period following
termination of Mr. Keyes' employment even if he is terminated
involuntarily.

A full-text copy of the amended and restated employment
agreement with Mr. Keyes is available at no charge
at http://ResearchArchives.com/t/s?6613

As reported by the Troubled Company Reporter on July 2, 2010,
Blockbuster entered into a Forbearance Agreement with certain of
its senior secured noteholders that provides the Company with
additional time and flexibility as it continues to engage in
productive discussions with certain of these noteholders and
strategic parties regarding various recapitalization
opportunities.

Blockbuster's Forbearance Agreement is with noteholders who have,
collectively, represented that they hold approximately 70% of the
Company's 11.75% senior secured notes due 2014.  The noteholders
executing it have agreed, through August 13, 2010, from exercising
certain rights and remedies they may have under the indenture and
related collateral documents arising from the failure by
Blockbuster to make the payments owing by it under the senior
secured notes on July 1, 2010.  Blockbuster has determined that
it will not make the payments due on the senior secured notes on
July 1, 2010, constituting a $23.9 million amortization payment
(inclusive of a 6.0% redemption premium) and an $18.5 million
interest payment.  By taking this action, Blockbuster will
preserve $42.4 million in incremental liquidity.

                      About Blockbuster Inc.

Blockbuster Inc. is a global provider of rental and retail movie
and game entertainment.  It has a library of more than 125,000
movie and game titles.  The company may be accessed worldwide
at http://www.blockbuster.com/

Blockbuster's quarterly report on Form 10-Q showed a net loss of
$65.4 million on $939.4 million of revenue for the 13 weeks ended
April 4, 2010, compared with net income of $27.7 million on $1.086
billion of revenue for the 13 weeks ended April 5, 2009.

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

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


BLOCKBUSTER INC: Ex-Hollywood Entertainment Owner Unloads Shares
----------------------------------------------------------------
Mark J. Wattles unloaded almost 2 million shares of Blockbuster
Inc. Class B common stock in various transactions from July 2 to
7, 2010, according to a regulatory filing with the Securities and
Exchange Commission.

Mr. Wattles indirectly owns those shares.  The shares are directly
owned by Mr. Wattles' Wattles Capital Management LLC and the HKW
Trust.  Mr. Wattles owns 100% of the membership interests of WCM.
Mr. Wattles is the settler and sole trustee of HKW Trust and
exercises sole discretion over HKW Trust.

In the early transactions, Mr. Wattles sold the Class B shares for
roughly $0.1.  In later transactions, the shares were sold for
less than $0.1.  Specifically, in the July 7 transactions, the
Class B shares were sold for roughly $0.06.

As reported by the Troubled Company Reporter, Mr. Wattles
disclosed that as of February 16, 2010, he may be deemed to own
6,200,000 shares or 5.1% of the outstanding Class A Common Stock
of Blockbuster Inc., through Wattles Capital Management and HKW
Trust.  Mr. Wattles also disclosed his beneficial ownership of
13,300,000 shares or 18.4% of the outstanding Class B Common Stock
of Blockbuster.

As a result of the sales, Mr. Wattles pared his Class B stake to
11,550,000 shares.  Mr. Wattles continues to hold 6,200,000 shares
of Blockbuster Class A common stock.

Prior to forming WCM, Mr. Wattles founded Hollywood Entertainment
Corporation, the second largest video rental and retail chain
after Blockbuster and the second largest video game specialty
retailer after Game Stop Corp., where he was Chairman and Chief
Executive Officer for more than 17 years.  Hollywood was sold for
$1.25 billion to Movie Gallery, Inc., in  April 2005.  The Trust
acquires, holds, manages and disposes of assets for the benefit of
a member of Mr. Wattles' family and The Wattles Family Foundation.

As reported by the Troubled Company Reporter on July 2, 2010,
Blockbuster entered into a Forbearance Agreement with certain of
its senior secured noteholders that provides the Company with
additional time and flexibility as it continues to engage in
productive discussions with certain of these noteholders and
strategic parties regarding various recapitalization
opportunities.

Blockbuster's Forbearance Agreement is with noteholders who have,
collectively, represented that they hold approximately 70% of the
Company's 11.75% senior secured notes due 2014.  The noteholders
executing it have agreed, through August 13, 2010, from exercising
certain rights and remedies they may have under the indenture and
related collateral documents arising from the failure by
Blockbuster to make the payments owing by it under the senior
secured notes on July 1, 2010.  Blockbuster has determined that
it will not make the payments due on the senior secured notes on
July 1, 2010, constituting a $23.9 million amortization payment
(inclusive of a 6.0% redemption premium) and an $18.5 million
interest payment.  By taking this action, Blockbuster will
preserve $42.4 million in incremental liquidity.

                      About Blockbuster Inc.

Blockbuster Inc. is a global provider of rental and retail movie
and game entertainment.  It has a library of more than 125,000
movie and game titles.  The company may be accessed worldwide
at http://www.blockbuster.com/

Blockbuster's quarterly report on Form 10-Q showed a net loss of
$65.4 million on $939.4 million of revenue for the 13 weeks ended
April 4, 2010, compared with net income of $27.7 million on $1.086
billion of revenue for the 13 weeks ended April 5, 2009.

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

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


BRAND ENERGY: S&P Changes Outlook to Negative on Pricing Pressure
-----------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Brand
Energy & Infrastructure Services to negative from stable and
affirmed the 'B' corporate credit rating on the company.  "The
negative outlook reflects S&P's view that Brand's EBITDA margin
will remain well below its historical midteens average at least
through 2010, leaving last-12-months leverage above S&P's 6.0x
target through most of 2011," said Standard & Poor's credit
analyst Marc Bromberg.

Standard & Poor's considers Brand's business profile to be
vulnerable.  Brand is the largest provider of work access (i.e.,
scaffolding) and multi-craft services in North America, with
customers primarily in the energy sector-in particular refineries,
and, to a lesser extent, utilities.  Despite a strong maintenance
component of about 65% of revenues, some of Brand's customers have
pushed back maintenance capital expenditures because of the poor
economy.  Brand has responded by lowering prices for some
customers, and S&P are concerned that the company could have
difficulty reversing these pricing concessions given S&P's
expectation that customer demand will remain weak over the next
several quarters.

The negative outlook reflects S&P's expectation that Brand will
encounter pricing pressure and near-term maintenance project
delays due to weak end-market conditions, leaving EBITDA margins
well below the historical midteens range.  S&P expects these
conditions to continue through at least 2010, and S&P anticipates
that Brand's LTM adjusted leverage will exceed 6x at least through
early 2011.

Because maintenance work can generally be delayed only
temporarily, S&P expects that Brand's utilization rates will be
near historical levels by year-end, albeit around currently low
margins.  However, if end-market conditions remain weak for a
prolonged period of time, leading to customers delaying aintenance
work longer than expected or if Brand loses maintenance projects
altogether, S&P would expect to lower the rating.

A positive rating action, which S&P considers unlikely in the
near-term, is tied to Standard & Poor's adjusted debt to LTM
EBITDA below 6x for a sustained period of time.


CALIFORNIA DERMATOLOGY: Voluntary Chapter 11 Case Summary
---------------------------------------------------------
Debtor: California Dermatology Center, Inc., A Medical Corporation
          dba Lederma Dermatalogy Center
        P.O. Box 15807
        Beverly Hills, CA 90209

Bankruptcy Case No.: 10-19216

Chapter 11 Petition Date: July 6, 2010

Court: U.S. Bankruptcy Court
       Central District of California (Santa Ana)

Judge: Erithe A. Smith

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

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

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

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

The petition was signed by Jonathan Ledesma, CEO.

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                           Case No.    Petition Date
        ------                           --------    -------------
Garden Grove Dermatology Center Inc.,    10-19195         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
Corona Dermatology Center, Inc.,         10-19210         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
Covina Dermatology Center Inc.,          10-19223         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
Beverly Hills Dermatology Center Inc.,   10-19227        07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
Diamond Bar Dermatology Center,          10-19230         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000


CARLYLE CAPITAL: Liquidators Sue Carlyle Group to Recoup Losses
---------------------------------------------------------------
Dow Jones Newswires' Marietta Cauchi reports that Carlyle Group is
being sued by liquidators of the buyout firm's hedge fund Carlyle
Capital Corp., which collapsed in March 2008 following ill-timed
investments in the mortgage-bond market, a spokesman for the
liquidators told Dow Jones Newswires on Wednesday.

CCC was put into liquidation in March 2008, and Alan Roberts and
Neil Mather, from Begbies Traynor, were appointed joint
liquidators.

Dow Jones says Carlyle is being sued alongside former directors of
CCC in Guernsey in the Channel Islands; New York; Washington,
D.C., and Delaware for various breaches of fiduciary duty,
recklessness and negligence.  The liquidator hopes to recover more
than $1 billion representing capital losses at CCC, the spokesman
said.

"This suit is without merit.  We will vigorously contest all
claims and are confident we will prevail," said Christopher
Ullman, spokesman for Carlyle Group, according to Dow Jones.

Dow Jones relates that Carlyle Group set up the fund in 2006 as a
private vehicle and floated it in early July with $880 million in
investor capital.  To amplify the potential returns, Carlyle
Capital borrowed against its equity capital by 26 times -- or
nearly $22 billion.  Carlyle Group served as the fund's investment
manager and received about $17.2 million in fees from it in 2007.
By March 2008, CCC had defaulted on $16.6 billion of its
indebtedness.

Dow Jones relates Carlyle Group didn't purchase any of the fund's
shares, although individuals at Carlyle Group collectively owned
about 15% of the stock, and the buyout firm provided some $200
million in emergency funding as the fund struggled.

According to Dow Jones, Mr. Ullman said the fund invested in
triple-A-rated residential mortgage-backed securities issued by
U.S. housing agencies Freddie Mac and Fannie Mae.  He said the
fall in value was triggered by unprecedented volatility and a
dramatic fall in the value of the mortgage-bond market, which also
affected other financial institutions.


CASINO REA: Taps Polis & Associates as General Insolvency Counsel
-----------------------------------------------------------------
Casino REA Corporation, doing business as Casino Self Storage,
asks the U.S. Bankruptcy Court for the Central District of
California for permission to employ Polis & Associates, APLC, as
general insolvency counsel.

Polis & Associates will, among other things:

   -- advise the Debtor with respect to its rights, powers, duties
      and obligations as debtor-in-possession in the
      administration of the bankruptcy case, the management of its
      business affairs and the management of its properties;

   -- prepare pleadings, applications and conduct examinations
      incidental to administration; and

   -- advise and represent the Debtor in connection with all
      applications, motions or complaints for reclamation,
      adequate protection, sequestration, relief from stays,
      appointment of a trustee or examiner and all other similar
      matters.

Mr. Polis, a principal of Polis & Associates, tells the Court that
the firm received a gross prepetition retainer of $66,039, after
application of fees and expenses, the remaining balance is
$60,667.  Mr. Polis' hourly rate is $425.

Mr. Polis assures the Court that Polis & Associates is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

Mr. Polis can be reached at:

     Thomas J. Polis, Esq.
     Polis & Associates
     a Professional Law Corporation
     19800 MacArthur Boulevard, Suite 1000
     Irvine, CA 92612-2433
     Tel: (949) 862-0040
     Fax: (949) 862-0041
     E-mail: tom@polis-law.com

                         About Casino REA

Moorpark, California-based Casino REA Corporation, dba Casino Self
Storage, filed for Chapter 11 bankruptcy protection on May 20,
2010 (Bankr. C.D. Calif. Case No. 10-12502).  Thomas J. Polis,
Esq., at Polis & Associates, APLC, assists the Company in its
restructuring effort.  According to its schedules, the Company
listed $10,089,984 in assets and $11,516,395 in liabilities.


CELL THERAPEUTICS: Annual Shareholders' Meeting Set for Sept. 16
----------------------------------------------------------------
The Annual Meeting of Shareholders of Cell Therapeutics, Inc., is
expected to be held on September 16, 2010, at 10 a.m. Seattle,
Washington time, at the Company's headquarters at 501 Elliott
Avenue West, Suite 400, in Seattle, Washington, to discuss and
resolve upon these matters:

     (i) to elect two Class I directors to the Company's Board of
         Directors, each to serve until the 2013 Annual Meeting;

    (ii) to approve an amendment to the Company's amended and
         restated articles of incorporation to increase the total
         number of authorized shares from 810,000,000 to
         1,210,000,000 and to increase the total number of
         authorized shares of common stock from 800,000,000 to
         1,200,000,000;

   (iii) to approve an amendment to the Company's 2007 Equity
         Incentive Plan, as amended, to increase the number of
         shares available for issuance under the 2007 Equity Plan
         by 45,000,000 shares;

    (iv) to ratify the selection of Stonefield Josephson, Inc. as
         the Company's independent auditors for the year ending
         December 31, 2010;

     (v) to approve the adjournment of the Annual Meeting, if
         necessary or appropriate, to solicit additional proxies
         if there are insufficient votes at the time of the Annual
         Meeting to adopt Proposals (i) through (iv); and

    (vi) to transact such other business as may properly come
         before the meeting and all adjournments and
         postponements.

A full-text copy of the Company's notice to shareholders is
available at no charge at http://ResearchArchives.com/t/s?6614

As reported by the Troubled Company Reporter, Cell Therapeutics on
July 1 said it will retire all remaining 2010 convertible debt.

                     About Cell Therapeutics

Headquartered in Seattle, Washington, Cell Therapeutics, Inc.
(NASDAQ and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is a
biopharmaceutical company that develops an integrated portfolio of
oncology products aimed at making cancer more treatable.
Subsequent to the closure of its Bresso, Italy operations in
September 2009, CTI's operations are conducted solely in the
United States.

At March 31, 2010, the Company had $75,531,000 total assets and
$85,243,000 in total liabilities.

                       Going Concern Doubt

San Francisco-based Stonefield Josephson, Inc., has included an
explanatory paragraph in their report on Cell Therapeutics, Inc.'s
December 31, 2009, 2008 and 2007 consolidated financial statements
regarding their substantial doubt as to the Company's ability to
continue as a going concern.  The independent auditors reported
that the Company has sustained loss from operations over the audit
periods, incurred an accumulated deficit, and has substantial
monetary liabilities in excess of monetary assets as of
December 31, 2009.

                      Bankruptcy Warning

In its Form 10-Q report for the period ended September 30, 2009,
filed with the Securities and Exchange Commission, the Company
warned it does not expect it will have sufficient cash to fund
planned operations through the second quarter of 2010, which
raises substantial doubt about its ability to continue as a going
concern.  The Company said if it fails to obtain capital when
required, the Company said it may be required to delay, scale
back, or eliminate some or all of its research and development
programs and may be forced to cease operations, liquidate its
assets and possibly seek bankruptcy protection.


CELL THERAPEUTICS: CEO, 2 Directors Unload Shares
-------------------------------------------------
Cell Therapeutics, Inc.'s CEO James A. Bianco disclosed that on
June 29 and 30, 2010, he sold roughly 251,000 company shares in
various transactions.  The shares sold for $0.36 to $0.39 apiece.
He has reduced his stake to 3,706,028 shares after the
transactions.  He directly holds those shares.

Mr. Bianco may also be deemed to indirectly own 22 company shares
through his wife.

Director Phillip M. Nudelman, Ph.D., disclosed that on June 30 he
dumped roughly 40,000 company shares in various transactions.  The
shares sold for about $0.38 to $0.39 a share.  Mr. Nudelman has
pared his stake to 1,036,306 shares after the transaction.  He
directly holds the shares.

Director Fred Telling disclosed selling roughly 105,800 shares in
two transactions on June 28 and 29.  The shares sold for $0.42
apiece.  As a result, Mr. Telling has reduced his stake to 787,262
shares.  He directly holds those shares.

                     About Cell Therapeutics

Headquartered in Seattle, Washington, Cell Therapeutics, Inc.
(NASDAQ and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is a
biopharmaceutical company that develops an integrated portfolio of
oncology products aimed at making cancer more treatable.
Subsequent to the closure of its Bresso, Italy operations in
September 2009, CTI's operations are conducted solely in the
United States.

At March 31, 2010, the Company had $75,531,000 total assets and
$85,243,000 in total liabilities.

                       Going Concern Doubt

San Francisco-based Stonefield Josephson, Inc., has included an
explanatory paragraph in their report on Cell Therapeutics, Inc.'s
December 31, 2009, 2008 and 2007 consolidated financial statements
regarding their substantial doubt as to the Company's ability to
continue as a going concern.  The independent auditors reported
that the Company has sustained loss from operations over the audit
periods, incurred an accumulated deficit, and has substantial
monetary liabilities in excess of monetary assets as of
December 31, 2009.

                      Bankruptcy Warning

In its Form 10-Q report for the period ended September 30, 2009,
filed with the Securities and Exchange Commission, the Company
warned it does not expect it will have sufficient cash to fund
planned operations through the second quarter of 2010, which
raises substantial doubt about its ability to continue as a going
concern.  The Company said if it fails to obtain capital when
required, the Company said it may be required to delay, scale
back, or eliminate some or all of its research and development
programs and may be forced to cease operations, liquidate its
assets and possibly seek bankruptcy protection.


CHARLES PHILIP COWIN: Chapter 11 Plan Due by September 16
---------------------------------------------------------
The U.S. Bankruptcy Court for the U.S. Bankruptcy Court for the
Northern District of Illinois directed Charles Philip Cowin to
file the proposed Chapter 11 Plan by September 16, 2010.

Houston, Texas-based Charles P. Cowin filed for Chapter 11
bankruptcy protection on February 24, 2010 (Bankr. S.D. Texas Case
No. 10-31478).  Richard L. Fuqua, II, Esq., at Fuqua & Keim,
assists the Company in its restructuring effort.  The Company
estimated assets and debts at $10,000,001 to $50,000,000.


CONGOLEUM CORPORATION: Plan Became Effective July 1
---------------------------------------------------
American Biltrite Inc. disclosed that the bankruptcy
reorganization plan of its former majority-owned subsidiary
Congoleum Corporation became effective as of July 1, 2010.  By
operation of the reorganization plan, American Biltrite's
ownership interest in Congoleum was eliminated and new shares in
Congoleum have been issued to certain of Congoleum's prepetition
creditors.  American Biltrite will cease including Congoleum in
its consolidated results for periods beginning on or after July 1,
2010, the plan effective date.

Roger S. Marcus, Chairman of the Board, commented "Congoleum's
reorganization process was long and difficult, and we are pleased
to have it concluded.  Although American Biltrite's ownership
interest in Congoleum was eliminated in the reorganization, we
will continue to provide management services under a two year
agreement that we entered into with Congoleum pursuant to the
Congoleum plan of reorganization.  We are optimistic about
Congoleum's prospects and look forward to working with the new
ownership."

                    About Congoleum Corporation

Based in Mercerville, New Jersey, Congoleum Corporation
(PINKSHEETS: CGMCQ) -- http://www.congoleum.com/-- manufactures
resilient sheet and tile and plank flooring products available in
a wide variety of product features, designs and colors.

The Company filed for Chapter 11 protection on December 31, 2003
(Bankr. D. N.J. Case No. 03-51524) as a means to resolve claims
asserted against it related to the use of asbestos in its products
decades ago.  Richard L. Epling, Esq., Robin L. Spear, Esq., and
Kerry A. Brennan, Esq., at Pillsbury Winthrop Shaw Pittman LLP,
and Paul S. Hollander, Esq., and James L. DeLuca, Esq., at Okin,
Hollander & DeLuca, LLP, represent the Debtors.

The Asbestos Claimants' Committee is represented by Peter Van N.
Lockwood, Esq., and Ronald Reinsel, Esq., at Caplin & Drysdale,
Chtd.  The Bondholders' Committee is represented by Michael S.
Stamer, Esq., and James R. Savin, Esq., at Akin Gump Strauss Hauer
& Feld LLP.  Nancy Isaacson, Esq., at Goldstein Isaacson, PC,
represents the Official Committee of Unsecured Creditors.

R. Scott Williams, Esq., at Haskell Slaughter Young & Rediker,
LLC, the Court-appointed Futures Claimants Representative, is
represented by Roger Frankel, Esq., Richard Wyron, Esq., and
Jonathan P. Guy, Esq., at Orrick Herrington & Sutcliffe LLP, and
Stephen B. Ravin, Esq., at Forman Holt Eliades & Ravin LLC.

American Biltrite, Inc. (AMEX: ABL), which owns 55% of Congoleum,
is represented by Matthew Ward, Esq., Mark S. Chehi, Esq.,
Christopher S. Chow, Esq., and Matthew P. Ward, Esq., at Skadden
Arps Slate Meagher & Flom.

Various entities have filed bankruptcy plans for the Debtors.  In
February 2008, the legal representative for future asbestos-
related claimants; the asbestos claimants' committee; the official
Committee of holders of the Company's 8-5/8% Senior Notes due
August 1, 2008; and Congoleum jointly filed a joint plan of
reorganization.  Various objections to the Joint Plan were filed.
In June 2008, the Bankruptcy Court issued a ruling that the Joint
Plan was not legally confirmable.

In August 2008, the Bondholders' Committee, the ACC, the FCR,
representatives of holders of prepetition settlements and
Congoleum entered into a term sheet describing the proposed
material terms of a new plan of reorganization and a settlement of
avoidance litigation with respect to prepetition claim settlement.
Certain insurers and a large bondholder filed objections to the
Litigation Settlement or reserved their rights to object to
confirmation of the Amended Joint Plan.  The Bankruptcy Court
approved the Litigation Settlement in October 2008.  The Amended
Joint Plan was filed in November 2008.

In January 2009, certain insurers filed a motion for summary
judgment seeking denial of confirmation of the Amended Joint Plan.
On February 26, 2009, the Bankruptcy Court rendered an opinion
denying confirmation of the Amended Joint Plan.  Moreover, the
Bankruptcy Court dismissed Congoleum's bankruptcy case.

On February 27, 2009, Congoleum and the Bondholders' Committee
appealed the Order of Dismissal and the ruling denying plan
confirmation to the U.S. District Court for the District of New
Jersey.  The District Court overturned the dismissal order, and
assumed jurisdiction of the bankruptcy proceedings.

In June 2010, Congoleum Corporation obtained from the District
Court of New Jersey an order confirming Congoleum's Plan of
Reorganization.


CONNECTOR 2000: No Unsecured Creditors Committee Appointed
----------------------------------------------------------
W. Clarkson McDow, Jr., the U.S. Trustee for Region 4, has not
appointed a committee of unsecured creditors in the Connector 2000
Association, Inc.'s Chapter 9 bankruptcy case.  The Trustee says
that the number of persons eligible and available to serve on the
committee is presently insufficient to form a committee of
unsecured creditors.

The Trustee will appoint a committee of unsecured creditors upon
the request of an adequate number of unsecured creditors.

                        About Connector 2000

Piedmont, South Carolina-based Connector 2000 Association Inc. is
a non-profit association set up by the South Carolina Department
of Transportation to finance, construct and operate the 16-mile
toll road known as the "Southern Connector" in Greenville County,
and to build the South Carolina Highway 153 Extension.

Connector 2000 filed for Chapter 9 bankruptcy protection on June
24, 2010 (Bankr. D. S.C. Case No. 10-04467), listing both assets
and debts between $100,000,001 and $500,000,000.  Judge David R.
Duncan presides over the case.  Stanley H. McGuffin, Esq., at
Haynsworth Sinkler Boyd P.A., serves as bankruptcy counsel.


CONNECTOR 2000: Investor Blames State Lawmakers for Bankruptcy
--------------------------------------------------------------
Ben Szobody, writing for The Greenville News, reports that one of
the major institutional investors in the Southern Connector toll
road said state lawmakers had an easy route to avoid the toll
road's bankruptcy, but instead went "missing in action" in a
decision that will dearly cost taxpayers.

Mr. Szobody reports that Paul Steets, executive vice president for
brokerage GMS Group LLC, told The Greenville News that:

     -- legislation that recently failed to get Senate approval
        would have protected taxpayers, extended the window in
        which the toll road could pay off investors and repaid the
        state for highway maintenance; and

     -- taxpayers now will have to pay for state lawyers in
        bankruptcy court and will likely face greater costs the
        next time the state seeks to finance a highway, such as
        for the long-sought Interstate 73 to Myrtle Beach.

Greenville News also reports that state Sen. Larry Grooms,
chairman of the Senate Transportation Committee, said the state
didn't issue the bonds and isn't financially liable for them,
calling it a private business deal that went bad and one that will
benefit from a public airing in bankruptcy court.  Mr. Grooms said
he also chaired the state public-private partnership committee and
that expert testimony two years ago addressed the possibility of a
Connector bankruptcy and concluded that it would have no impact on
the state's ability to finance other projects.

According to the report, State Sen. Paul Campbell, who also serves
on the Transportation Committee, said he's not sure why the
legislation didn't go anywhere and that he supported it along with
Upstate lawmakers because it's important to maintain public-
private partnerships as a way to fund state roads.

Connector 2000 Association Inc. is a non-profit association set up
by the South Carolina Department of Transportation to finance,
construct and operate the 16-mile toll road known as the "Southern
Connector" in Greenville County, and to build the South Carolina
Highway 153 Extension.

According to the report, Mr. Steets, who said his firm both owns
Connector bonds and represents other bondholders, said the state
faces a "real credibility gap."  "If South Carolina were going to
finance another toll road or similar type of project, I can't
imagine us participating," he said.  "There will be a penalty in
my opinion the next time they want to do a project financing in
the state of South Carolina."

                        About Connector 2000

Piedmont, South Carolina-based Connector 2000 Association Inc. is
a non-profit association set up by the South Carolina Department
of Transportation to finance, construct and operate the 16-mile
toll road known as the "Southern Connector" in Greenville County,
and to build the South Carolina Highway 153 Extension.

Connector 2000 filed for Chapter 9 bankruptcy protection on June
24, 2010 (Bankr. D. S.C. Case No. 10-04467), listing both assets
and debts between $100,000,001 and $500,000,000.  Judge David R.
Duncan presides over the case.  Stanley H. McGuffin, Esq., at
Haynsworth Sinkler Boyd P.A., serves as bankruptcy counsel.


CONSPIRACY ENTERTAINMENT: To Sell $600,000 Notes Under Agreement
----------------------------------------------------------------
Conspiracy Entertainment Holdings Inc. entered into a subscription
agreement.  The Company agreed to sell the subscribers up to
$600,000 principal amount of promissory notes in one or more
closings and issue the Subscribers one Class A Warrant for each
two shares which would be issued upon the full conversion of the
Promissory Notes assuming the full conversion of the Promissory
Notes.  On June 30, 2010, pursuant to the Subscription Agreement,
the Company issued and sold secured convertible notes in the
aggregate principal amount of $300,000 to the Subscribers and
issued warrants to purchase 7,500,000 shares of the Company's
Common Stock at $.02 per share.  Immediately following the
closing, there were 25,069,701 outstanding shares of the Company's
common stock.

The Notes mature one year from the date of issuance and will
accrue interest at the rate of 15%.  Upon a default in the payment
of any amounts due under the Notes, the interest rate will be
increased to 18%.  Upon the occurrence of an Event of Default, all
principal and interest then remaining unpaid shall be immediately
due and payable.   Events of Default include but are not limited
to:

   i) the Company's failure to make payments when due,

  ii) breaches by the Company of its representations, warranties
      and covenants, and

iii) delisting of the Company's common stock from the OTC
      Bulletin Board.

Pursuant to the terms of the Notes, the Subscribers have the
right, so long as the Notes are not fully repaid, to convert the
Notes into shares of the Company's common stock at a conversion
price per share that is equal to the lesser of $.02, or $70% of
the average of the five lowest closing bid prices for the
Company's Common Stock as reported by Bloomberg L.P. for the
Principal Market for the ten trading days preceding the date the
Subscriber gives the Company notice of conversion, as may be
adjusted.  The Notes contain anti-dilution provisions, including
but not limited to if the Company issues shares of its common
stock at less than the then existing conversion price, the
conversion price of the Notes will automatically be reduced to
such lower price.  The Notes and Warrants contain limitations on
conversion, including the limitation that the holder may not
convert its Note to the extent that upon conversion the holder,
together with its affiliates, would own in excess of 4.99% of the
Company's outstanding shares of common stock.

The Notes are secured by a security interest in certain assets of
the Company.

The Warrants issued to the Subscribers terminate five years from
the Closing Date.

              About Conspiracy Entertainment Holdings

Based in Santa Monica, California, Conspiracy Entertainment
Holdings, Inc., develops, publishes and markets interactive
entertainment software.  The Company currently publishes titles
for many popular interactive entertainment hardware platforms,
such as Sony's PlayStation, Nintendo 64 and Nintendo's Game Boy
Color and Game Boy Advance as well as the next generation hardware
platforms such as Sony's PlayStation 2, Sony's PSP, Nintendo
GameCube, Nintendo's DS, Microsoft's Xbox, and also for the PC.

                           *     *     *

The Company's balance sheet at March 31, 2010, showed $4.1 million
in total assets and $9.1 million in total liabilities, for a total
stockholders' deficit of $4.9 million.


CORONA DERMATOLOGY: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Corona Dermatology Center Inc., A Medical Corporation
        1810 Fullerton Avenue, #101
        Corona, CA 92881-0000

Bankruptcy Case No.: 10-19210

Chapter 11 Petition Date: July 6, 2010

Court: U.S. Bankruptcy Court
       Central District of California (Santa Ana)

Judge: Erithe A. Smith

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

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

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

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

The petition was signed by Jonathan Ledesma, CEO.

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                           Case No.    Petition Date
        ------                           --------    -------------
Garden Grove Dermatology Center Inc.,    10-19195         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
California Dermatology Center,           10-19216         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
Covina Dermatology Center Inc.,          10-19223         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
Beverly Hills Dermatology Center Inc.,   10-19227        07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
Diamond Bar Dermatology Center,          10-19230         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000


COVINA DERMATOLOGY: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Covina Dermatology Center Inc., A Medical Corporation
        315 N 3rd Street, #304
        Covina, CA 91723

Bankruptcy Case No.: 10-19223

Chapter 11 Petition Date: July 6, 2010

Court: U.S. Bankruptcy Court
       Central District of California (Santa Ana)

Judge: Erithe A. Smith

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

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

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

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

The petition was signed by Jonathan Ledesma, CEO.

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                           Case No.    Petition Date
        ------                           --------    -------------
Garden Grove Dermatology Center Inc.,    10-19195         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
Corona Dermatology Center, Inc.,         10-19210         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
California Dermatology Center,           10-19216         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
Beverly Hills Dermatology Center Inc.,   10-19227        07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
Diamond Bar Dermatology Center,          10-19230         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000


CROWN VILLAGE: Emerges From Chapter 11 Bankruptcy Protection
------------------------------------------------------------
Nathan Carrick, staff writer at Maryland Community Newspaper
Online, reports that Crown Village Farm LLC emerged from Chapter
11 bankruptcy protection in June 2010.

According to the report, a property deal and annexation agreement
with the city signed in 2006 promised to bring homes, retail,
office space, roads, public art, a school and other amenities to
the 181-acre property near interstates 270 and 370 at Fields Road.
But the project's creditors alleged breach of contract, and two of
the original developers filed for bankruptcy in May 2009.
Creditors filed lawsuits in three states that did not settle until
December.

Vienna, Virginia-based Crown Village Farm LLC owns real property
in Gaithersburg, Maryland.  It is a joint venture formed by
KB Home Maryland Inc. and Centex Homes Crown LLC, each owning
50% of the membership interests in the venture.  Village Farm LLC
filed for Chapter 11 on May 1, 2009 (Bankr. D. Del. Case No.
09-11522).  Chun I. Jang, Esq. and Daniel J. DeFranceschi, Esq.,
at Richards, Layton & Finger, have been tapped as counsel.
Crown Village estimated its debts at less than $500 million and
its assets at less than $100 million in its chapter 11 petition.


CRYSTAL SPRINGS: Can Use Lenox Cash Collateral Until August 31
--------------------------------------------------------------
The Hon. Randolph J. Haines of the U.S. Bankruptcy Court for the
District of Arizona authorized Crystal Springs Phase I, LLC, and
Crystal Springs Investors, LLC, to use cash collateral until
August 31, 2010, with a 10% variation permissible on a category
basis.

The Debtors would use the cash collateral to fund the postpetition
operation of its business.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant Lenox Mortgage XII, LLC, a
replacement lien in the cash collateral that is held in the
Debtors' debtor-in-possession operating accounts, to the same
extent, and with the same validity and priority, as existed prior
to the filing of the Debtors' bankruptcy cases.

A hearing on the Debtors' continued use of cash collateral after
August 31 will be held at the Bankruptcy Court, 230 North First
Avenue, 6th Floor, Phoenix, Arizona 85003, Courtroom 603, at
1:30 p.m. on August 23.

                       About Crystal Springs

Phoenix, Arizona-based Crystal Springs Phase I filed for Chapter
11 bankruptcy protection on May 12, 2010 (Bankr. D. Ariz. Case No.
10-14516).  Mark W. Roth, Esq., at Polsinelli Shughart P.C.,
assists the Company in its restructuring effort.  The Company
estimated its assets and debts at $10,000,001 to $50,000,000.


CRYSTAL SPRINGS: Files Schedules of Assets and Liabilities
----------------------------------------------------------
Crystal Springs Phase I LLC filed with the U.S. Bankruptcy Court
for the District of Arizona its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property              $401,729
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $13,219,536
  E. Creditors Holding
     Unsecured Priority
     Claims                                            $3,789
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $1,458,254
                                 -----------      -----------
        TOTAL                       $401,729      $14,681,579

                       About Crystal Springs

Phoenix, Arizona-based Crystal Springs Phase I filed for Chapter
11 bankruptcy protection on May 12, 2010 (Bankr. D. Ariz. Case No.
10-14516).  Mark W. Roth, Esq., at Polsinelli Shughart P.C.,
assists the Company in its restructuring effort.  The Company
estimated its assets and debts at $10,000,001 to $50,000,000.


CRYSTAL SPRINGS: U.S. Trustee Unable to Form Creditors Panel
------------------------------------------------------------
The Office of the U.S. Trustee for Region 14 notified the U.S.
Bankruptcy Court for the District of Arizona that it was unable to
appoint an official committee of unsecured creditors in the
Chapter 11 cases of Crystal Springs Phase I, LLC, and Crystal
Springs Investors, LLC.

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

The U.S. Trustee reserves the right to appoint a committee if
interest develop among the creditors.

                       About Crystal Springs

Phoenix, Arizona-based Crystal Springs Phase I filed for Chapter
11 bankruptcy protection on May 12, 2010 (Bankr. D. Ariz. Case No.
10-14516).  Mark W. Roth, Esq., at Polsinelli Shughart P.C.,
assists the Company in its restructuring effort.  The Company
estimated its assets and debts at $10,000,001 to $50,000,000.


DELPHI CORP: Obama Bypasses Congress; Appoints PBGC Chief
---------------------------------------------------------
President Barack Obama said Wednesday that he would use a recess
appointment to install Joshua Gotbaum as head of the Pension
Benefit Guaranty Corp., dashing the hopes of Delphi Corp. retirees
who hoped to use the nomination as leverage to restart talks with
General Motors Corp. about their pension cuts, Bankruptcy Law360
reports.

Mr. Gotbaum, currently an operating partner at private equity fund
Blue Wolf Capital Partners LLC, was nominated Nov. 9 to serve as
director of the PBGC, Law360 relates.

                      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)


DELTA PETROLEUM: Appoints Carl Lakey as Chief Executive Officer
---------------------------------------------------------------
Delta Petroleum Corporation announced Wednesday that Carl Lakey
has been named Chief Executive Officer, effective immediately.
Mr. Lakey most recently served as Senior Vice President of
Operations for Delta and has been with the Company since 2007.

Prior to joining Delta Petroleum, Mr. Lakey spent six years
managing operations at El Paso Production Company and sixteen
years in various operational and technical positions at
ExxonMobil.

"Carl is a veteran oil and gas production and development
executive and has been instrumental in increasing net production
and proved reserves during his time at Delta Petroleum," said
Daniel Taylor, Chairman of the Board of Delta Petroleum.  "He's a
skilled operator and knows this business extremely well.  We
believe he is the right person to take Delta Petroleum forward,
particularly our principal assets in the Piceance Basin."

Delta also announced Wednesday that John R. Wallace, currently
President and COO, agreed to resign from the Company as an officer
and director to pursue other interests.  "John has been an
extremely valuable member of our leadership team, integral in
identifying and developing our most valuable asset, the Vega
field.  We thank him for his service, and wish him the best in his
future endeavors," said Mr. Taylor.

In addition, Delta announced that it has terminated discussions to
sign a definitive Purchase and Sale Agreement with Opon
International LLC to sell a 37.5% non-operated working interest
in, and jointly develop, its Vega Area assets in the Piceance
Basin.  Delta terminated the discussions after Opon was unable to
obtain financing for the transaction on the agreed-upon terms.
Delta will continue to pursue disciplined development of its main
asset in the Piceance Basin to bolster proved reserves.  In the
Vega Area, Delta is taking a balanced approach to employing new
procedures that are improving completion results while preserving
liquidity.  Delta is also continuing to pursue strategic
alternatives to enhance shareholder value.  Mr. Taylor continued,
"While Opon was unable to arrange financing for a transaction on
terms acceptable to us, we remain confident in the value of our
Vega Area asset, and intend to further delineate that value as we
consider the Company's other strategic alternatives."

                      About Delta Petroleum

Delta Petroleum Corporation (NASDAQ Global Market: DPTR)
-- http://www.deltapetro.com/-- is an oil and gas exploration and
development company based in Denver, Colorado.  The Company's core
areas of operations are the Rocky Mountain and Gulf Coast Regions,
which comprise the majority of its proved reserves, production and
long-term growth prospects.

The Company's balance sheet as of March 31, 2010, showed
$1.384 billion in assets, $699.3 million of liabilities, and
$684.5 million of stockholders' equity.

                          *     *     *

As reported in the Troubled Company Reporter on March 15, 2010,
KPMG LLP, in Denver, 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
ongoing losses and working capital deficiency, and that in
addition, outstanding borrowings under the Company's credit
facility are due January 15, 2011.

In its Form 10-Q for the three months ended March 31, 2010, the
Company said that it does not currently have the capital on hand
necessary to repay its credit facility borrowings due on
January 15, 2011, or develop its properties at the pace desired
based on current commodity prices.


DENNIS GIBBS: Replaces Counsel with Lawrence L. Szabo
-----------------------------------------------------
Dennis A. Gibbs and Laurie M. Gibbs notified the U.S. Bankruptcy
Court for the Northern District of California that Lawrence L.
Szabo, Esq. will substitute Vincent Renda as their counsel.

Mr. Szabo can be reached at:

     3608 Grand Avenue
     Oakland, CA 94610
     Tel: (510) 834-4893

Castro Valley, California-based Dennis A. Gibbs and Laurie M.
Gibbs filed for Chapter 11 bankruptcy protection on May 18, 2010
(Bankr. N.D. Calif. Case No. 10-45706).  Vincent Renda, Esq., at
Renda Law Offices, P.C., represents the Debtors in their
restructuring effort.  The Debtors estimated their assets and
debts at $10,000,001 to $50,000,000.


DENNIS GIBBS: U.S. Trustee Appointed in Reorganization Case
-----------------------------------------------------------
The Hon. Randall J. Newsome of the U.S. Bankruptcy Court for the
Northern District of California approved the appointment of a
Chapter 11 Trustee in the bankruptcy case of Dennis A. Gibbs and
Laurie M. Gibbs

The trustee, within 60 days after appointment, will file, and
serve upon the Debtors and the U.S. Trustee, a report concerning
the Debtors' financial condition.

Castro Valley, California-based Dennis A. Gibbs and Laurie M.
Gibbs filed for Chapter 11 bankruptcy protection on May 18, 2010
(Bankr. N.D. Calif. Case No. 10-45706).  Vincent Renda, Esq., at
Renda Law Offices, P.C., represents the Debtors in their
restructuring effort.  The Debtors estimated their assets and
debts at $10,000,001 to $50,000,000.


DENNY HECKER: Deemed "Serious Flight Risk"; Court Bans Travel
-------------------------------------------------------------
Jacqueline Palank at Dow Jones Daily Bankruptcy Review reports
that federal Magistrate Judge Susan Nelson on Wednesday declared
former auto mogul Denny Hecker a "serious flight risk" and denied
his request to travel outside the Minneapolis/St. Paul area, where
Mr. Hecker is currently awaiting trial on federal charges,
including bankruptcy fraud.

The Pioneer Press says Mr. Hecker, 58, had sought freedom from the
overnight curfew confining him to his Medina, Minn., home so he
could "spend quality time with his children" elsewhere in the
state.

Dennis E. Hecker owned and operated dozens of auto dealerships,
car rental franchises, and other businesses until 2009.

Dennis E. Hecker filed a voluntary chapter 7 petition (Bankr. D.
Minn. Case No. 09-50779) on June 4, 2009.  Chrysler Financial
filed a dischargeability action (Bankr. D. Minn. Adv. Pro. No. 09-
5019) on July 8, 2009.  Chrysler Financial alleged that
$83 million of $350 million owed is nondischargeable under 11
U.S.C. Sec. 523(a) because Mr. Hecker allegedly obtained it
through the use of false pretenses, false representations, fraud,
defalcation, and embezzlement.  The Honorable Robert J. Kressel
granted Chrysler Financial's motion for sanctions and ordered $83
million of the judgment against Mr. Hecker, together with accrued
interest, not dischargeable in the Chapter 7 bankruptcy case.


DIAMOND BAR DERMATOLOGY: Voluntary Chapter 11 Case Summary
----------------------------------------------------------
Debtor: Diamond Bar Dermatology Center,
        A Medical Corporation
        23525 Golden Springs Drive #A
        Diamond Bar, CA 91765

Bankruptcy Case No.: 10-19230

Chapter 11 Petition Date: July 6, 2010

Court: U.S. Bankruptcy Court
       Central District of California (Santa Ana)

Judge: Erithe A. Smith

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

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

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

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

The petition was signed by Jonathan Ledesma, CEO.

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                           Case No.    Petition Date
        ------                           --------    -------------
Garden Grove Dermatology Center Inc.,    10-19195         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
Corona Dermatology Center, Inc.,         10-19210         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
California Dermatology Center,           10-19216         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
Covina Dermatology Center Inc.,          10-19223         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
Beverly Hills Dermatology Center Inc.,   10-19227        07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000


DOLLAR THRIFTY: To Hold Stockholders' Meeting on August 18
----------------------------------------------------------
Dollar Thrifty Automotive Group Inc. has set August 18, 2010 as
the date for its upcoming special meeting of stockholders and set
the close of business on July 16, 2010 as the record date for
stockholders entitled to receive notice of and to vote at that
meeting.

On April 25, 2010, DTG, Hertz Global Holdings, Inc., and HDTMS,
Inc., a wholly owned subsidiary of Hertz, entered into an
Agreement and Plan of Merger, providing for the merger of HDTMS,
Inc. with and into DTG, with DTG surviving the merger as a wholly
owned subsidiary of Hertz in exchange for cash and Hertz common
stock.  At the special meeting, DTG stockholders will vote on,
among other items, the proposal to adopt the merger agreement
between the Company, Hertz and HDTMS, Inc.

                       About Dollar Thrifty

Dollar Thrifty Automotive Group, Inc., is headquartered in Tulsa,
Oklahoma.  Driven by the mission "Value Every Time," the Company's
brands, Dollar Rent A Car and Thrifty Car Rental, serve value-
conscious travelers in over 70 countries.  Dollar and Thrifty have
over 600 corporate and franchised locations in the United States
and Canada, operating in virtually all of the top U.S. and
Canadian airport markets.  The Company's approximately 6,400
employees are located mainly in North America, but global service
capabilities exist through an expanding international franchise
network.

At March 31, 2010, the Company had total assets of $2,470,879,000
against total liabilities of $2,047,769,000, resulting in
stockholders' equity of $423,110,000.

                           *     *     *

As reported by the Troubled Company Reporter on May 5, 2010,
Dominion Bond Rating Service placed the ratings of Dollar Thrifty
Automotive Group, Inc., including its Issuer Rating of B (high),
Under Review with Positive Implications.  This ratings action
follows the announcement that the Company has reached a definitive
agreement to be acquired by the higher-rated Hertz Corporation.
DBRS rates Hertz BB, at the issuer level.

In November 2009, Standard & Poor's Ratings Services raised its
corporate credit rating of Dollar Thrifty to 'B-' from 'CCC', in
light of the Company's improved operating and financial
performance that began in mid-2009.  Moody's Investors Service
also upgraded Dollar Thrifty's Probability of Default Rating to
'B3' from 'Caa2' and Corporate Family Rating to 'B3' from 'Caa3'.


DUANE HENDERSON: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Joint Debtors: Duane N. Henderson
               Barbara J. Henderson
               P.O. Box 88
               Sarasota, FL 34230

Bankruptcy Case No.: 10-16237

Chapter 11 Petition Date: July 6, 2010

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

Debtor's Counsel: Buddy D. Ford, Esq.
                  115 N. MacDill Avenue
                  Tampa, FL 33609-1521
                  Tel: (813) 877-4669
                  Fax: (813) 877-5543
                  E-mail: Buddy@tampaesq.com

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

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

According to the schedules, the Debtors say that assets total
$3,974,296 while debts total $7,335,447

A copy of the Joint Debtors' list of 20 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/flmb10-16237.pdf

The petition was signed by the Joint Debtors.


DUN & BRADSTREET: March 31 Balance Sheet Upside-Down by $778.3MM
----------------------------------------------------------------
The Dun & Bradstreet Corporation reported net income of
$45.8 million on $397.2 million of revenue for the three months
ended March 31, 2010, compared with net income of $104.4 million
on $407.4 million of revenue for the same period last year.

Operating income was $93.3 million for the three months ended
March 31, 2010, down 19% from the prior year similar period.
Operating income includes $4.8 million of costs related to the
Strategic Technology Investment, announced in February 2010.

Provision for income taxes was $37.3 million for the three months
ended March 31, 2010, compared to $1.6 million during the similar
period last year.

The Company's balance sheet at March 31, 2010, showed
$1.700 billion in assets and $2.478 billion of liabilities, for a
shareholders' deficit of $778.3 million.

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

              http://researcharchives.com/t/s?6612

Short Hills, N.J.-based The Dun & Bradstreet Corporation (NYSE:
DNB) -- http://www.dnb.com/-- is a provider of credit information
on businesses and corporations.  D&B's global commercial database
contains more than 150 million business records.


EATON MOERY: Gets Okay to Hire James F. Dowden as Bankr. Counsel
----------------------------------------------------------------
Eaton Moery Environmental Services sought and obtained
authorization from the U.S. Bankruptcy Court for the Eastern
District of Arkansas to employ James F. Dowden, P.A., as
bankruptcy counsel.

The Firm will represent the Debtor during its Chapter 11 case in
all courts, federal, state, local, and before all boards and
administrative agencies and with respect to all matters which may
arise during the course of the Chapter 11 case.  The Firm will be
paid $275 per hour for its services.

James F. Dowden, Esq., at the Firm, assures the Court that the
Firm is a "disinterested person" as that term is defined in
Section 101(14) of the Bankruptcy Code.

Wynne, Arkansas-based Eaton Moery Environmental Services, Inc.,
dba Delta Environmental Services, Inc., filed for Chapter 11
bankruptcy protection on June 30, 2010 (Bankr. E.D. Ark. Case No.
10-14713).  The Company listed $10,000,001 to $50,000,000 in
assets and $1,000,001 to $10,000,000 in liabilities.


EATON MOERY: Section 341(a) Meeting Scheduled for August 23
-----------------------------------------------------------
The U.S. Trustee for the Eastern District of Arkansas will convene
a meeting of Eaton Moery Environmental Services, Inc.'s creditors
on August 23, 2010, at 11:00 a.m.  The meeting will be held at the
U.S. Post Office & Courthouse, 812 Walnut Street, Room 210,
Helena, AR 72342.

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.

Wynne, Arkansas-based Eaton Moery Environmental Services, Inc.,
dba Delta Environmental Services, Inc., filed for Chapter 11
bankruptcy protection on June 30, 2010 (Bankr. E.D. Ark. Case No.
10-14713).  James F. Dowden, Esq., at James F. Dowden, P.A.,
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.


EXTENDED STAY: U.S. Trustee Opposes Chapter 11 Plan
---------------------------------------------------
Bill Rochelle at Bloomberg News reports that the U.S. Trustee said
in a court filing with the bankruptcy court in Manhattan that the
Chapter 11 plan of reorganization of Extended Stay Inc. fails for
two related reasons.  The U.S. Trustee said the plan improperly
grants releases and protection from suits to non-bankrupt
officers, affiliates and third parties.  In addition to letting
third parties off the hook from suits creditors otherwise would
have the right to bring directly, the U.S. Trustee argued that the
releases cause the plan to fail what's known as the best interest
test.

According to Bloomberg, the U.S. Trustee pointed out that the Plan
gives unsecured creditors nothing aside from proceeds of lawsuits
the company otherwise could bring.  Given how the plan cuts off
lawsuits against logical targets, the U.S. Trustee said unsecured
creditors would be better off were the case converted to a
liquidation in Chapter 7.

The Plan is set for approval at a July 20 confirmation hearing.

The Plan for ESI's debtor affiliates is hinged on the
$3.925 billion bid from Centerbridge Partners, Paulson & Co., and
Blackstone Real Estate Associates VI L.P.  The bid provides for an
all cash purchase of ESI's 74 debtor affiliates.

The Centerbridge group was selected as the winning bidder at a
May 27, 2010 auction, beating out another bidder led by Starwood
Capital Group and TPG by less than $40 million.  Centerbridge
offered to pay about $3.925 billion in cash and to contribute
certificates representing interests in a pre-bankruptcy $4.1
billion mortgage loan for the equity of ESI's debtor affiliates.

The winning bid eliminates the rights offering, cash election and
the debt or equity election, which the Centerbridge group
initially proposed.

The Centerbridge group will be reimbursed as much as $35 million
for its expenses in the event the current version of the proposed
Plan is not confirmed or consummated.

                        About Extended Stay

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

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

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


FAIRPOINT COMMS: NH Approves Verizon Purchase Settlement Deal
-------------------------------------------------------------
Bankruptcy Law360 reports that FairPoint Communications Inc. won
approval from New Hampshire state regulators Wednesday for a
settlement agreement related to the company's 2008 purchase of
landlines from Verizon Communications Inc., bringing FairPoint one
step closer to exiting bankruptcy protection.

Law360 says the agreement, which was approved by the New Hampshire
Public Utilities Commission, modifies certain deadlines for some
customers to receive broadband service, among other things.

                    About FairPoint Communications

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

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

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

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


FANNIE MAE: Announces OTC Bulletin Board Symbols
------------------------------------------------
Fannie Mae (OTC Bulletin Board/FNMA) announced that its common
stock will commence trading on the OTC Bulletin Board under the
ticker symbol "FNMA" on July 8.  Fannie Mae preferred stock that
was previously listed on the New York Stock Exchange also will be
traded on the OTC Bulletin Board under new ticker symbols.  The
New York Stock Exchange and the Chicago Stock Exchange will
suspend trading of Fannie Mae's common and preferred stock prior
to the market open on July 8.

The OTC Bulletin Board is a regulated quotation service that
electronically transmits real-time quote, price, and volume
information in over-the-counter securities.  Information on the
OTC Bulletin Board may be obtained at http://www.otcbb.com/
Holders of Fannie Mae common or preferred stock are encouraged to
contact their brokers or securities intermediaries directly
regarding trading on the OTC Bulletin Board.

  Fannie Mae                      Old            New Ticker
   Security                   Ticker Symbol        Symbol
   --------                   -------------        ------
Common Stock                     FNM              FNMA
Preferred Stock, Series F        FNMPRF           FNMAP
Preferred Stock, Series G        FNMPRG           FNMAO
Preferred Stock, Series H        FNMPRH           FNMAM
Preferred Stock, Series I        FNMPRI           FNMAG
Preferred Stock, Series L        FNMPRL           FNMAN
Preferred Stock, Series M        FNMPRM           FNMAL
Preferred Stock, Series N        FNMPRN           FNMAK
Preferred Stock, Series P        FNMPRP           FNMAH
Preferred Stock, Series Q        FNMPRQ           FNMAI
Preferred Stock, Series R        FNMPRR           FNMAJ
Preferred Stock, Series S        FNMPRS           FNMAS
Preferred Stock, Series T        FNMPRT           FNMAT
Preferred Stock, Series 2008-1   FNA              FANIP

                         About Fannie Mae

Federal National Mortgage Association, aka Fannie Mae, is a
government-sponsored enterprise that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.

At March 31, 2010, Fannie Mae had total assets of $3.293 trillion
in total assets against $3.302 trillion in total liabilities.

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

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


FIDELITY NATIONAL: S&P Assigns 'BB-' Rating on $1.2-Bil. Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'BB-'
issue-level rating and '5' recovery rating to Jacksonville, Fla.-
based transaction processor Fidelity National Information Services
Inc.'s new $1.2 billion of senior unsecured notes.  The '5'
recovery rating indicates expectations for modest (10%-30%)
recovery in the event of payment default.

FIS recently announced that it will pursue a leveraged
recapitalization issuing $2.5 billion of incremental debt to
repurchase its common stock through a Dutch auction tender offer.
The company also plans to repay the remaining $230 million on the
term loan B at Metavante Corp. The transactions will be funded
with a new term loan B, an incremental term loan A, a revolving
credit facility, and an accounts receivable facility (which S&P
rated on July 1, 2010), as well as $1.2 billion of new senior
notes.

Although the company also evaluated an LBO proposal, the current
financial policy is one which seeks to balance a commitment to
enhancing shareholder value with maintaining the financial
flexibility to execute its business plan.

"Initial pro forma leverage -- annualizing its first-quarter 2010
EBITDA -- will approach the 4x area," said Standard & Poor's
credit analyst Philip Schrank, who added that "while leverage is
high for the rating, the company's satisfactory business profile
and its capacity to reduce debt, if the company chooses, from its
strong free cash flow generation partly offset its leveraged
financial profile."  Over the near term, S&P expects leverage to
decline somewhat following the recapitalization.  S&P could raise
the rating over the medium term if the company sustains leverage
near 3x.

S&P's corporate credit rating on FIS remains unchanged.

                           Ratings List

           Fidelity National Information Services Inc.

      Corporate Credit Rating                   BB/Stable/--

                         Ratings Assigned

            Fidelity National Information Services Inc.

          $1.2 billion of senior unsecured notes    BB-
           Recovery Rating                          5


FINLAY ENTERPRISES: Former Exec Won't Settle Failed Asset Purchase
------------------------------------------------------------------
Bankruptcy Law360 reports that the former executive of Carlyle &
Co. Jewelers LLC, a jewelry chain owned by Finlay Enterprises
Inc., on Wednesday brushed aside a judge's request that he settle
a dispute over a failed purchase of store assets, launching the
case into a full-scale trial over the matter.

Finlay Enterprises, Inc. (OTC Bulletin Board: FNLY) through its
wholly owned subsidiary, Finlay Fine Jewelry Corporation, is a
retailer of fine jewelry operating luxury stand-alone specialty
jewelry stores and licensed fine jewelry departments in department
stores throughout the United States and achieved sales of
$754.3 million in fiscal 2008.  The number of locations at the end
of the second quarter ended August 1, 2009, totaled 182, including
67 Bailey Banks & Biddle, 34 Carlyle and four Congress specialty
jewelry stores and 77 licensed departments with The Bon Ton.

The Company and seven affiliates filed for Chapter 11 on August 5,
2009 (Bankr. S. D. N.Y. Case No. 09-14873).  Weil, Gotshal &
Manges LLP, serves as bankruptcy counsel.  Alvarez & Marsal North
America, LLC, is engaged as restructuring advisor in the Chapter
11 case, and the firm's  David Coles is appointed as chief
restructuring officer.  Epiq Bankruptcy Solutions, LLC, serves as
claims and notice agent.  Judge James Peck presides over the case.

In its bankruptcy petition, Finlay Enterprises disclosed assets of
$331,824,000 against debts of $385,476,000 as of July 4, 2009.  As
of the petition date, Finlay owes $38 million outstanding under a
first lien credit agreement, $24.7 million under second lien
notes, $176.6 million outstanding under third lien notes (in
addition to $17.5 million to secured vendors), and $40.6 million
under remaining unsecured obligations under the senior notes.


FOSTER WHEELER: Moody's Affirms 'Ba1' Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service affirmed Foster Wheeler LLC's Ba1
corporate family and probability of default ratings as well as its
Baa2 senior secured rating and changed the ratings outlook to
positive from stable.  The outlook change indicates the company's
ratings could head higher should it sustain favorable booking
trends through the near term while continuing to profitably
execute key projects.

Issuer: Foster Wheeler LLC

  -- Corporate Family Rating, Affirmed at Ba1
  -- Probability of Default Rating, Affirmed at Ba1
  -- Senior Secured, Affirmed at Baa2 (LGD 2, 12%)
  -- Ratings Outlook, Changed to Positive from Stable

The Ba1 corporate family rating considers FW's strong market
position as a leading provider of energy-related engineering and
construction services globally, primarily serving the global oil
refining, oil and gas, petrochemical and power generation end
markets.  Although the end markets that FW serves are highly
cyclical and market conditions have been challenging, the
company's recent booking activity has held up relatively well.
Consequently, FW's backlog levels appear to have stabilized,
albeit at levels well below that of early 2008.  Looking forward,
bidding opportunities are reportedly increasing which may suggest
improving market conditions that would support upwards rating
movement.

Operating margins remain a key influence on FW's ratings.  Overall
margins have improved through the downturn as project execution
has been very strong and certain projects likely benefited from
being booked during more robust market conditions.  Moody's
believes FW's margins may deteriorate through the next year due --
in part -- to an increase in competition arising from the
downturn.  Revenues are also likely to decline through this period
due to the reduced backlog level, in Moody's opinion.  The rating
reflects some caution as to the extent of this expected decline in
operating results which may also be negatively influenced by
foreign exchange movements.  FW's balance sheet is nonetheless
well positioned to manage against these pressures given a
relatively modest amount of adjusted debt and significant
unrestricted cash balances.  The potential that the company will
partially consume its balance sheet strength to pursue
acquisitions and/or return capital to shareholders however is also
a factor in its ratings.

The ratings would be considered for upgrade should Moody's gain
comfort that new order activity would sustain FW's backlog levels
and growth prospects.  The company would also need to sustain
generally favorable project performance and a strong balance
sheet.  Key credit metrics associated with an upgrade would likely
include Debt to EBITDA remaining below 2 times and sustained
Retained Cash Flow - Capex above 25% of debt.  Moody's last rating
action on Foster Wheeler LLC was November 23, 2009 at which time
its rating was upgraded to Ba1 with a stable outlook.

Foster Wheeler LLC, owned by Foster Wheeler AG of Zug Switzerland,
is a leading international engineering, construction and project
management contractor and power equipment supplier.  Consolidated
operating revenues for the trailing twelve months to March 31,
2010, were approximately $4.7 billion.


FRASER PAPERS: Court OKs Further Extension of CCAA Protection
-------------------------------------------------------------
Fraser Papers Inc. disclosed that the Ontario Superior Court of
Justice has granted a further extension of the initial Order under
which Fraser Papers, together with its subsidiaries, was granted
creditor protection under the Companies' Creditors Arrangement
Act.  This extension is through October 29, 2010 and was supported
by PricewaterhouseCoopers Inc., the Court appointed Monitor of the
Company's CCAA process.

The Company has obtained final approval from the Court to complete
the sale of its paper mill in Gorham, New Hampshire to an
investment fund managed by MerchantBanc, LLC, of Manchester, New
Hampshire.  Approval will also be sought from the United States
Bankruptcy Court for the District of Delaware at a hearing
scheduled for July 14, 2010. Fraser Papers expects to complete the
sale of the Gorham mill on or before August 31, 2010.

                       About Fraser Papers

Fraser Papers -- http://www.fraserpapers.com/-- is an integrated
specialty paper company that produces a broad range of specialty
packaging and printing papers.  The Company has operations in New
Brunswick, Maine, New Hampshire and Quebec.

On June 18, 2009, citing continued operating losses, weak markets
for pulp and lumber, impending debt repayments and significant
pension funding obligations, the Company and its subsidiaries
filed for protection under the Companies Creditors Arrangement Act
(Ont. Super. Ct. J. Ct. File No. CV-09-8241-00CL) in Toronto and
Chapter 15 (Bankr. D. Del. Case No. 09-12123) of the U.S.
Bankruptcy Code.  Fraser is represented by Michael Barrack, Esq.,
Robert I. Thornton, Esq., and D.J. Miller, Esq., at
ThorntonGroutFinnigan LLP, in Toronto, and Derek C. Abbott, Esq.,
at Morris, Nichols, Arsht & Tunnell LLP, in Wilmington, Del.  With
adequate financing to support continuing operations, Fraser says
it is developing a restructuring plan to present to its creditors
-- hopefully by Oct. 16, 2009 -- with the objective of emerging
with a sustainable and profitable specialty papers business.


FREDDIE MAC: Common and Preferred Stock to Be Traded on OTC Market
------------------------------------------------------------------
Freddie Mac announced that shares of its common stock and the 20
classes of its preferred stock that previously were listed and
traded on the New York Stock Exchange (NYSE) will begin trading
exclusively on the over-the-counter (OTC) market beginning July 8,
2010.

The Company announced in June that it would delist its common
stock and the listed classes of its preferred stock from the NYSE.
The delisting will become effective on July 8, 2010. On the OTC
market, shares of Freddie Mac's common stock, which previously
traded on the NYSE under the symbol FRE, will trade under the
symbol FMCC. Shares of the company's preferred stock will trade
under the following symbols on the OTC market:

  Description                NYSE Symbol  New OTC Symbol
  -----------                 ----------  --------------
1996 Variable Rate            FRE.prB        FMCCI
5% (1998)                     FRE.prF        FMCKK
1998 Variable Rate            FRE.prG        FMCCG
5.1% (1998)                   FRE.prH        FMCCH
5.79% (1999)                  FRE.prK        FMCCK
1999 Variable Rate            FRE.prL        FMCCL
2001 Variable Rate (Jan)      FRE.prM        FMCCM
2001 Variable Rate (Mar)      FRE.prN        FMCCN
5.81% (2001)                  FRE.prO        FMCCO
6% (2001)                     FRE.prP        FMCCP
2001 Variable Rate (May)      FRE.prQ        FMCCJ
5.7% (2001)                   FRE.prR        FMCKP
2006 Variable Rate            FRE.prS        FMCCS
6.42% (2006)                  FRE.prT        FMCCT
5.9% (2006)                   FRE.prU        FMCKO
5.57% (2007)                  FRE.prV        FMCKM
5.66% (2007)                  FRE.prW        FMCKN
6.02% (2007)                  FRE.prX        FMCKL
6.55% (2007)                  FRE.prY        FMCKI
2007 Fixed-to-Floating Rate   FRE.prZ        FMCKJ

The transition to the OTC market will not affect the Company's
obligation to file periodic and certain other reports with the SEC
under applicable federal securities laws.

                        About Freddie Mac

Based in McLean, Virginia, Freddie Mac (NYSE: FRE)
-- http://www.FreddieMac.com/-- was established by Congress in
1970 to provide liquidity, stability and affordability to the
nation's residential mortgage markets.  Freddie Mac supports
communities across the nation by providing mortgage capital to
lenders.  Over the years, Freddie Mac has made home possible for
one in six homebuyers and more than five million renters.

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


FRONTIER NORTH: S&P Downgrades Unsecured Debt Ratings to 'BB'
-------------------------------------------------------------
S&P lowered Frontier North, Frontier West Virginia's unsecured
debt ratings to 'BB' and assigns '3' Recovery Rating on debt.


GARDEN GROVE DERMATOLOGY: Voluntary Chapter 11 Case Summary
-----------------------------------------------------------
Debtor: Garden Grove Dermatology Center Inc.,
        A Medical Corporation
        12665 Garden Grove Boulevard, Suite 701
        Garden Grove, CA 92843

Bankruptcy Case No.: 10-19195

Chapter 11 Petition Date: July 6, 2010

Court: U.S. Bankruptcy Court
       Central District of California (Santa Ana)

Judge: Erithe A. Smith

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

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

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

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

The petition was signed by Jonathan Ledesma, CEO.

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                           Case No.    Petition Date
        ------                           --------    -------------
Corona Dermatology Center, Inc.,         10-19210         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
California Dermatology Center,           10-19216         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
Covina Dermatology Center Inc.,          10-19223         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
Beverly Hills Dermatology Center Inc.,   10-19227        07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
Diamond Bar Dermatology Center,          10-19230         07/06/10
A Medical Corporation
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000


GENERAL GROWTH: Howard Hughes Proposes to Assume Pulte Homes Pact
-----------------------------------------------------------------
Debtor The Howard Hughes Company, f/k/a The Howard Hughes
Corporation, asks the U.S. Bankruptcy Court to:

  (i) permit its entry into a sixth amendment to a purchase and
      sale of real property with PN II, Inc., d/b/a Pulte Homes
      of Nevada;

(ii) permit its assumption of the PSA, as amended; and

(iii) expunge Claim Nos. 4816 and 4814 filed by Pulte pursuant
      to the Sixth Amendment and the PSA.

Hughes and certain of its debtor and non-debtor affiliates and
subsidiaries have been developing a master planned community
comprised of separate villages in Clark County, Nevada.  The
Summerlin Area is home to about 100,000 people living in about
40,000 residences.  Hughes plans to develop the remaining about
7,000 net acres in the Summerlin Area over the next 30 years.

Hughes first entered into the PSA with Pulte in March 2006 for
the sale and development of Village 26, a Village known as
Reverence.  The PSA provides for the transfer of the property to
Pulte for development of homes and community facilities.  The PSA
divides the sale of Village 26 into two transfers of property of
equal acreage, Parcels 1 and 2.  Even though Pulte is responsible
for the development of the property into a functional community,
Hughes is obligated to construct certain improvements and to
fulfill other enumerated obligations of a contingent nature under
the PSA.

As of the Petition Date, material obligations of Hughes and Pulte
remained incomplete under the PSA.  Specifically, Pulte has
failed to complete the development of Parcel 1 or to close on
Parcel 2 of Village 26, and Hughes has not constructed all of the
Improvements as required by the PSA.  On November 10, 2009, Pulte
filed the Pulte Claims against Hughes and its affiliate Howard
Hughes Properties, Inc. based upon certain alleged outstanding or
future obligations under the PSA.  Nevertheless, Hughes stands
ready to complete the Improvements on a schedule consistent with
the needs of the Village 26 development and in accordance with
the PSA, as amended.

To address the Pulte Claims and to facilitate progress on the
development of Village 26, Hughes and Pulte entered into the
Sixth Amendment.

The material terms of the Sixth Amendment are:

  (1) Pulte will pursue regulatory requirements needed to
      complete development of homes on Parcel 1.

  (2) Hughes and Pulte will design and construct, and in lock-
      step fashion, the on-site and off-site portions of the
      water main needed to service Village 26.  Construction
      will begin within one year of completing designs for the
      on-site portion of the water main.  Hughes will
      substantially complete construction within one year of the
      commencement of construction, but Hughes may stop
      construction if Pulte stops construction.

  (3) Hughes and Pulte will design and construct, and in lock-
      step fashion, the entry road to Village 26 and Lake Mead
      Boulevard connecting Village 26 to Interstate 215.  Hughes
      will substantially complete construction within one year
      of the commencement of construction, but Hughes may stop
      construction if Pulte stops construction.

  (4) The water main and Lake Mead Boulevard design and
      construction phases are contingent upon Pulte's
      development of Parcel 1, and under no circumstances does
      the Sixth Amendment require Hughes to complete
      construction of the water main or Lake Mead Boulevard
      before Pulte has completed construction of 30 single-
      family residences on Parcel 1.

  (5) Pulte will vacate, abandon, and terminate an easement
      related to the development of Parcel 1.

Absent the negotiated solution, Pulte's unliquidated claims
against the Debtor's estate likely will require contested claims
resolution proceedings and potentially leave Village 26
undeveloped, James H.M. Sprayregen, Esq., at Weil, Gotshal &
Manges LLP, in New York, stresses.  Pulte represents a long-term
partner to Hughes in the development of certain villages, he
says.  Consequently, Hughes seeks to maintain a mutually
beneficial business relationship with Pulte by avoiding
adversarial proceedings when economically equivalent or superior
alternatives exist, he maintains.

                     About General Growth

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

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

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


GENERAL GROWTH: NY City Says Telco Tax Credit Incorrect
-------------------------------------------------------
To recall, the City of New York and the New York City have asked
the U.S. Bankruptcy Court for summary judgment relating to a
dispute between the City and Debtor South Street Seaport Limited
Partnership.  The contested matter arises out of Court-approved
stipulations whereby the Debtor agreed to assume certain
agreements relating to its property in New York City and the
parties agreed to resolve certain cure issues but were unable to
do so

The City of New York and New York City Economic Development
Corporation now urge the Court to grant them summary judgment
because:

  (1) the Debtors acknowledge that, as previously argued by the
      City, a lease between Debtor South Street Seaport Limited
      Partnership and the City is unambiguous and does not
      permit South Street to unilaterally adopt a new
      methodology for calculating Gross Receipts; and

  (2) South Street's method of calculating a rental credit under
      the Lease known as the "Telco Tax Credit" is incorrect
      under the unambiguous provisions of the Lease.

South Street does not dispute the accuracy of the City's
discussion of the Original Methodology, Zachary B. Kass, Esq.,
assistant counsel for the City of New York, in New York, reminds
the Court.  South Street also conceded that the City's positions
on all of those issues are correct, he stresses.

Having conceded that it cannot reduce the amount of Alternative
Base Rent it owes by unilaterally adopting the New Methodology for
calculating Gross Receipts, South Street now attempts to achieve a
similar result by improperly inflating the amount of the Telco Tax
Credit that it may take against Alternative Base Rent, Mr. Kass
asserts.  "The Court should not permit this," the City urges the
Court.

Mr. Kass discloses that by a letter dated September 30, 2009, the
City informed South Street that, as tenant, South Street did not
calculate the amount of the Telco Tax Credit in accordance with
the Lease.  The City's position was based on the express language
of the Lease, as amended, which provides in relevant part that in
no event will the amount of the Telco Tax Credit result in a
reduction of a Minimum Base Rent payable by tenant, he explains.
At best, the Lease requires the Debtors to include reimbursements
for taxes attributable to the Telco Building at the South Street
Seaport from all subtenants in the calculation of the Telco Tax
Credit, not just the Subtenants which occupy the Telco space, he
contends.  South Street Seaport is a party to a lease with Resnick
Seaport, LLC, for the Telco Building.  The property leased under
the Lease and the Telco Lease is managed by South Street Seaport.

The Debtors attempt to make much of the fact that in a previous
procedures engagement, the City's accountants did not object to
the Debtor's practices in calculating the Telco Tax Credit in the
period from 1999 to 2001, Mr. Kass argues.  However, the City is
not attempting to recover anything with respect to those years, he
points out.  "The fact that the City may not have picked up that
the practices were objectionable during that previous engagement
does not mean that the City is forever barred from objection to
them," he asserts.

In further support of its Summary Judgment Motion, the City filed
with the Court a supplemental statement of undisputed facts
pursuant to Rule 7056-1(b) of the Local Bankruptcy Rules for the
U.S. Bankruptcy Court for the Southern District of New York.  The
Supplemental Statement also contains facts responsive to the
Debtors' response.

                     About General Growth

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

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

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


GENERAL GROWTH: Proposes to Sell Mesa Village Properties for $37MM
------------------------------------------------------------------
Debtors Howard Hughes Properties, Inc., and The Howard Hughes
Company, LLC, seek permission from Judge Allan Gropper of the U.S.
Bankruptcy Court for the Southern District of New York to sell
certain properties in the Mesa Village of Summerlin, a master
planned community in Clark County, Nevada, free and clear of all
liens, to Richmond American Homes of Nevada, Inc., and PN II,
Inc., d/b/a Pulte Homes of Nevada, for $37,957,000, subject to
higher bids.

The Selling Debtors executed two purchase and sale agreements with
the Proposed Purchasers for the sale and development of lots in
the "Amado" neighborhood of the Mesa Village.  Specifically:

  (1) Richmond American Homes will purchase 232 lots for
      $17,897,000; and

  (2) PN II will purchase 271 lots for $19,970,000.

To compensate Richmond American and PN II as stalking horse
bidders, the Selling Debtors seek the Court's permission to pay a
break-up fee and expense reimbursement if the proposed purchasers
are not the prevailing purchasers.

The Debtors further ask the Court to approve bidding procedures
governing the sale of the Mesa Properties:

  (1) To become a Qualified Bidder, a bidder must, among others,
      offer a break-up fee of not more than 3% of the purchase
      price in the applicable APA, and an expense reimbursement
      not more than $50,000.

      With respect to the Richmond Mesa Property, a bidder
      must offer the sum of (i) the purchase price; plus (ii)
      $150,000 break-up fee; plus (iii) $50,000 expense
      reimbursement; plus (iv) $250,000.  A bidder must also
      offer a $800,000 cash deposit.

      As to the Pulte Mesa Sale, a bidder must offer the sum of
      (i) the purchase price; plus (ii) the amount of the break-
      up fee; plus (iii) the maximum amount of the expense
      reimbursement; plus (iv) $250,000.  A bid must also
      contain a $915,000 cash deposit.

  (2) A bidder must have the experience and intention required
      to complete construction of the contemplated development
      in a timely manner and at an acceptable level of quality.

  (3) All Qualifying Bids other than the PSAs must be submitted
      on or before August 17, 2010.  If Qualifying Bids are
      submitted, the Selling Debtors will conduct an auction on
      August 23, 2010.

  (4) If no Qualifying Bids are timely submitted, the Selling
      Debtors will not hold an Auction but will proceed with the
      a hearing seeking approval of the PSAs scheduled for
      August 26, 2010.

The Selling Debtors anticipate that they might sell these
properties in the Summerlin Area:

  -- Village 16A.  Village 16A is a 90-acre parcel recently re-
     zoned for manufacturing.  The Selling Debtors designed
     Village 16A to meet the needs of a high-tech business
     owner.  The Selling Debtors granted the property certain
     design exceptions from the general Summerlin aesthetic
     requirements to induce the potential owner to move its
     business to Village 16A, bringing thousands of jobs to
     Summerlin.

  -- Summerlin Centre.  Originally designed for condominium
     development, Summerlin Centre is a 7.21-acre parcel slated
     for development into an in-line retail strip center
     supporting luxury automotive dealerships with the
     possibility of two restaurants on the property.

The Selling Debtors expect the Subsequent Summerlin Sales to be
substantially similar to those of the Mesa Sales.  Thus, to avoid
undue expense and delay, the Selling Debtors seek Court approval
of bidding and sale procedures that are substantially similar to
those procedures proposed for the Mesa Sales.

The Selling Debtors also propose this timeline governing the
Subsequent Summerlin Sales:

                               Days from           Cumulative
   Procedural Event         Previous Event            Days
   ----------------         --------------         ----------
   Filing of Proposed Sale        -                     0
   Documents for each sale

   Bid Deadline and Objection    25                    25
   Deadline for Proposed Sale
   Documents

   Auction Date                   5                    30

   Sale Hearing                   3                    33

   Sale Order                     1                    34

James H.M. Sprayregen, P.C., at Weil, Gotshal & Manges LLP, in
New York, tells the Court that the Summerlin Sales are consistent
with the Selling Debtors' long-term value maximizing strategy for
the Summerlin Area.  The Summerlin Sales will generate immediate
cash for the Debtors' estates, as well as benefit other nearby
Villages and similar future projects on account of developing
what is now unproductive land, he maintains.

Judge Gropper will consider the Selling Debtors' Bidding
Procedures on July 22, 2010.  Objections are due July 14.

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

         http://bankrupt.com/misc/ggp_RichmondPSA.pdf
         http://bankrupt.com/misc/ggp_PultePSA.pdf

                     About General Growth

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

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

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


GLEBE INC: Wants DIP Financing From The Virginia Baptist
--------------------------------------------------------
The Glebe, Inc., seeks authority from the U.S. Bankruptcy Court
for the Western District of Virginia to obtain postpetition
secured financing from The Virginia Baptist Homes Foundation, Inc.

The DIP lenders have committed to provide up to $400,000 senior
revolving credit facility.  A copy of the DIP financing agreement
is available for free at:

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

Michael E. Hastings, Esq., at LeClairRyan, A Professional
Corporation, the attorney for the Debtor, explains that the Debtor
needs the money to fund its Chapter 11 case, pay suppliers and
other parties.

Interest will accrue on the average daily outstanding balance of
the Loans at the rate of LIBOR plus 200 basis points.  Interest
will be paid by the Debtor monthly in arrears on the first
business day of each month and may, in Lender's discretion, be
paid by the Lender by making a loan to the Debtor in the amount of
the interest.  In the event of an event of default, the Loans will
thereafter bear interest on the outstanding principal balance
thereof at a rate per annum equal to the sum of the non-default
interest rate plus 2% per annum from the date of the event of
default until the Loans are paid in full.  Interest will be
computed on the basis of a year of 360 days and paid for the
actual number of days elapsed.

The Debtors' obligations under the DIP facility are secured by
substantially all of the property and assets of the Debtor.

The Loans will mature, and the principal amount of all outstanding
Loans, together with all accrued and unpaid interest thereon and
all other Obligations that may be due to the Lender under the
Agreement, will be immediately due and payable by the Debtor to
the Lender upon the expiration of the Credit Period, as it may
have been extended by the Lender, without further application or
notice to or order of, or hearing before, the Bankruptcy Court.
All payments by the Debtor will be made to the Lender in lawful
money of the United States of America and in immediately available
funds.  Whenever any payment to be made hereunder will be due on a
day that is not a Business Day, such payment will be made on the
first Business Day thereafter, and such extension of time will in
such case be included in the computation of interest hereunder.

The Debtor requests that the Court schedule and conduct a final
hearing on July 14, 2010, on the Debtor's request for DIP
financing.

Daleville, Virginia-based The Glebe, Inc., filed for Chapter 11
bankruptcy protection on June 28, 2010 (Bankr. W.D. Va. Case No.
10-71553).  Michael E. Hastings, Esq., at Leclair Ryan, A
Professional Corporation, assists the Company in its restructuring
effort.  The Company listed $10,000,001 to $50,000,000 in assets
and $50,000,001 to $100,000,000 in liabilities.


GLOBAL CROSSING: 12 Directors Acquire 1,176 Shares
--------------------------------------------------
Twelve directors of Global Crossing Ltd. acquired 1,176 shares of
the Company's common stock on July 1, 2010.  The grant was made as
part of and pursuant to the Company's executive committee member
compensation package.  Following the grant:

     -- Christiaan Van Wachem Lodewijk, chairman of the board,
        held 32,502 shares.  Also on July 1, he disposed of 129
        shares, slightly paring his stake to 32,373 shares.  He
        directly owns the shares;

     -- Michael E. Rescoe raised his stake to 23,273 shares.  He
        directly owns the shares;

     -- Peter Seah Lim Huat held 25,651 shares.  Also on July 1,
        he disposed of 129 shares, slightly paring his stake to
        25,522 shares.  He directly owns the shares;

     -- Robert J. Sachs raised his stake to 23,273 shares.  He
        directly owns the shares;

     -- Charles Macaluso raised his stake to 23,273 shares.  He
        directly owns the shares;

     -- Kiat Lee Theng held 21,656 shares.  Also on July 1, he
        disposed of 70 shares, slightly paring his stake to
        21,586 shares.  He directly owns the shares;

     -- Jeremiah D. Lambert raised his stake to 23,273 shares.  He
        directly owns the shares;

     -- Richard R. Erkeneff raised his stake to 26,773 shares.  He
        directly owns the shares;

     -- Donald L. Cromer raised his stake to 23,273 shares.  He
        directly owns the shares;

     -- Steven T. Clontz raised his stake to 23,273 shares.  He
        directly owns the shares;

     -- Archie Clemins raised his stake to 24,273 shares.  He
        directly owns the shares; and

     -- E.C. Aldridge Jr. raised his stake to 25,273 shares.  He
        directly owns the shares.

                        About Global Crossing

Based in Hamilton, Bermuda, Global Crossing Limited (NASDAQ: GLBC)
is a global IP and Ethernet solutions provider with the world's
first integrated global IP-based network.  The company offers a
full range of data, voice and collaboration services with an
industry leading customer experience and delivers service to
approximately 40% of the Fortune 500, as well as to 700 carriers,
mobile operators and ISPs.  It delivers converged IP services to
more than 700 cities in more than 70 countries around the world.

The Company's balance sheet showed $2.3 billion in total assets
and $2.7 million in total liabilities, for a $400 million
stockholders' deficit as of March 31, 2010.  At December 31, 2009,
the Company had US$360 million in stockholders' deficit.

                           *     *     *

As reported by the Troubled Company Reporter on March 31, 2010,
Standard & Poor's Ratings Services raised all its ratings on
Global Crossing, including the corporate credit rating to 'B' from
'B-'.  The outlook is stable.


GOODY'S LLC: Third Circuit Rules Stub Rent Is Admin. Cost
---------------------------------------------------------
Bill Rochelle at Bloomberg News reports that the 3rd U.S. Circuit
Court of Appeals in Philadelphia ruled that landlords are entitled
to full payment of so-called stub rent.  The 3rd Circuit concluded
on June 29 that Goody's LLC must pay rent for the number of days
in Chapter 11 if the filing occurs during the month.  The Company
unsuccessfully argued that none of the first month's rent was an
expense of the bankruptcy case if the rent was due before the
Chapter 11 filing.

According to Mr. Rochelle, the issue has divided lower courts.
The 3rd Circuit, whose decisions govern the bankruptcy courts in
Delaware, followed the lower court ruling by U.S. District Judge
Renee Marie Bumb.

                       About Goody's LLC

Headquartered in Wilmington, Delaware, Goody's LLC, successor to
Goody's Family Clothing Inc., operates a chain of clothing stores.

Goody's Family Clothing Inc., and 19 of its affiliates filed for
Chapter 11 protection on June 9, 2008 (Bankr. D. Del. Lead Case
No. 08-11133).  Gregg M. Galardi, Esq., and Marion M. Quirk, Esq.,
at Skadden Arps Slate Meagher & Flom LLP, and Paul G. Jennings,
Esq., at Bass, Berry & Sims PLC, represented the Debtors.  The
Company emerged from bankruptcy October 20, 2008, after closing
more than 70 stores.  The reorganized entity was named Goody's
LLC, and headquartered in Wilmington, Delaware.

Goody's subsequently announced plans to liquidate in January
2009 when it was unable to restructure terms with creditors.
Goody's LLC and 13 of its affiliates filed for Chapter 11
protection on January 13, 2009 (Bankr. D. Del. Lead Case No.
09-10124).  M. Blake Cleary, Esq., at Young, Conaway, Stargatt &
Taylor, LLP; Paul G. Jennings, Esq., Gene L. Humphreys, Esq.,
Edward C. Meade, Esq., and Kristen C. Wright, Esq., at Bass Berry
& Sims PLC represent the Debtors as counsel.  Skadden, Arps, Slate
Meagher & Flom, LLP, is the Debtors' special counsel; FTI
Consulting Inc. is the Debtors' financial advisor.  Goody's has
closed its 282 stores and liquidated its inventory and other
assets.  In its schedules, Goody's LLC listed assets of
$542,231,601 and liabilities of $510,471,005.


GOTTSCHALKS INC: Capitola Mall Building to Be Foreclosed
--------------------------------------------------------
Santa Cruz Sentinel reports that unable to find a replacement
tenant for Gottschalks at the Capitola Mall, developer and
philanthropist Jack Baskin has defaulted on an $11.95 million loan
and turned the two-story, salmon-colored building that housed the
department store back to the lender.  The building at 1825 41st
Ave. is scheduled for a foreclosure sale at First American Title
Insurance for 10 a.m. Tuesday, a year after the department store
closed its doors.

According to the report, the building is assessed at
$15.1 million, with a property tax bill of $172,635 per year.  It
was appraised in excess of $17 million at the peak of the market,
according to person familiar with the matter.

Headquartered in Fresno, California, Gottschalks Inc. (Pink
Sheets: GOTTQ.PK) -- http://www.gottschalks.com/-- is a regional
department store chain, operating 58 department stores and three
specialty apparel stores in six western states.  Gottschalks
offers better to moderate brand-name fashion apparel, cosmetics,
shoes, accessories and home merchandise.

The Company filed for Chapter 11 protection on January 14, 2009
(Bankr. D. Del. Case No. 09-10157).  O'Melveny & Myers LLP
represents the Debtor in its Chapter 11 case.  Lee E. Kaufman,
Esq., and Mark D. Collins, Esq., at Richards, Layton & Finger,
P.A., serves as the Debtors' co-counsel.  The Debtor selected
Kurtzman Carson Consultants LLC as its claims agent.  The U.S.
Trustee for Region 3 appointed seven creditors to serve on an
official committee of unsecured creditors.  When the Debtor filed
for protection from its creditors, it listed $288,438,000 in total
assets and $197,072,000 in total debts.


GRANT HOLDINGS: Case Summary & Largest Unsecured Creditor
---------------------------------------------------------
Debtor: Grant Holdings, LLC
        15134 Brolio Lane
        Naples, FL 34110

Bankruptcy Case No.: 10-71056

Chapter 11 Petition Date: July 6, 2010

Court: U.S. Bankruptcy Court
       Middle District of Georgia (Valdosta)

Judge: John T. Laney III

Debtor's Counsel: Ronald B. Warren, Esq.
                  Whitehurst, Blackburn, Warren and Kelley
                  809 South Broad Street
                  Thomasville, GA 31792
                  Tel: (229) 226-2161
                  E-mail: bankruptcy@wbwk.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
$7,338,900 while debts total $3,566,250.

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

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Farm Credit of Northwest Florida   Security Agreement      $65,000
5052 Highway 90 East
Marianna, FL 32446

The petition was signed by William D. Grant, managing member.


HAM'S RESTAURANT: Abruptly Closes Greenville Location
-----------------------------------------------------
Jane Welborn Hudson at The Daily Reflector reports Ham's
Restaurant closed its store location in Greenville, abruptly.
Other staff members were notified of the restaurant closing as
they reported to work.

According to the report, other Ham's restaurants in Eastern
Carolina have shut down in recent months.  Kinston's location
closed in October.

Ham's Restaurants Inc. filed for Chapter 11 bankruptcy protection
in October 2009.  Ham's Restaurants operates 14 locations in North
Carolina and Virginia.  Founded in 1935, Ham's has several
restaurants in the Triad, including the original location on
Friendly Ave. in Greensboro.


HOLOGIC INC: Full Repayment Cues Moody's to Withdraw Ratings
------------------------------------------------------------
Moody's Investors Service has withdrawn all of its ratings on
Hologic, Inc.  This action follows the full repayment and
termination of the company's $600 million in senior secured term
loans, and the termination of Hologic's $200 million senior
secured revolving credit facility.  Moody's does not rate
Hologic's convertible notes.

Ratings withdrawn:

Hologic, Inc.

* Baa3 (LGD1, 5%) $400 million Amended Senior Secured Term Loan A,
  due 2012

* Baa3 (LGD1, 5%) $200 million Amended Senior Secured Term Loan B,
  due 2013

* Baa3 (LGD1, 5%) $200 million Amended Senior Secured Revolving
  Credit Facility, due 2012

* Ba3 Corporate Family Rating

* Ba3 Probability of Default Rating

* SGL-2 Speculative Grade Liquidity Rating

The last rating action on Hologic was taken on July 15, 2008, when
Moody's assigned Baa3 ratings to the company's amended and
restated senior secured credit facilities.

Hologic, Inc., based in Bedford, Massachusetts, is a leading
developer, manufacturer and supplier of diagnostic, surgical and
medical imaging systems primarily dedicated to serving the
healthcare needs of women.  Areas of focus include mammography and
breast care technologies and cervical cancer screening.


IMAX CORP: Director Wechsler Sells 65,000 Shares
------------------------------------------------
Bradley J. Wechsler, a director at IMAX Corporation, disclosed in
a regulatory filing with the Securities and Exchange Commission
that between June 29 and July 1, 2010, he sold roughly 65,000
shares of IMAX common stock at roughly $14 a share.  He may be
deemed to directly own 333,295 shares after the transactions.

Mr. Wechsler also disclosed that he indirectly owns 150,000 IMAX
shares held by his spouse and 275,000 shares held by "BJW
Affiliates, EFS".

Mr. Wechsler also said that on July 1 he exercised stock
appreciation rights, acquiring 40,000 IMAX common shares in the
process.  He now holds stock appreciation rights that may be
converted to 480,000 common shares.

In a separate filing, Larry O'Reilly, IMAX's executive VP for
Theatre Development, disclosed that on July 1, 2010, he acquired
options to buy 35,000 company shares.  The stock options become
exercisable in five installments: 3,500 on July 1, 2011; 5,250 on
July 1, 2012; 7,000 on July 1, 2013; 8,750 on July 1, 2014 and
10,500 on July 1, 2015.

Mr. O'Reilly also disclosed he directly owns 5,000 shares of IMAX
common stock.

As reported by the Troubled Company Reporter, IMAX on July 1,
2010, entered into an amendment to the employment arrangement with
Mr. O'Reilly.  The amendment provided for an annual salary of
$295,000, effective July 1, 2010.  Pursuant to the amendment, on
July 1, 2010, Mr. O'Reilly was granted 35,000 options to purchase
common shares of the Company in accordance with the Company's
Stock Option Plan, which options vest as to 10% on the first
anniversary of the grant date, 15% on the second anniversary of
the grant date, 20% on the third anniversary of the grant date,
25% on the fourth anniversary of the grant date and 30% on the
fifth anniversary of the grant date. The options expire on July 1,
2017. Other material provisions of Mr. O'Reilly's employment
arrangement remain unchanged.

                        About IMAX Corp.

IMAX Corp. -- http://www.imax.com/-- together with its wholly
owned subsidiaries, is an entertainment technology company
specializing in motion picture technologies and large-format film
presentations.  Its principal business is the design and
manufacture of large-format digital and film-based theater
systems, sale or lease of such systems, and the conversion of
two-dimensional (2D) and three-dimensional (3D) Hollywood feature
films for exhibition on such systems worldwide.

At March 31, 2010, the Company had $276,038,000 in total assets
against $200,127,000 in total liabilities, resulting in
$75,911,000 in stockholders' equity.

                           *     *     *

In January 2010, Moody's Investors Service withdrew all ratings
for IMAX following the repayment in full of the 9.625% senior
notes due December 2010.  In November 2009, Standard & Poor's
Ratings Services raised its corporate credit rating on the company
to 'B-' from 'CCC+'.  The rating outlook is stable.

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


INFOLOGIX INC: Borrows $1.5 Million From Hercules Technology
------------------------------------------------------------
InfoLogix Inc. and its subsidiaries borrowed $1,500,000 from
Hercules Technology Growth Capital Inc. under its revolving credit
facility pursuant to the Amended and Restated Loan and Security
Agreement dated November 20, 2009.

The Discretionary Credit will be treated as an overadvance under
the Loan Agreement and is repayable on the terms applicable to and
at the interest rate charged on overadvances provided for in the
Loan Agreement, which terms have not been modified for this
borrowing.

                       About InfoLogix Inc.

Based in Hatboro, Pennsylvania, InfoLogix, Inc. (NASDAQ: IFLG) --
http://www.infologix.com/-- provides end-to-end solutions for
electronic medical record and supply chain implementation and
mobilization, with experience in over 2,200 hospitals and
businesses nationwide.  InfoLogix assists its healthcare and
commercial customers by implementing and optimizing EMR and SCM
systems, offers mobility to caregivers and workforces by making
data accessible directly at the point of care or point of
activity, and manages operations with services to improve clinical
and financial performance and supply chain with services to drive
greater efficiency.

The Company's balance sheet at March 31, 2010, showed
$34.0 million in total assets and $39.0 million in total
liabilities, for a total stockholders' deficit of $4.9 million.

McGladrey & Pullen, LLP, in Blue Bell, Pa., expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company has suffered
recurring losses from operations, has negative working capital and
an accumulated deficit as of December 31, 2009.


INN & SUITES: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Inn & Suites of Union City, GA, LLC
        3939 Royal Drive, Suite 22
        Kennesaw, GA 30144
        Tel: (404)681-3450

Bankruptcy Case No.: 10-79758

Chapter 11 Petition Date: July 6, 2010

Court: U.S. Bankruptcy Court
       Northern District of Georgia (Atlanta)

Debtor's Counsel: John A. Christy, Esq.
                  Schreeder, Wheeler & Flint, LLP
                  1100 Peachtree Street, Suite 800
                  Atlanta, GA 30309-4516
                  Tel: (404) 681-3450
                  Fax: (404) 681-1046
                  E-mail: jchristy@swfllp.com

Estimated Assets: $0 to $50,000

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 Harry Patel, member.


JAMES MORPHIS: Case Summary & 7 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: James Vaughn Morphis
        2800 Finley Road
        Pleasanton, CA 94588

Bankruptcy Case No.: 10-47665

Chapter 11 Petition Date: July 6, 2010

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

Judge: Randall J. Newsome

Debtor's Counsel: Scott J. Sagaria, Esq.
                  Law Offices of Scott J. Sagaria
                  333 W San Carlos Street, #1700
                  San Jose, CA 95110
                  Tel: (408) 279-2288
                  E-mail: sjsagaria@sagarialaw.com

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

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

According to the schedules, the Debtor says that assets total
$805,040 while debts total $2,292,339.

A copy of the Debtor's list of 7 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/canb10-47665.pdf

The petition was signed by the Debtor.


KENAN ADVANTAGE: S&P Assigns 'BB-' Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB-' corporate
credit rating to U.S.-based Kenan Advantage Group Inc.  The
outlook is stable.

At the same time, S&P assigned a 'BB-' rating to the company's
$450 million senior secured facility, as well as a '3' recovery
rating, indicating meaningful (50% to 70%) recovery of principal
in a payment default scenario.  The facility consists of a
$75 million five-year revolving credit facility, a $250 million
term loan due in 2016, and a $125 million delayed-draw term loan
also due in 2016.  The facility also has a $100 million accordion
option.

On June 11, 2010, Goldman Sachs Capital Partners and Centerbridge
Partners acquired Kenan Advantage for a purchase price of
$680 million, excluding transaction fees and expenses.  The
transaction is being financed with $469 million in common equity,
as well as proceeds from the senior secured debt financing.  At
the close of the transaction, lease-adjusted credit metrics are
above average for the ratings, with debt to EBITDA and funds from
operations (FFO) to total debt at 2.8x and 25%, respectively.

Given the gradual economic recovery, stable demand for petroleum
products, and improving demand for chemicals, S&P expects modest
improvement in earnings and cash flow over the next several
quarters.  However, in the near and intermediate term, S&P expects
Kenan Advantage to employ an acquisitive growth strategy, which
will likely result in increased debt leverage.  "S&P could lower
the ratings if a substantial change in financial policy, a debt-
financed acquisition, or earnings deterioration results in FFO to
total debt consistently around 15% or lower," said Standard &
Poor's credit analyst Anita Ogbara.  "In the intermediate term,
given the company's aggressive financial profile and acquisitive
growth strategy, an upgrade is unlikely," she continued.


KENNETH STARR: Faces Nov. 1 Trial on Fraud Charges
--------------------------------------------------
Bloomberg News reports that money manager Kenneth I. Starr faces a
Nov. 1 criminal trial on charges that he defrauded his celebrity
and socialite clients of at least $59 million.  U.S. District
Judge Shira Scheindlin scheduled the trial while also ruling that
Starr must file any requests to suppress evidence by Aug. 5.

According to the report, Mr. Starr, 66, is charged with 20 counts
of wire fraud and one each of securities fraud, money laundering
and fraud by an investment adviser.  He is being held without bail
and denies the charges. If convicted of wire fraud, Starr faces as
much as 20 years in prison.

The report relates that Mr. Starr was represented at a proceeding
in Manhattan federal court by attorney Flora Edwards, who told the
judge that she would soon submit a proposal to release Starr on
bail.  Ms. Edwards also said she may ask to quit the case if Starr
can't locate assets to pay her with.

                        About Kenneth Starr

Kenneth I. Starr is a New York financial adviser to high-net-worth
and celebrity clients accused of running a $30 million investment
fraud.

In June 2010, U.S. District Judge Sidney Stein appointed Aurora
Cassirer, Esq., at Troutman Sanders, as temporary receiver for the
firms owned by Mr. Starr.  Judge Stein first appointed Ms.
Cassirer as interim monitor to oversee three Starr entities --
Starr Investment Advisors, Starr & Co., and Colcave LLC


L-1 IDENTITY: Moody's Downgrades Corporate Family Rating to 'B3'
----------------------------------------------------------------
Moody's Investors Service downgraded L-1 Identity Solutions,
Inc.'s Corporate Family and Probability of Default ratings to B3
from B2.  Ratings on L-1's senior secured bank debt were lowered
to B1 from Ba3.  At the same time, L-1's Speculative Grade
Liquidity rating was lowered to SGL-4, representing weak
liquidity, from SGL-2.  The CFR, PDR and bank debt ratings remain
under review for possible further downgrade.

L-1's performance was below expectations in the most recent
quarter, which in turn created a need for an amendment to L-1's
credit facilities to avoid a technical violation of its financial
covenants.  As the company is in the process of reviewing
strategic alternatives, the amendment provided a limited period of
covenant relief which could expire as early as the end of
September 2010 should the company not announce an agreement by the
end of August to effectively sell all, or substantially all, of
itself to an interested party(ies).  While the company remains
confident that its revenues and earnings for the balance of 2010
will markedly improve, in the absence of an agreement for a sale
of the company, L-1 will need to achieve higher EBITDA levels to
satisfy financial covenant levels applicable at the September
measurement date and afterward.  Consequently, developments in L-
1's exploration of strategic alternatives will have a meaningful
impact on the ratings.

L-1's capital expenditures will remain elevated over the balance
of the year before an expected decline in 2011.  This is occurring
at the same time amortization of its term loan will step-up
(current maturities of long-term debt stood at $29 million at the
end of March but will increase further in late 2010) and when
presumed revenue expansion could require incremental working
capital.  Collectively, these establish adverse pressure on the
firm's liquidity and probability of default, as, even if the
company generates material free cash flow, it may still require
access to the revolving credit to service scheduled principal
repayments.  This elevation of risk is manifested in the lower
liquidity, corporate family and probability of default ratings.

The B3 CFR and PDR consider the company's moderate size in
comparison to other government contractors, certain advantages as
an incumbent provider with competitive positions within its niches
across a collection of identity and credential services, as well
as favorable growth prospects over time.  Long-term revenue
potential will be tied to outlays for government-sponsored or
mandated programs.  While significant revenue is derived from
customers within the US Government, it is spread across multiple
contracts, programs and departments.  Yet, divisions of
substantially larger companies and certain systems integrators are
active within the company's sectors and could commit significant
resources at some point to challenge L-1 in a technology sensitive
industry.  The ratings also consider L-1's material backlog of
orders which along with certain government identity mandates and
funding programs provide a degree of revenue visibility.

The ratings also incorporate the company's elevated leverage,
challenging liquidity in comparison to approaching debt payments,
and limited operating profitability which has led to weak interest
coverage metrics.  The company's capital structure includes
$175 million of convertible securities whose holders have an
option to put the securities to the company in May 2012 with
settlement in cash.  Capital expenditure requirements in its state
licensing business have constrained free cash flow generation
which has limited the company's ability to materially reduce its
debt burden from earlier acquisitions.  L-1 could begin to
generate stronger free cash flow in 2011 if it achieves higher
EBITDA levels and its capital expenditure requirements begin to
ebb, but its scheduled principal amortization steps-up at the end
of 2010.

The ratings remain under review for possible further downgrade.
The review will focus on the outcome of any prospective sale of
the company or other strategic options being considered.  A sale
of the firm could involve a financially stronger buyer, lead to a
refinancing or full repayment of existing debt as well as extend
the time frame of financial covenant relief granted by the bank
group.  In such a scenario, L-1's core ratings could stabilize or
improve either as a result of a pending purchase or upon reaching
its earnings and cash flow guidance and entering into 2011 with
expectations of stronger EBITDA and free cash flow.  Should a sale
not be agreed, and, absent any further amendments to the bank
credit agreement or refinancing, the ratings could face additional
pressure from limited headroom under financial covenants,
particularly if performance is less than guidance, and if a more
precarious liquidity situation develops.

The SGL-4 liquidity rating incorporates modest cash balances,
expectations of limited positive free cash generation over the
near term, significant debt amortization in the next 12 months in
comparison to those internal resources, and access to a $135
million revolving credit facility but under which availability is
constrained from the impact of financial covenant tightening.

Ratings downgraded and updated Loss Given Default point estimates:

* Corporate Family to B3 from B2

* Probability of Default to B3 from B2

* $135 million 1st lien revolving credit to B1 (LGD-3, 33%) from
  Ba3 (LGD-2, 29%)

* $278 million 1st lien term loan to B1 (LGD-3, 33%) from Ba3
  (LGD-2, 29%)

* Speculative Grade Liquidity to SGL-4 from SGL-2

The last rating action was on December 22, 2009 at which time the
B2 Corporate Family and Probability of Default ratings were
affirmed.

L-1 Identity Solutions, Inc., headquartered in Stamford, CT, is a
leading provider of multi-modal services which address identity
risk, secure credentialing, biometric identity, fingerprinting and
related engineering and analytical solutions.  Revenues in 2009
were $651 million.


LEAP WIRELESS: 5 Officers Receive Shares Under Stock Purchase Plan
------------------------------------------------------------------
Five Leap Wireless International Inc. officers acquired 250 shares
of the Company's common stock on June 30, 2010.  The shares were
acquired under the Leap Wireless International, Inc. Employee
Stock Purchase Plan in a transaction which is exempt under Rule
16b-3(c).  As a result:

     -- CEO and President Stewart D. Hutcheson has raised his
        stake to 327,072 shares.  He directly holds the shares.

     -- William Ingram, Sr. VP-Strategy, has raised his stake to
        74,860 shares.  He directly holds the shares.

     -- Robert J. Irving, Jr., Sr. VP and General Counsel, raised
        stake to 83,301 shares.  He directly holds the shares.  He
        may also be deemed to indirectly own 6,766 shares held by
        a trust.

     -- Jeffrey E. Nachbor, Sr. VP, Fin Ops-Chief Accounting
        Officer, raised his stake to 40,030.  He directly holds
        the shares.

     -- Leonard C. Stephens, Sr. Vice President-HR, raised his
        stake to 86,357 shares.  He directly holds the shares.

Walter Z. Berger, Leap's Executive Vice President and CFO,
disclosed that on June 23, he disposed of 2,292 shares, reducing
his stake to 102,708 shares.  He directly holds those shares.

                       About Leap Wireless

Headquartered in San Diego, California, Leap Wireless
International, Inc. (NASDAQ: LEAP) -- http://www.leapwireless.com/
-- and its joint ventures provide wireless services in 34 states
and the District of Columbia and hold licenses in 35 of the top 50
U.S. markets.  Through its affordable, flat-rate service plans,
Cricket offers customers a choice of unlimited voice, text, high-
speed data and mobile Web services.

Leap spun out from Qualcomm Inc. in 1998 and expanded primarily
into rural markets.  It has customers in 34 states and annual
sales around $2.3 billion, making it the seventh-largest wireless
carrier in the U.S., according to The Wall Street Journal.

At March 31, 2010, the Company had total assets of $5,259,706,000
from total liabilities of $3,578,532,000 and redeemable non-
controlling interests of $51,768,000, resulting in stockholders'
equity of $1,629,406,000.

The Troubled Company Reporter on February 2, 2010, citing The Wall
Street Journal's Jeffrey McCracken and Niraj Sheth, said Leap
Wireless has hired Goldman Sachs Group and formed a special board
committee to look into selling the company or merging with rivals.

                         *     *     *

According to the Troubled Company Reporter on April 29, 2009,
Standard & Poor's Ratings Services revised its outlook on Leap
Wireless International Inc. to positive from stable.  At the same
time, S&P affirmed its ratings on the San Diego-based wireless
carrier, including the "B-" long-term corporate credit rating and
"B+" secured bank loan rating on subsidiary Cricket Communications
Inc.


LEHMAN BROTHERS: Has Deal With Field Point on Trade Transactions
----------------------------------------------------------------
Lehman Brothers Holdings Inc. and its Debtor affiliates, including
Lehman Commercial Paper Inc., entered into a Court-approved
stipulation and agreed order with Field Point IV S.a.r.l. to
resolve issues regarding assumption of certain trade transactions.

Prior to the Petition Date, the Debtors were active in the
secondary loan market.  In this capacity, the Debtors purchased
and sold both par and distressed commercial loans.  The Debtors'
prepetition trades were reflected in various oral and written
confirmations, which generally represented binding agreement to
purchase or sell a position in par or distressed loans at an
agreed price.  However, the transaction was not consummated and
settled until, among other things, both counterparties executed
formal transfer documentation and the purchaser tendered payment.

As of the Petition Date, the Debtors had entered into, but had not
yet consummated and settled, hundreds of Trade Confirmations.  The
Debtors subsequently filed a request for approval to assume,
reject or modify the Open Trade Confirmations.  In the Open Trades
Motion, the Debtors designated for assumption, among others, these
Open Trade Confirmations for the sale by LCPI of Pertus Sechzehnte
debt to Field Point:

  (1) a Loan Market Association distressed trade confirmation
      dated July 14, 2008, with a trade date of July 11, 2008;
      and

  (2) an LMA par trade confirmation dated August 4, 2008, with a
      trade date of July 31, 2008.

Field Point objected to the assumption of the Field Point Trades
asserting that it had terminated the Field Point Trades
prepetition by letters dated September 30, 2008.  In their reply,
the Debtors argue, among other things, that the Field Point Trades
had not been effectively terminated prepetition because there had
been no breach by LCPI.

The Court subsequently directed the Debtors and Field Point to
proceed with discovery to resolve the factual issues raised by the
Field Point Objection and, since that time, LCPI and Field Point
have been participating in discovery.

The Debtors and Field Point have now agreed to resolve their
dispute pursuant to the terms set forth in that certain letter
agreement between LCPI and Field Point dated October 1, 2009.

Among other things, the Debtors and Field Point agree that:

  -- the purchase rate for the Field Point Trades will be
     reduced to the rate set forth in the Letter Agreement;

  -- the Debtors are not required to pay any cure costs to Field
     Point in connection with the Field Point Trades;

  -- the Debtors have demonstrated adequate assurance of future
     performance of the Field Point Trades and no further
     showing of adequate assurance is necessary pursuant to the
     Bankruptcy Code; and

  -- the Field Point Objection will be deemed withdrawn, with
     prejudice.

                        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: Lawyer Knew of Potential Losses in Barclays Deal
-----------------------------------------------------------------
A former lawyer for Lehman Brothers Holdings Inc.'s creditors
testified that he did not oppose the sale of the company's
business to Barclays although his financial adviser believed late
changes to the terms might cost creditors billions of dollars,
according to a June 25 report by Bloomberg News.

Luc Despins, Esq., said there was no other "apparent viable
alternative" at the time.

"The assumption was that the Barclays transaction was better than
liquidation," Bloomberg News quoted Mr. Despins as telling
Barclays' lawyer, David Boies, at the June 25 trial.

Mr. Despins was responding to questions from Mr. Boies, who was
trying to show that Lehman creditors had enough information to
oppose the Lehman-Barclays deal as it closed but did not do so.
At issue is whether creditors have a right to reopen a sale
contract 21 months later that would normally be final in
bankruptcy court.

To recall, LBHI, the Official Committee of Unsecured Creditors
and Lehman Brothers Inc.'s trustee earlier asked the U.S.
Bankruptcy Court for the Southern District of New York to reverse
its decision on the sale, accusing Barclays of receiving possibly
$12 billion in excess assets that were never disclosed when it
bought the broker-dealer business.

The move came following the results of LBHI's investigation into
the sale, showing that the deal that closed differed materially
from the one approved by the Court.  The investigation showed
that the deal was actually structured to give Barclays "immediate
and enormous windfall profit."

Mr. Boies is scheduled to present Barclays' side of the story
starting August 23, 2010, according to Bloomberg News.

                        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: LBI Trustee Has Agreement With Northern Trust
--------------------------------------------------------------
James W. Giddens, as trustee under the SIPA to administer Lehman
Brothers Inc., and The Northern Trust Company asks the Court to
approve a stipulation providing for the unwind, closeout and
reduction to cash of the amounts due the LBI Estate with respect
to certain Transactions with Northern Trust.

Prior to the Petition Date, LBI and Northern Trust, as agent for
and on behalf of certain beneficial owners, entered into certain
securities lending transactions under the Master Securities
Borrowing Agreement dated March 13, 2000, as amended.  After the
Petition Date, certain funds became due to LBI with respect to
the Transactions.

The Trustee has determined, in consultation with his professional
advisors, including Deloitte & Touche LLP, that it would be in
the best interests of the LBI Estate, its customers, and its
creditors that the outstanding Transactions be closed out subject
to the payment to the Trustee of $92,398,579 and the return to
the Trustee of certain securities, which payment and return of
securities represents the sum of (i) the principal amount payable
by Northern Trust to the LBI Estate in connection with the
closed-out Transactions and (ii) the interest paid thereon.

                        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: LBI Trustee Has Deal With Landesbank & Pekao
-------------------------------------------------------------
James W. Giddens, trustee for Lehman Brothers, Inc., entered into
separate stipulations in connection with closing of certain
transactions with Landesbank Baden-Wurttemberg and Bank Polska
Kasa Opieki S.A.

Before the Petition Date, LBI separately entered into certain
foreign exchange transactions with Landesbank and Bank Pekao.

The LBI Trustee has determined, in consultation with his
professional advisors, including Deloitte & Touche LLP that it
would be in the best of the LBI Estate, its customers and
creditors that the outstanding Transactions be closed out subject
to the payment to the LBI Trustee of:

(a) $47,796,833, with respect to Landesbank; and
(b) EUR5,306,000 with respect to Bank Pekao.

The terms of the stipulation are:

(a) Landesbank agrees to pay the LBI Trustee the Closeout Amount
    in immediately available funds to:

    Union Bank, N.A.
    ABA No. 122000496
    A/C No/ 3713096431 TRUSDG
    James W. Giddens, Trustee, LBI Funds Account,
    Account No. 6711860101

    Bank Pekao agrees to pay the LBI Trustee the Close-out
    Amount in immediately available funds to:

    Deutsche Bank
    Escbom, Germany
    SWIFT BIC: DEUTDEFF
    NC # 100959450800
    FBO:BOFCUS33MGC
    Deutsch Bank
    Alfred-Herrhausen-Allee 16-24
    Escbom, Germany
    FFC: James W. Giddens, Trustee, LBI Funds alc 6711860101

(b) Upon receipt by the LBI Trustee of the Closeout Amounts, the
    Transactions will be fully and finally closed without the
    need for any further Court approval or other action by the
    parties.

The Court approved a stipulation previously entered into between
the LBI Trustee and Zurcher Kantonalbank.

                        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)


LEINER HEALTH: Judge Approves Schering-Plough Claim Settlement
--------------------------------------------------------------
Bankruptcy Law360 reports that a bankruptcy judge has signed off
on a deal that resolves Schering-Plough Healthcare Products Inc.'s
claims against Leiner Health Products Inc. related to a 2007 drug
recall.

According to Law360, Judge Kevin J. Carey of the U.S. Bankruptcy
Court for the District of Delaware approved a settlement Tuesday
between Schering-Plough and the liquidating trustee for Leiner's
affiliates.

                         About Leiner Health

Based in Carson, California, Leiner Health Products Inc. nka
Supplements LT Inc. -- http://www.leiner.com/-- manufactures and
supplies store brand vitamins, minerals and nutritional
supplements products, and over-the-counter pharmaceuticals in the
US food, drug and mass merchant and warehouse club retail market.
In addition to its primary VMS and OTC products, they provide
contract manufacturing services.  During the fiscal year ended
March 31, 2007, the VMS business comprised approximately 61% of
net sales.  On March 20, 2007, they voluntarily suspended the
production and distribution of all OTC products manufactured,
packaged or tested at its facilities in the US.

The company filed for Chapter 11 protection on March 10, 2008
(Bankr. D. Del. Lead Case No.08-10446).  Jason M. Madron, Esq.,
and Mark D. Collins, Esq., at Richards, Layton & Finger, P.A.,
represent the Debtors.  The Debtors selected Garden City Group
Inc. as noticing, claims and balloting agent.  The U.S. Trustee
for Region 3 appointed creditors to serve on an Official Committee
of Unsecured Creditors in these cases.  The Committee selects Saul
Ewing LLP as its counsel.

As reported in the Troubled Company Reporter on April 10, 2008,
the Debtors' schedules of assets and liabilities showed total
assets of $133,412,547 and total debts of $477,961,526.


LIBERTY STAR: Pays Out Creditors, Contracts with Northern Dynasty
-----------------------------------------------------------------
James A. Briscoe, P. Geo., President & CEO OF Liberty Star Uranium
& Metals Corp., announced that the Company has tendered into
escrow full payout to its Secured Lenders under convertible notes
issued on May 11, 2007, August 28, 2008, May 21, 2009 and August
14, 2009. Those notes had been declared in default.  All security
held by the Secured Lenders is in the process of being released
against payment of the escrowed funds.

In order to pay out its former lenders, the Company has sold 60.7
square kilometers (23.4 square miles out of the Company's original
177 square miles, or 13% of its Big Chunk and Bonanza Hills
acreage) in consideration for both $1,000,000 cash payment and a
convertible loan from Northern Dynasty Minerals Ltd. in the amount
of $3,000,000.  The purchase of the claims and the loan are
interdependent.  The loan is secured by the Company's Big Chunk
and Bonanza Hills properties in Alaska and accrues interest at 10%
per annum.

As part of the transaction noted above, subject to negotiating and
signing a definitive earn-in option and joint venture agreement,
Northern Dynasty can earn a 60% interest in the Company's Big
Chunk and Bonanza Hills projects in Alaska by spending $10,000,000
on those properties over six years.  The borrowings from Northern
Dynasty may be applied as part of Northern Dynasty's earn-in
requirements.

Northern Dynasty is a public company trading on the TSX (NDM) and
NYSEAmex (NAK) and, together with Anglo American, is a 50% partner
in the Pebble Limited Partnership and the Pebble copper-gold-
molybdenum project in southwest Alaska.  The Pebble property is
located adjacent to the Company's Big Chunk properties.

The Company continues to search for capital so that it can
maintain and develop its Arizona properties, as well as the Alaska
Big Chunk project.


LINCOLNSHIRE CAMPUS: Files List of 20 Largest Unsec. Creditors
--------------------------------------------------------------
Lincolnshire Campus, LLC delivered to the Bankruptcy Court a list
of its 20 largest unsecured creditors on July 1, 2010.

Entity                          Nature of Claim    Claim Amount
------                          ---------------    ------------
Erickson Construction, LLC        Intercompany       $3,770,776
701 Maiden Choice Lane
Catonsville, MD 21228

Erickson Retirement Communities   Intercompany       $2,009,237
701 Maiden Choice Lane
Catonsville, MD 21228

Dupage County Collector                    Tax         $834,659
Po Box 4203
Carol Stream, IL 60197-4203

Sovereign Bank                            Debt         $294,030
Attn Brian Moran
3 Friends Lane, 2nd Floor
Newtown, PA 18940

Sysco Food Srvcs-Chicago                 Trade          $69,103
Po Box 5037
Des Plaines, IL 60017-5037

Skyline Restoration Inc.                 Trade          $30,219
5435 W 110th St, Suite 7
Oak Lawn, IL 60643

Erickson Construction, LLC        Intercompany          $25,794
701 Maiden Choice Lane
Catonsville, MD 21228

Omnicare Inc.                            Trade          $22,678
1600 Rivercenter II
100 East Rivercenter Blvd
Covington, KY 41011

Apco Worldwide Washington DC             Trade          $18,236
700 12th Street, N W , Suite 800
Washington, DC 20005

Prairie Point Corporate Park OA, Inc.    Trade          $17,810
1100 Peachtree Street, Suite 1100
Atlanta, GA 30309

Whiteford, Taylor & Preston              Trade          $16,295
Seven Saint Paul Street Suite 1400
Baltimore, MD 21202

Get Fresh Produce                        Trade          $11,695
1441 Brewer Creek Blvd
Bartlett, IL 60103

Architerra                               Trade          $10,305
239 US Hwy 45
Indian Creek, IL 60061

Supreme Lobster                          Trade           $6,107
200 E North Avenue
Villa Park, IL 60181-1221

Art Litho Company                        Trade           $5,571
3500 Marmenco Ct
Baltimore, MD 21230

FCA Inc.                                 Trade           $4,739
2852 West Ogden Ave
Naperville, IL 60540

Linda Roberts & Associates Inc.          Trade           $4,656
104 East Roosevelt Rd Suite 201
Wheaton, IL 60187

Ikon Financial Services                  Trade           $4,628
Attn Donna Tanner Special Assets
Dept
Po Box 6338
Macon, GA 31208-6338

Gulf South Medical Supply                Trade           $4,579
4345 South Point Blvd
Attn Melanie Brewer
Jacksonville, FL 32216

Sun Office Products                      Trade           $3,548
15508 E 19th Avenue
Aurora, CO 80011

                         About the Debtors

Lincolnshire Campus filed for Chapter 11 bankruptcy protection on
June 15, 2010 (Bankr. N.D. Tex. Case No. 10-34176).  Vincent P.
Slusher, Esq., at DLA Piper LLP US, assists the Company in its
restructuring effort.  The Company estimated its assets and debts
at $100,000,001 to $500,000,000.

Not-for-Profit Entities Sedgebrook, Inc. and Monarch Landing Inc.
also filed for Chapter 11 on June 15, 2010.

The Lincolnshire Debtors and the NFP Debtors are affiliates of
Erickson Retirement Communities LLC.

Baltimore, Maryland-based Erickson Retirement Communities LLC,
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.   Judge Stacey G.C. Jernigan
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 on April 30, 2010.

Erickson own 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.

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


LINCOLNSHIRE CAMPUS: Wells Fargo Balks at Cash Mgt, Rule 2004 Exam
------------------------------------------------------------------
Wells Fargo Bank National Association says it has no objection to
Lincolnshire Campus, LLC and Naperville Campus LLC's Cash
Management Motion.

However, Wells Fargo's non-objection to the Cash Management
Motion should not be deemed authority for and of Lincolnshire
Campus and Naperville Campus to use any funds held by Wells
Fargo, or that those funds are in any way property of their
estates, counsel to Wells Fargo, William W. Kannel, Esq., at
Mintz Levin Cohn Ferris Glovsky and Popeo, P.C., in Boston,
Massachusetts -- BKannel@mintz.com -- asserts.

As to the Lincolnshire Debtors' motion for a conduct of an
examination on Wells Fargo under Rule 2004 of the Federal Rules
of Bankruptcy Procedure, Wells Fargo complains that the
overwhelming majority of the document requests fall outside the
scope of Rule 2004.

Should the Court grant the Lincolnshire Debtors' request, Wells
Fargo seeks that certain limitations be put in place, including
that the Lincolnshire Debtors should only be permitted to conduct
some preliminary investigation into "May 27 Funds Foreclosure,"
but they cannot look into the internal affairs or communications
of Wells Fargo.

                         About the Debtors

Lincolnshire Campus filed for Chapter 11 bankruptcy protection on
June 15, 2010 (Bankr. N.D. Tex. Case No. 10-34176).  Vincent P.
Slusher, Esq., at DLA Piper LLP US, assists the Company in its
restructuring effort.  The Company estimated its assets and debts
at $100,000,001 to $500,000,000.

Not-for-Profit Entities Sedgebrook, Inc. and Monarch Landing Inc.
also filed for Chapter 11 on June 15, 2010.

The Lincolnshire Debtors and the NFP Debtors are affiliates of
Erickson Retirement Communities LLC.

Baltimore, Maryland-based Erickson Retirement Communities LLC,
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.   Judge Stacey G.C. Jernigan
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 on April 30, 2010.

Erickson own 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.

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


LPATH INC: To Increase Class A Common Stock by 100MM Shares
-----------------------------------------------------------
LPath Inc. amended the articles of incorporation to increase the
number of authorized shares of Class A common stock from
100 million to 200 million.

A full-text copy of the Certificate of Amendment is available for
free at http://ResearchArchives.com/t/s?661b

                            About Lpath

San Diego, Calif.-based Lpath, Inc. is a biotechnology company
focused on the discovery and development of lipidomic-based
therapeutics, an emerging field of medical science whereby
bioactive lipids are targeted to treat human diseases.

At March 31, 2010, Lpath had total assets of $8,695,299 against
total current liabilities of $2,040,132 and warrants of
$1,893,776, resulting in stockholders' equity of $2,755,167.

In its March 2010 Form 10-Q report, the Company said that in the
year ended December 31, 2009, Lpath utilized cash in operating
activities of $1,054,786.  During 2010, the Company expects to
continue to incur cash losses from operations.  These conditions
raise substantial doubt about the Company's ability to continue as
a going concern.

In the Company's 2009 Annual Report on Form 10-K, Moss Adams LLP,
in San Diego, Calif., expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company had incurred significant cash
losses from operations since inception and expects to continue to
incur cash losses from operations in 2010 and beyond.


MAYSLAKE VILLAGE-PLAINFIELD: Has Bank's 'No' Vote
-------------------------------------------------
Bill Rochelle at Bloomberg News reports that Mayslake Village-
Plainfield Campus Inc. will be able to win approval the Chapter 11
plan at a July 13 confirmation hearing only by using the so-called
cramdown procedure on the mortgage lender, Bank of America NA.
The bank voted its $30 million in secured claims against the plan.
Unsecured creditors voted "yes."

According to the report, the Plan proposes to give the bank a new
note maturing in 2035 and paying 3.25% interest.  If cash flow is
insufficient to pay interest, unpaid amounts will be capitalized
and accrue interest.  Unsecured creditors are to be paid in full
in installments over four months.

The not-for-profit organization, affiliated with the Franciscans,
says that the retirement community is appraised for $17.5 million.
It has 186 units in two buildings.

Mayslake Village-Plainfield Campus Inc. is the not-for-profit
owner of the Cedarlake Village affordable retirement community in
Plainfield, Illinois.

Mayslake filed for Chapter 11 in 2009 in Chicago (Bankr. N.D. Ill.
Case No. 09-43338).  The Company listed assets and liabilities of
between $10 million and $50 million.  Bank of America in August
2009 commenced foreclosure proceedings against Mayslake.  The Bank
requested a receiver to be appointed for the company on Sept. 10,
2009.


MAYSVILLE INC: Asks for Court Okay to Sell Condo Units
------------------------------------------------------
Maysville, Inc., has asked for authorization from the U.S.
Bankruptcy Court for the Southern District of Florida to sell real
property.

Prior to the filing of the Petition, the Debtor entered into a
purchase agreement to sell unit 1802 of Platinum Condominium, one
of 22 condominium units owned by the Debtor, for $206,000.  A copy
of the purchase agreement is available for free at:

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

The sale constitutes a "short sale" wherein the mortgage holder,
Mellon Union has agreed to release its lien on the unit for less
than the full satisfaction of its debt.

The Debtor says that it won't receive any cash proceeds, but the
sale will assist the Debtor in its reorganization by reducing the
debt due its secured creditor, Mellon Union, which has agreed to
the sale.

The Court has set a hearing for July 9, 2010, at 3:30 p.m. on the
Debtor's proposed sale.

Miami, Florida-based Maysville, Inc., filed for Chapter 11
bankruptcy protection on June 28, 2010 (Bankr. S.D. Fla. Case No.
10-28244).  Stan Riskin, Esq., who has an office in Plantation,
Florida, assists the Company in its restructuring effort.  The
Company listed $24,690,000 in assets and $20,225,364 in
liabilities.


MEDICAL STAFFING: Has Interim Borrowing Authority
-------------------------------------------------
Medical Staffing Network Holdings, Inc., on July 7, 2010,
following interim approval by the United States Bankruptcy Court
for the Southern District of Florida, the Company entered into a
Senior Secured Priming and Superpriority Debtor-In-Possession
Credit Agreement with General Electric Capital Corporation, as
Administrative Agent and Collateral Agent, and with the lenders
parties thereto.  Under the DIP Credit Agreement, GECC and the DIP
lenders have agreed to lend the Company, on a revolving basis, up
to $12 million on an interim basis and up to $15 million
(including the first $12 million) following the final approval of
the DIP Credit Agreement and the loans thereunder by the
Bankruptcy Court.  The DIP Loan will be used to pay the costs of
the bankruptcy proceeding and to assure the Company's liquidity
needs are met during the pendency of the bankruptcy proceeding.
The DIP Loan bears interest at the rate of 10% per annum, is
secured by a superpriority secured priming lien on substantially
all of the Company's assets, and matures on October 5, 2010.  A
hearing in Bankruptcy Court seeking final approval of the DIP
Credit Agreement and DIP Loan is currently scheduled to be held on
July 21, 2010, at 9:30 a.m. Eastern time.

Additionally, the Company announced that on July 7, 2010, the
Bankruptcy Court entered orders granting various first day orders
with respect to its bankruptcy proceeding, including an order
allowing the Company to continue to pay employees their usual pay
and benefits on an uninterrupted basis, an interim order allowing
the Company to continue uninterrupted the escrow arrangement that
the Company previously established for the benefit of its VMS
clients and subcontractors, an interim order authorizing the
Company to continue to provide services pursuant to its government
prime contract accounts and government prime contract account
subcontracts, including management of subcontractor payments, and
an order authorizing the Company to file a Form 15 with the
Securities and Exchange Commission to deregister its common stock
under the Securities Exchange Act of 1934.  The interim orders
described above will also be considered for final approval by the
Bankruptcy Court at the July 21, 2010, hearing.

                      About Medical Staffing

Boca Raton, Fla.-based Medical Staffing Network Holdings, Inc.
(OTC QX: MSNW) is one of the largest diversified healthcare
staffing companies in the United States.  The Company provides per
diem nurse staffing services and travel, allied health and vendor
managed services.

The Company's balance sheet as of March 28, 2010, showed
$87.7 million in assets and $140.8 million of debts, for a
stockholders' deficit of $53.1 million.

Medical Staffing Network Holdings, Inc., together with affiliates,
filed for Chapter 11 on July 2, 2010 (Bankr. S.D. Fla. Case No.
10-29101).

Paul Steven Singerman, Esq., at Berger Singerman, serves as
bankruptcy counsel.  Akerman Senterfitt is corporate and
transactional counse.  Loughlin Meghji + Company is corporate
restructuring advisor.  Ernst & Young LLP is accounting and tax
advisor.  Jefferies & Company, Inc. is investment banker.  The
Garden City Group Inc. is claims and notice agent.

Medical Staffing intends to sell the business to first-lien
lenders in exchange for $84.12 million of the $98.2 million
they're owed.


MICHIGAN AVENUE: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Michigan Avenue Commerce Center Ltd.
        P.O. Box 420521
        Kissimmee, Fl 34742

Bankruptcy Case No.: 10-11846

Chapter 11 Petition Date: July 6, 2010

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

Debtor's Counsel: Raymond J. Rotella, Esq.
                  Kosto & Rotella PA
                  619 East Washington Street
                  Orlando, FL 32801
                  Tel: (407) 425-3456
                  Fax: (407) 423-5498
                  E-mail: rrotella@kostoandrotella.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
$2,240,500 while debts total $1,640,483.

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

The petition was signed by Ronald M. Hand, president of Trigon
Asset Management Corp., general partner.


MIDCONTINENT COMMUNICATIONS: Moody's Puts B1 Corp. Family Rating
----------------------------------------------------------------
Moody's Investors Service assigned first-time ratings for
Midcontinent Communications, a cable multiple system operator
partly owned by a subsidiary of Comcast Corporation, as
outlined below.  Included in the new rating assignments was a
B1 Corporate Family Rating, a B2 Probability of Default Rating
and B1 ratings for the company's proposed first lien bank credit
facilities (comprised of a 5-1/2 year $125 million revolving
credit facility, a 5-1/2 year $200 million Term Loan A and a
6-1/2 year $350 million Term Loan B), the proceeds from which
will be used to fund an approximate $320 million distribution
to Midcontinent's partnership shareholders and to refinance
approximately $230 million of existing indebtedness, as well
as for general corporate purposes.  The distribution to the
partnership will be split between (i) the estate of Larry Bentson
and another founding (former) stockholder with preferred shares,
and (ii) Comcast (to maintain its pro rata 50% indirect common
ownership in Midcontinent).  At close, Moody's anticipate both the
term loan A and the term loan B will be fully funded, and that
approximately $13 million of Midcontinent's $125 million revolver
will be drawn.  The rating outlook is stable.

Assignments:

Issuer -- Midcontinent Communications

* Corporate Family Rating -- B1

* Probability of Default Rating -- B2

* $125 Million Senior Secured First Lien Revolver due 2016 -- B1
  (LGD 3, 35%)

* $200 Million Senior Secured First Lien Term Loan A due 2016 --
  B1 (LGD 3, 35%)

* $350 Million Senior Secured First Lien Term Loan B due 2017 --
  B1 (LGD 3, 35%)

The rating outlook is stable.

Midcontinent's B1 Corporate Family Rating reflects the company's
modest scale, limited geographic reach and moderately high pro
forma financial leverage (with debt-to-EBITDA of approximately 5x,
incorporating Moody's standard adjustments).  Also considered is
Moody's expectation that free cash flow will remain modest (at
less than 5% of debt) over the projection period.  The rating is
supported, however, by management's conservative fiscal policies,
as demonstrated by a history of operating the company with
relatively low financial leverage and explicit commitment to
reduce debt with excess cash flow on an expedited basis in future
periods.  While Midcontinent's partnership with Comcast does
provide near-term benefits including purchasing leverage and
operational counsel which support margins, there is risk related
to the incurrence of additional debt to repurchase Comcast's 50%
interest (should Comcast choose to exit the partnership early,
after the four-year no-optionality period but prior to expiration
of the newly amended ten-year agreement).  Midcontinent does not
compete with either FiOS or U-Verse, but does remain rather
substantially exposed to overbuilders and/or incumbent cable
competitors in approximately 36% of its footprint.

This is the first time that Moody's has rated the debt of
Midcontinent.

Midcontinent Communications, headquartered in Minneapolis,
Minnesota, is a cable multiple system operator serving over
211,000 subscribers in the states of North Dakota, South Dakota
and Minnesota.  Comcast Corporation owns a 50% indirect common
equity interest in Midcontinent.  The company generated
approximately $300 million of revenue over the trailing twelve-
month period ended February 2010.


MIDCONTINENT COMMUNICATIONS: S&P Puts 'B+' Corporate Credit Rating
------------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B+'
corporate credit rating to Minneapolis-based Midcontinent
Communications.  The outlook is stable.

Additionally, S&P assigned a 'B+' issue-level rating and '3'
recovery rating to the company's proposed $675 million senior
secured credit facilities, consisting of a $125 million revolver
due 2015, a $200 million term loan A due 2015, and a $350 million
term loan B due 2016.  The '3' recovery rating indicates
expectations for meaningful (50%-70%) recovery in the event of
payment default.

Midcontinent is an incumbent cable operator that is 50% owned by
Midcontinent Media Inc. and 50% by Comcast Corp. (BBB+/Stable/A-
2).  The company will use proceeds from the transaction to fund a
$320 million distribution to the partnership, refinance about
$230 million of existing debt, and pay related fees and expenses.
The $320 million distribution will be split between the estate of
the company's founder as part of the management buyout of
Midcontinent Media, the redemption of preferred stock, and
Comcast.  S&P expects total funded debt outstanding to be about
$563 million.

"The ratings on Midcontinent reflect its small scale and low
system densities, mature revenue growth prospects for basic video
services, and an aggressive financial risk profile," said Standard
& Poor's credit analyst Allyn Arden.  They also reflect
competitive pressures from direct-to-home satellite providers,
incumbent telephone company Qwest Communications International
Inc. (BB/Watch Pos/--), and cable overbuilders.  Tempering factors
include the company's position as the dominant provider of pay-TV
services in its markets; revenue growth opportunities from
advanced video, high speed data, and telephony services; its
programming and equipment purchasing agreement with Comcast; and
solid profitability measures and net free cash flow generation.


MONARCH LANDING: Files List of 20 Largest Unsec. Creditors
----------------------------------------------------------
Monarch Landing, Inc., submitted to the Court a list of its 20
largest unsecured creditors on June 15, 2010.

The top five unsecured creditors of Monarch Landing are APCO
Worldwide Washington DC, Sysco Food Services - Chicago, FCA,
Inc., Get Fresh Produce, and Grainger.

A full list of Monarch Landing's 20 largest unsecured creditors
is available for free at:

     http://bankrupt.com/misc/Monarch_20LargestCreditors.pdf

                         About the Debtors

Lincolnshire Campus filed for Chapter 11 bankruptcy protection on
June 15, 2010 (Bankr. N.D. Tex. Case No. 10-34176).  Vincent P.
Slusher, Esq., at DLA Piper LLP US, assists the Company in its
restructuring effort.  The Company estimated its assets and debts
at $100,000,001 to $500,000,000.

Not-for-Profit Entities Sedgebrook, Inc., and Monarch Landing Inc.
also filed for Chapter 11 on June 15, 2010.

The Lincolnshire Debtors and the NFP Debtors are affiliates of
Erickson Retirement Communities LLC.

Baltimore, Maryland-based Erickson Retirement Communities LLC,
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.   Judge Stacey G.C. Jernigan
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 on April 30, 2010.

Erickson own 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.

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


MOVIE GALLERY: Blue Cross Seeks Lift Stay to Terminate ASA
----------------------------------------------------------
Blue Cross and Blue shield of Alabama ask the Court to lift the
automatic stay imposed on the Debtors to permit them to terminate
the Administrative Services Agreement it entered into with the
Debtors dated January 1, 2007.  In the alternative, Blue Cross
asks the Court to direct the Debtors to grant adequate assurance
of payment, or deem as an allowed administrative expense all
amounts owed by the Debtors to Blue Cross for services rendered
and expenses incurred by Blue Cross postpetition.

Movie Gallery provides health care benefits to its eligible
employees and their dependents pursuant to the Movie Gallery
Group Medical Plan and Group Dental Plan.

According to William A. Gray, Esq., at Sands Anderson PC, in
Richmond, Virginia, Blue Cross and the Debtors are parties to an
Administrative Service Agreement dated January 1, 2007, pursuant
to which Blue Cross, as claims administrator, provides certain
administrative services to the Plan and on behalf of Movie
Gallery.

Pursuant to the ASA, the Debtors bear the sole and exclusive
responsibility for all eligible claims filed by its employees
that are covered by the Plan, Mr. Gray tells the Court.

Presently, the Debtors signify that they do not intend to
reorganize.  In light of this, Blue Cross has determined that the
ASA is not necessary to an effective reorganization, Mr. Gray
relates.  In this regard, Blue Cross believes that it is entitled
to relief from stay to terminate the ASA and cease all
obligations of Blue Cross under that agreement.  Moreover,
liquidation will presumably result in the sale of all of the
Debtors' assets with no arrangement to pay Blue Cross for the
amounts owed to it by the Debtors, he asserts.

The Debtors are indebted to Blue Cross for at least $375,000, Mr.
Gray states.  Given the significant financial exposure of Blue
Cross under the ASA, Blue Cross should be afforded adequate
assurance that it will be paid for all of the postpetition
payments it made on behalf of the Debtors pursuant to the ASA and
the Plan, he says.

                        About Movie Gallery

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

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

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

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


MOVIE GALLERY: Lessors Seek Payment of $600,000 in Admin. Claims
----------------------------------------------------------------
In separate filings, 27 lessors ask the Court to allow payment
of their administrative claims totaling $599,623.  The lessors'
claims stem from the Debtors' alleged failure to pay postpetition
monthly rental obligations and associated additional costs for
their leased premises.

The lessors contend that the Debtors should be obligated to pay
their monthly obligations, as these are necessary in the
continued operation of their business for months after the
Petition Date.

The lessors are:

Lessor                     Month/s Payable          Amount
------                     -------------            ------
120 Center Street          June through December
Plaza, LLC                 2010                    $43,329

3986 Wilshire Boulevard    May 2010                $10,661

Aero Drive, LLC            Feb. 2010               $19,152

August Group, LLC          Jan. to Mar. 2010       $18,476

Brooks Commercial          Total Balance Owed      $46,594

Dan Brown                  Jan. and Feb. 2010       $5,244

Delos Realty Corp.         Feb. to Apr. 2010       $18,727

Francis & Market, LLC      Foreclosed lien         $28,223

Eastland Shopping
Center LLC                 Feb. and Apr. 2010      $14,748

Hursynd 11, LLC            April 2010               $5,221

Jenkins Org., Inc.         Feb. to Mar. 2010       $27,071

Johnson Family Trust       Not specified            $5,160

Long Watson Long
Development, LLC           Feb. and May 2010        $4,953

Marose Properties II, LLC  June 2010                $5,996

Oliveyard, LLC             Mar. to June 2010       $33,642

One Gateway Associates
LLC, Store No. 1338        Jan. & Feb., 2010        $9,064

One Gateway Associates,
LLC, Store No. 4034        Jan. & Feb., 2010       $13,110

Otter Creek Realty         Jan. to Mar. 2010        $4,355

Parkland Hills, LLC        Feb. to June 2010       $19,948

Partnership Eleven         July 2010                $9,246
                           Aug. 2010 to July 2011  $54,868

REH Enterprises WA2        Feb. to June 2010       $66,715

Richard E. Stoner
Store # 203291             Dec. 2009 to May 2010   $25,816

Richard E. Stoner
Store # 203677             Dec. 2009 to Feb. 2010  $26,355

Rod L. Parsons             Mar - June 2010          $2,456

Samuel Walker and
Shelley Brandt Walker      Feb. to June 2010       $47,513

TLM Realty Corp.           Jan. Mar. & Apr. 2010   $12,156

Wishbone Properties, LLC   Jan., Feb. & June 2010  $20,824

                        About Movie Gallery

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

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

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

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


MOVIE GALLERY: Taps Streambank to Start Sale Process for Marks
--------------------------------------------------------------
Movie Gallery Inc. and its units seek the U.S. Bankruptcy Court's
authority to employ Streambank, LLC, as their agent for the sale
of intellectual property and to provide them intellectual property
disposition services.

According to Jeremy S. Williams, Esq., at Kutak Rock LLP, in
Richmond, Virginia, the Debtors chose Streambank as their
facilitator of the liquidation of their Intellectual Property
because of Streambank's extensive experience and excellent
reputation for providing high quality intellectual property
disposition services to large and complex companies in bankruptcy
proceedings.  Moreover, Streambank's connection with potential
buyers and its record of closing the sales of intellectual
property assets of a number of big companies makes it qualified
to act as the Debtors' agent for the sale of the IP.

As the Debtors' agent, Streambank is expected to render
intellectual property sales services, and at the Debtors'
request, will advertise and market their IP for sale, Mr.
Williams related.

For its services, Streambank will be paid a one-time management
fee of $40,000 which is payable in full upon approval of the
employment application.  With respect to any sale transaction,
the Debtors will pay Streambank a commission in an amount equal
to 15% of the Gross Consideration above $120,000 paid in
connection with any Sale Transaction.  The commission is payable
in full immediately upon the Debtors' receipt of any Gross
Consideration for any IP Transferee.

The Debtors intend to reimburse Streambank's reasonable expenses
incurred in connection with the performance of services.
Additionally, the Debtors have agreed to a marketing budget of up
to $40,000 for the purchase of advertising and public relations
services to promote the wale of the Debtors' IP assets.

Gabriel Fried, a principal at Streambank, assures the Court that
Streambank is a "disinterested person" and does not hold any
interest adverse to the Debtors' estates.

                        About Movie Gallery

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

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

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

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


MOVING SOLUTIONS: Case Summary & 4 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Moving Solutions LTD, LLC
        45 W Easy Street, Unit 7
        Simi Valley, CA 93065

Bankruptcy Case No.: 10-18143

Chapter 11 Petition Date: July 6, 2010

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

Judge: Maureen Tighe

Debtor's Counsel: Craig T. Wormley, Esq.
                  501 Santa Monica Boulevard, Suite 700
                  Santa Monica, CA 90401
                  Tel: (310) 914-2444

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
$6,820,000 while debts total $8,820,000.

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/cacb10-18143.pdf

The petition was signed by Michael Persky, manager.


MPG TRUST: Lender Okays Renewal of Gas Company Tower Lease
----------------------------------------------------------
Certain subsidiaries of MPG Office Trust, Inc., fka Maguire
Properties Inc., and Bank of America, National Association, on
July 2, 2010, entered into an Omnibus Amendment to Loan Documents
with respect to the $458.0 million non-recourse mortgage loan on
the Company's Gas Company Tower property.  This loan was amended
in connection with obtaining lender approval of a lease renewal by
Southern California Gas Company for approximately 350,000 square
feet at the Gas Company Tower property.

                   About Maguire Properties, Inc.

Maguire Properties, Inc. (NYSE: MPG) --
http://www.maguireproperties.com/-- is the largest owner and
operator of Class A office properties in the Los Angeles central
business district and is primarily focused on owning and operating
high-quality office properties in the Southern California market.
Maguire Properties, Inc. is a full-service real estate company
with substantial in-house expertise and resources in property
management, marketing, leasing, acquisitions, development and
financing.

The Company's balance sheet at March 31, 2010, showed $3.5 billion
in total assets and $4.3 billion in total liabilities, for a total
stockholders' deficit of $830.5 million.


MPG OFFICE: Seven Individuals Named Directors
---------------------------------------------
MPG Office Trust Inc.'s Annual Meeting of Stockholders was held on
June 30, 2010. Proxies for the meeting were solicited pursuant to
Regulation 14A of the Securities Exchange Act of 1934, and there
was no solicitation in opposition to the recommendations of our
board of directors.

MPG Office Trust Inc. nominated seven individuals to serve as
directors of the Company until the 2011 Annual Meeting of
Stockholders:

   * Christine N. Garvey,
   * Michael J. Gillfillan,
   * Nelson C. Rising,
   * Joseph P. Sullivan,
   * George A. Vandeman,
   * Paul M. Watson, and
   * David L. Weinstein.

In addition, the Company proposed to ratify the selection of KPMG
LLP as its independent registered public accounting firm for the
fiscal year ending December 31, 2010.

                   About Maguire Properties, Inc.

Maguire Properties, Inc. (NYSE: MPG) --
http://www.maguireproperties.com/-- is the largest owner and
operator of Class A office properties in the Los Angeles central
business district and is primarily focused on owning and operating
high-quality office properties in the Southern California market.
Maguire Properties, Inc. is a full-service real estate company
with substantial in-house expertise and resources in property
management, marketing, leasing, acquisitions, development and
financing.

                           *     *     *

The Company's balance sheet at March 31, 2010, showed $3.5 billion
in total assets and $4.3 billion in total liabilities, for a total
stockholders' deficit of $830.5 million.


MPG OFFICE: Six Directors Receive Stock Options
-----------------------------------------------
Six directors of MPG Office Trust, Inc., fka Maguire Properties
Inc., on June 30 acquired options to buy 45,000 shares of the
company's common stock.  The options may be exercised until
June 30, 2020.

As a result of the grant:

     -- Michael J. Gillfillan now has options to buy 97,500
        shares;

     -- Christine Garvey now has options to buy 102,500 shares;

     -- David L. Weinstein now has options to buy 102,500 shares;

     -- Paul M. Watson now has options to buy 102,500 shares;

     -- George A. Vandeman now has options to buy 102,500 shares;
        and

     -- Joseph P. Sullivan now has options to buy 97,500 shares.

                   About Maguire Properties, Inc.

Maguire Properties, Inc. (NYSE: MPG) --
http://www.maguireproperties.com/-- is the largest owner and
operator of Class A office properties in the Los Angeles central
business district and is primarily focused on owning and operating
high-quality office properties in the Southern California market.
Maguire Properties, Inc. is a full-service real estate company
with substantial in-house expertise and resources in property
management, marketing, leasing, acquisitions, development and
financing.

The Company's balance sheet at March 31, 2010, showed $3.5 billion
in total assets and $4.3 billion in total liabilities, for a total
stockholders' deficit of $830.5 million.


NEENAH ENTERPRISES: Wins Confirmation of Debt-for-Equity Plan
-------------------------------------------------------------
Bill Rochelle at Bloomberg News reports that the bankruptcy judge
in Delaware signed a confirmation order on July 6 approving the
reorganization plan for Neenah Foundry Co.

With the approval of the Plan, Neenah is set to emerge from
Chapter 11 reorganization for a second time in less than seven
years.

The Plan exchanges the $237.5 million in 9.5% senior secured notes
for 97% of the new stock plus a new $50 million secured loan.
Tontine Capital Partners LP, the controlling shareholder and
holder of the $88.7 million in 12.5% senior subordinated notes,
keeps 3% of the new equity plus warrants to purchase 10%.

The disclosure statement said that senior noteholders should have
an 80% recovery.  The dividend on the subordinated notes is
estimated at 7%.  Unsecured creditors with $12.3 million in claims
are to be paid in full as is the $54.2 million secured working
capital loan.

As reported by the TCR on July 5, Neenah Enterprises said it has
secured financing commitments for its exit from bankruptcy.

Upon emergence, the Company will have successfully reduced its
debt by more than $270 million.

                     About Neenah Enterprises

Headquartered in Neenah, Wisconsin, Neenah Enterprises, Inc. --
http://www.nfco.com/-- is the indirect parent holding company of
Neenah Foundry Company. Neenah Foundry Company and its
subsidiaries manufacture and market a wide range of iron castings
and steel forgings for the heavy municipal market and selected
segments of the industrial markets.  Neenah is one of the largest
independent foundry companies in the United States, with
substantial market share in the municipal and various industrial
markets for gray and ductile iron castings and forged steel
products.

The Company filed for Chapter 11 bankruptcy protection on
February 3, 2010 (Bankr. D. Del. Case No. 10-10360).  Edmon L.
Morton, Esq., and Kenneth J. Enos, Esq., assist the Company in its
restructuring effort.  The Company had $286,611,000 in total
assets against total liabilities of $449,435,000, resulting in
stockholder's deficit of $162,824,000.

The Company's affiliates -- NFC Castings, Inc.; Neenah Foundry
Company; Cast Alloys, Inc.; Neenah Transport, Inc.; Advanced Cast
Products, Inc.; Gregg Industries, Inc.; Mercer Forge Corporation;
Deeter Foundry, Inc.; and Dalton Corporation -- filed separate
Chapter 11 petitions.


NEW YORK CHOCOLATE: Files Full-Payment Plan After Auction
---------------------------------------------------------
Bill Rochelle at Bloomberg News reports that New York Chocolate &
Confections Co. filed a Chapter 11 plan on July 6 where unsecured
creditors with $310,000 in claims will be paid in full, leaving
$240,000 for distribution to the owner.

The Bloomberg report relates that the Company held an auction and
received approval of the sale of the assets for $2.5 million to a
group of five bidders led by GoIndustry DoveBid.  The price is
sufficient to pay the $1 million loan made to finance the Chapter
11 case, along with costs of the proceedings.

                     About New York Chocolate

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

New York Chocolate filed for Chapter 11 on April 14, 2010 (Bankr.
N.D. N.Y. Case No. 10-30963).  Geoffrey Raicht, Esq., at
McDermott Will & Emery, LLP, represents the Debtor in its Chapter
11 effort.  The petition said that assets total $1,000,001 to
$10,000,000 while debts range from $500,001 to $1,000,000.


NEWFIELD EXPLORATION: S&P Raises Corp. Credit Rating From 'BB+'
---------------------------------------------------------------
Standard & Poor's Ratings Services said that it raised to 'BBB-'
from 'BB+' its long-term corporate credit rating on U.S.-based
Newfield Exploration Corp.

The rating on the company's senior subordinated notes remains at
'BB+', reflecting the fact that the subordinated notes are junior
to the company's unsecured revolving credit facility and senior
unsecured notes in right of payment and in accordance with
Standard & Poor's notching criteria for investment-grade ratings.

At the same time, S&P also withdrew its recovery ratings on the
company's senior subordinated notes.

"The upgrade reflects S&P's expectations of healthy financial
performance under its long-term price deck assumptions such that
leverage will remain moderate with funds from operations of
greater than 40%," said Standard & Poor's credit analyst Amy Eddy.
"The rating action also incorporates the company's favorable
growth prospects, especially from its oil producing properties."

In 2010, the company expects oil production to increase to about
30% of overall production from the mid-20% range in 2007.  Given
Newfield's positive track record of expanding its asset base
through a balanced combination of asset sale proceeds and debt,
S&P expects Newfield's leverage measures to remain moderate for
the rating category over the next few years despite the fact their
attractive 2010 oil hedges will continue to roll-off.


NORD RESOURCES: 3 Directors Receive Phantom Shares on June 30
-------------------------------------------------------------
Three directors of Nord Resources Corp. acquired phantom shares on
June 30, 2010:

     -- Douglas P. Hamilton received 100,000 phantom stock units.
        He now has 419,192 units;

     -- Stephen Seymour received 81,250 phantom stock units.  He
        now has 326,958 units; and

     -- John F. Cook received 81,250 phantom stock units.  He
        now has 106,250 units.

The deferred fee phantom stock units were issued in payment of
non-executive director fees pursuant to the Company's 2006 Stock
Incentive Plan.  Each share of phantom stock is the economic
equivalent of one share of common stock.  The shares of phantom
stock become payable in the Company's common stock upon a
director's termination of service or as otherwise provided in the
director's deferral election.

                       About Nord Resources

Based in Tuczon, Arizona, Nord Resources Corporation
(TSX:NRD/OTCBB:NRDS.OB) -- http://www.nordresources.com/-- is a
copper mining company whose primary asset is the Johnson Camp
Mine, located approximately 65 miles east of Tucson, Arizona.
Nord commenced mining new ore on February 1, 2009.

Nedbank, the Company's senior lender, has declined to extend the
forbearance agreement with respect to the scheduled principal and
interest payment in the approximate amount of $2,150,000 that was
due on March 31, 2010 under the Company's $25,000,000 secured
term-loan credit facility with Nedbank.  Nedbank Capital has also
declined to extend the forbearance agreement regarding the
Company's failure to make the payment of $697,869 due on April 6,
2010 under the Copper Hedge Agreement between the parties.  Both
forbearance agreements expired at midnight on May 13, 2010.

The Company is now in default of its obligations under the Credit
Agreement and the Copper Hedge Agreement with Nedbank.

On June 2, 2010, Nord Resources appointed FTI Consulting to advise
on refinancing structures and strategic alternatives.


NORD RESOURCES: Launches Measures to Improve Efficiencies
---------------------------------------------------------
Nord Resources Corporation said that it is immediately
implementing measures to reduce its costs, maximize cash flow, and
improve its operating efficiencies.

The company is temporarily suspending the mining and crushing of
ore at the Johnson Camp Mine and is laying off 43 people,
representing approximately half of its workforce at the mine.
Nord will continue to produce copper through the leaching of ore
already in place on its existing pads and the ongoing operations
of its SX-EW plant.

"We are taking this action for several reasons," said Randy
Davenport, interim Chief Executive Officer.  "First, this will
result in an immediate reduction of our costs and enable us to
maximize operating cash flow from the production of copper
achieved through continued leaching of ore on our existing pads
and the operation of our SX-EW plant.  Our production level can
continue near the current rate for the next few months and then
will slowly decline until the resumption of mining and crushing
operations.  Our ability to resume mining and crushing operations
will depend, in part, on our ability to refinance our existing
secured loan facility Nedbank Limited, and on our ability to raise
additional working capital.

"Second, this suspension provides us the opportunity to further
evaluate our geologic data, continue column leach testing, expand
mineralogical classification of the reserve and perform additional
drilling as appropriate.  The resulting improved data base and
geologic block model will provide the necessary tools to optimize
the mine plan by focusing on higher grade acid-soluble ore and
will improve the reliability of future copper production.

"We are also proceeding with the engineering work required to
develop a new leach pad. As previously announced, we intend to
begin using this pad by late first quarter 2011," Mr. Davenport
said.

Nord is continuing to work with FTI Consulting Inc., a global
business advisory firm, which it recently retained to provide
certain strategic consulting services related to potential
restructuring or other transactions including indentifying,
vetting and evaluating strategic alternatives, refinancing
structures, and possible business combination transactions
involving Nord.

                       About Nord Resources

Based in Tuczon, Arizona, Nord Resources Corporation
(TSX:NRD/OTCBB:NRDS.OB) -- http://www.nordresources.com/-- is a
copper mining company whose primary asset is the Johnson Camp
Mine, located approximately 65 miles east of Tucson, Arizona.
Nord commenced mining new ore on February 1, 2009.

                           *     *     *

According to the Troubled Company Reporter on May 10, 2010, Nord
Resources Corporation is facing a Thursday deadline to make
payments under a copper hedge agreement and a credit facility with
Nedbank Capital Limited.

In March 2009, Nord agreed with Nedbank to amend and restate its
credit agreement to provide for, among other things, the deferral
of certain principal and interest payments until December 31,
2012, and March 31, 2013.  While Nord made the scheduled principal
and interest payments that were due on September 30 and
December 31, 2009, in the approximate amounts of $2.3 million
each, the Company was unable to make the scheduled principal and
interest payment due on March 31, 2010, in the approximate amount
of $2.2 million.

Nord and Nedbank entered into an unconditional forbearance and
extension agreement dated March 30, 2010, that allowed for a
forbearance period of 21 days to negotiate an amendment to the
credit agreement as it pertains to the March 31, 2010 payment and
other terms therein.  That agreement was then extended to May 13,
2010.


NUTRACEA: Chairman and CEO to Extend Tenure
-------------------------------------------
NutraCea disclosed that Chairman and Chief Executive Officer W.
John Short has agreed to extend his tenure for four years
following the effective date of the Company's exit from Chapter
11.  This date is defined as the effective date of the plan of
NutraCea's reorganization under Chapter 11 of the Bankruptcy Code.

Short joined NutraCea on July 6, 2009 as President and was
appointed CEO and a Director on October 23, 2009; following on
December 7, 2009 he was appointed Chairman of Board.

The Company also announced that Leo G. Gingras, NutraCea's
President and Chief Operating Officer, has agreed to extend his
employment contract for four years following the effective date of
the Company's exit from Chapter 11. Gingras joined NutraCea in
2007 as Chief Operating Officer and was promoted to President on
February 25, 2010.

W. John Short, commented, "Based on the recent additions to our
team - John Quinn as Chairman of our Audit Committee and Dale Belt
as CFO, the preliminary settlement of the shareholder class action
suit and the filing of the Plan of Reorganization with the consent
and support of the Official Unsecured Creditors Committee, Leo and
I are both very excited about NutraCea's technology platforms and
future growth opportunities.

"I am confident that following our emergence from Chapter 11 we
will be able to increase the pace of growth of profitable sales
for the benefit of all of our stakeholders.  I am extremely
pleased that Dale and the rest of our management team members and
staff share our enthusiasm and dedication to NutraCea and will be
working closely with Leo and me to realize the very significant
potential of NutraCea."

                           About NutraCea

NutraCea is a world leader in production and utilization of
stabilized rice bran.  NutraCea holds many patents for stabilized
rice bran (SRB) production technology and proprietary products
derived from SRB.  NutraCea's proprietary technology enables the
creation of food and nutrition products to be unlocked from rice
bran, normally a waste by-product of standard rice processing.

Phoenix, Arizona-based Nutracea, a California corporation, filed
for Chapter 11 bankruptcy protection on November 10, 2009 (Bankr.
D. Ariz. Case No. 09-28817).  S. Cary Forrester, Esq., at
Forrester & Worth, PLLC, assists the Company in its restructuring
effort.  The Company listed $50,000,001 to $100,000,000 in assets
and $10,000,001 to $50,000,000 in liabilities.


NYC OFF-TRACK: Greg Rayburn Replaces Raymond Casey as CEO
---------------------------------------------------------
The New York Post's Brendan Scott and David Seifman report that
Gov. David Paterson has replaced the longtime chief executive of
the city's Off-Track Betting Corp. with a Manhattan financier who
will earn $125,000 a month to fix the agency.

The Post says the OTB board -- led by Gov. Paterson chief of staff
Lawrence Schwartz -- approved the $1.5 million a year salary for
Greg Rayburn after accepting the resignation of former OTB chief
executive Raymond Casey.

The Post says OTB director Steven Newman protest the move, which
he complained would cost taxpayers 10 times as much as Mr. Casey's
salary.

Mr. Rayburn is senior managing partner at FTI Paladium Partners.
He has served as CEO of television and camera maker Syntax-
Brillian Corp. and racetrack owner Magna Entertainment Corp.,
leading the companies during their bankruptcies.

                           About NYC OTB

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

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

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


OCEAN PARK: Averts Foreclosure by Filing for Bankruptcy
-------------------------------------------------------
Mike Harris at Ventura County Star reports that Ocean Park Hotels
filed for Chapter 11 in San Fernando Valley, putting on hold a
lawsuit filed by Nationwide Life Insurance Co. against the Company
seeking to foreclose on the hotels due to a defaulting on a
$25.3 million construction loan.

The hotels -- a Courtyard By Marriott at 1710 Newbury Road, which
opened in December 2006, and the adjacent Marriott TownePlace
Suites at 1712 Newbury Road, which opened in April 2007 -- will
remain open during the bankruptcy case, according to a person
familiar with the matter.

Company president James Flagg stated in a sworn declaration filed
in the Superior Court case said he has been actively trying to
sell or refinance the hotels to pay back the Nationwide loan.

Ocean Park Hotels owns two Marriott hotels in Thousand Oaks.


OPUS WEST: Former Employees Sue Opus Corp., Owners
--------------------------------------------------
Chris Newmarker at Minneapolis/St. Paul Business Journal reports
that a lawsuit filed by 16 former Opus West employees alleges that
commercial real estate firm Opus Corp. defrauded them, removing
tens of millions of dollars that could have instead paid the
millions in compensation and pension benefits owed to the workers.

Opus West filed for Chapter 11 bankruptcy protection in 2009.
Opus Corp. is in the process of winding down operations.

The suit names as defendants Minnetonka-based Opus Corp., its
founder Gerald Rauenhorst, his son Mark Rauenhorst, who is Opus'
top executive, the Rauenhorst family trusts that own Opus, and two
trustees for the trusts -- Keith Bednarowski and Luz Campa.

According to Business Journal, the lawsuit, filed in U.S. District
Court Central Division of California, seeks $32.4 million for the
former workers, as well as additional damages.  The former Opus
West workers claim the defendants directed the company to transfer
$146.3 million to Opus Corp. between 2006 and 2008.  Opus then
transferred $193.8 million to the Rauenhorst trusts.

According to Business Journal, Opus Corp. spokeswoman Winston
Hewett told the Star Tribune of Minneapolis that the charges in
the lawsuit are over the top, that the workers didn't work for
Opus Corp. or the family trusts, and therefore aren't owed money
from them.  Dennis Ryan, Esq., a Faegre & Benson lawyer
representing Opus Corp. and the Rauenhorst family trusts, told the
newspaper that most of the claims in the lawsuit are inaccurate.

                    About Opus West Corporation

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

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

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

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


ORIENTAL TRADING: Cut by S&P to 'CC' on Need to Restructure Debt
----------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on direct marketer Oriental Trading Co. Inc. to 'CC'
from 'CCC'.  The outlook is negative.

At the same time, S&P lowered its bank loan rating on the
company's $460 million first-lien facility to 'CC' from 'CCC' and
kept the '4' recovery rating on the debt unchanged.  S&P also
lowered its bank loan rating on the company's $180 million second-
lien facility to 'C' from 'CC'.  The '6' recovery rating on this
debt issue remains unchanged.

"The ratings on OTC reflect S&P's belief that the company will not
be able to service its existing debt and will restructure its
balance sheet," said Standard & Poor's credit analyst Mariola
Borysiak.  Moreover, the auditors' report for fiscal year ended
April 3, 2010 contains going concern language if the company is
unable to reorganize its capital structure in the near term.

"Operating performance remained challenged during the fiscal year
ended April 3, 2010," added Ms. Borysiak.  Despite recent
improvement in operating performance, trailing-12-month revenue
decreased 10.8% because of the persistently difficult operating
environment.  Despite cost-control initiatives, operating margin
narrowed to 12.6% from 14.0% a year ago because of sales
deleveraging.  During its fourth quarter ended April 3, 2010, and
subsequent to its fiscal year-end, the company obtained additional
waivers and amendments to its first-lien credit agreement.
However, the most recent waiver and amendment expires on Aug. 18,
2010, and S&P believes the company will have to negotiate covenant
relief for fiscal 2011, secure alternative financing, or
reorganize its existing capital structure.


PACIFIC ETHANOL: Fails to Satisfy Nasdaq Continued Listing Rule
---------------------------------------------------------------
On June 30, 2010, Pacific Ethanol, Inc., received a letter from
The Nasdaq Stock Market indicating that the bid price of its
common stock for the last 30 consecutive business days had closed
below the minimum $1.00 per share required for continued listing
under Nasdaq Listing Rule 5550(a)(1).  Under Nasdaq Listing Rule
5810(c)(3)(A), the Company has been provided an initial period of
180 calendar days, or until December 27, 2010, in which to regain
compliance.  The letter states that the Nasdaq staff will provide
written notification that the Company has achieved compliance with
Rule 5550(a)(1) if at any time before December 27, 2010, the bid
price of the Company's common stock closes at $1.00 per share or
more for a minimum of 10 consecutive business days unless the
Nasdaq staff exercises its discretion to extend this 10 day period
as discussed in Nasdaq Listing Rule 5810(c)(3)(F).

If the Company does not regain compliance with Rule 5550(a)(1) by
December 27, 2010, the Nasdaq staff will provide written notice
that the Company's securities are subject to delisting.  At that
time, the Company may appeal Nasdaq's determination to delist its
securities to a Hearings Panel.

                     About Pacific Ethanol

Sacramento, Calif.-based Pacific Ethanol, Inc. (NASDAQ CM: PEIX)
produces and sells ethanol and its co-products, including wet
distillers grain ("WDG"), and provides transportation, storage and
delivery of ethanol through third-party service providers in the
Western United States, primarily in California, Nevada, Arizona,
Oregon, Colorado, Idaho and Washington.  The Company sells ethanol
to gasoline refining and distribution companies and WDG to dairy
operators and animal feed distributors.

On May 17, 2009, five indirect wholly-owned subsidiaries of
Pacific Ethanol, Inc., namely, Pacific Ethanol Holding Co. LLC,
Pacific Ethanol Madera LLC, Pacific Ethanol Columbia, LLC, Pacific
Ethanol Stockton, LLC and Pacific Ethanol Magic Valley, LLC filed
for Chapter 11 on May 17, 2009 (Bankr. D. Del. Case No. 09-11713).
Judge Kevin Gross handles the case.  Attorneys at Cooley Godward
Kronish LLP represent the Debtors as counsel.  Attorneys at Potter
Anderson & Corroon LLP are co-counsel.  Epiq Bankruptcy Solutions
LLC is the claims agent.  Pacific Ethanol Holding disclosed
$50 million to $100 million in assets and $100 million to
$500 million in debts in its petition.

Neither the Company, nor any of its direct or indirect
subsidiaries other than PEHC and the Plant Owners, filed petitions
for relief under the Bankruptcy Code.

On June 29, 2010, PEHC and the Plant Owners emerged from Chapter
11 pursuant to the terms of the Amended Joint Plan of
Reorganization, which was filed with the Bankruptcy Court on
April 16, 2010, and confirmed by the Bankruptcy Court on June 8,
2010.


PACIFIC ETHANOL: Provides Additional Information on Joint Plan
--------------------------------------------------------------
As reported in the Troubled Company Reporter on June 30, 2010,
Pacific Ethanol, Inc., disclosed the emergence from bankruptcy of
Pacific Ethanol Holding Co. LLC and PEH's four wholly-owned
ethanol production facility subsidiaries, effective June 29, 2010.

On July 6, 2010, Pacific Ethanol provided additional information
concerning the Amended Joint Plan of Reorganization Plan of
Reorganization of PEH and the Plant Subsidiaries, which was filed
with the Bankruptcy Court on April 16, 2010, and confirmed by the
Bankruptcy Court on June 8, 2010.

The following is a summary of certain material matters concerning
the effectiveness of the Plan.

                            Generally

The prominent economic terms of the Plan include, but are not
limited to, the restructuring of approximately $287.0 million in
prepetition and postpetition secured indebtedness of PEHC and the
Plant Owners pursuant to a credit agreement entered into on
June 25, 2010, among PEHC and the Plant Owners, as borrowers, and
WestLB, AG, New York Branch and certain other lenders (the "Credit
Agreement"), comprised of:

-- Revolving loans in an aggregate principal amount not to exceed
    $15.0 million to fund working capital requirements so long as
    two of the four ethanol production facilities owned by the
    Plant Owners are not in operation (referred to as "Cold
    Shutdown").  If at any time more than two production
    facilities are in Cold Shutdown, the aggregate principal
    amount of the revolving loans may be increased by an amount
    approved by WestLB, as agent, and the required lenders under
    the Credit Agreement; provided that in no event will the
    aggregate principal amount of the revolving loans exceed
    $35.0 million;

-- Term A-1 Loans in the aggregate principal amount of
    $25.0 million, the proceeds of which were used to pay in full
    in cash all revolving loans made to PEHC and the Plant Owners
    between the bankruptcy petition date and the Effective Date;
    and

-- Term A-2 Loans in the aggregate principal amount of
    $25.0 million issued in cancellation of an equal amount of
    certain prepetition loans.

                Ownership of PEHC and Plant Owners

Pursuant to the Plan, on the Effective Date, 100% of the ownership
interest in PEHC was transferred to a newly-formed limited
liability company ("New PE Holdco") solely owned by certain
prepetition lenders and the Credit Agreement lenders, resulting in
PEHC and the Plant Owners becoming direct and indirect wholly-
owned subsidiaries of New PE Holdco.  Beginning on the Effective
Date, the agent under the Credit Agreement, initially WestLB, has
authority to appoint the managers, directors and officers of PEHC
and each Plant Owner.

A full-text copy of the Form 8-K report is available for free at:

              http://researcharchives.com/t/s?661e

                     About Pacific Ethanol

Pacific Ethanol Holding Co. LLC and four affiliates filed for
Chapter 11 on May 17, 2009 (Bankr. D. Del. Case No. 09-11713).
Judge Kevin Gross handles the case.  Attorneys at Cooley Godward
Kronish LLP represent the Debtors as counsel.  Attorneys at Potter
Anderson & Corroon LLP are co-counsel.  Epiq Bankruptcy Solutions
LLC is the claims agent.  Pacific Ethanol Holding disclosed
$50 million to $100 million in assets and $100 million to
$500 million in debts in its petition.

Pacific Ethanol Inc. and its marketing subsidiaries, Kinergy
Marketing LLC, and Pacific Ag. Products, LLC, have not filed for
Chapter 11 bankruptcy protection.  The Company is expected to
continue to manage the Plant Subsidiaries under an Asset
Management Agreement and Kinergy and PAP are expected to continue
to market and sell the Plant Subsidiaries' ethanol and feed
production under existing Marketing Agreements.


PALM INC: Repays JPMorgan Debt; Deregisters Unsold Securities
-------------------------------------------------------------
Palm Inc. on July 7, 2010, filed with the Securities and Exchange
Commission several Post-Effective Amendment No. 1 to Form S-8
Registration Statement under the Securities Act of 1933 to
deregister all unsold securities registered for issuance under the
company's plans, following the closing of its merger with Hewlett-
Packard Company.

On July 1, 2010, Palm announced the completion of the previously
announced merger of District Acquisition Corporation, a wholly
owned subsidiary of HP.  As a result of the Merger, Palm became a
wholly-owned subsidiary of HP.

On July 1, 2010, the Company repaid in full and terminated its
Credit Agreement dated October 24, 2007, with JPMorgan Chase Bank,
N.A., as administrative agent and collateral agent, Morgan Stanley
Senior Funding, Inc., as syndication agent and the various lenders
that are parties thereto.  The repayment and termination of the
Credit Facility was effected in connection with the completion of
the Merger.  The outstanding balance under the Credit Facility was
repaid in full along with a prepayment fee equal to 1% of the
outstanding principal.

In connection with the Merger, pursuant to a written request
submitted by the Company to the Nasdaq Stock Market on June 30,
2010, trading of the Company's common stock on the Nasdaq Global
Select Market ceased prior to the open of trading on July 1, 2010
and the listing of the Company Common Stock on the Nasdaq Global
Select Market was suspended prior to the open of trading on July
2, 2010.  As part of such written request, the Company also
requested that Nasdaq file with the Securities and Exchange
Commission an application on Form 25 to delist the Company Common
Stock from the Nasdaq Global Select Market and deregister the
Company Common Stock under Section 12(b) of the Securities
Exchange Act of 1934.  A Form 15 was filed on July 1.

                          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.

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


PALM INC: S&P Withdraws 'CCC+' Corporate Credit Rating
------------------------------------------------------
Standard & Poor's Ratings Services said it withdrew its 'CCC+'
corporate credit and 'CCC' senior secured ratings on Sunnyvale,
California-based smartphone manufacturer Palm Inc. and removed
them from CreditWatch, where they were placed on April 29, 2010
with positive implications.

Hewlett Packard Co. (HP) completed its acquisition of Palm on
July 1, 2010.  Following the closing, Palm's bank debt was repaid
and the facility was extinguished.  Given that Palm is now a
subsidiary of HP, S&P are withdrawing all ratings.


PEARVILLE LP: Can Access Prepetition Lenders' Cash Until July 31
----------------------------------------------------------------
The Hon. Karen K. Brown of the U.S. Bankruptcy Court for the
Southern District of Texas will consider on July 21, 2010, at
3:00 p.m., Pearville, L.P.'s access to cash securing obligations
to its prepetition secured lenders.  The hearing will be held at
515 Rusk Avenue, 4th Floor, Courtroom No. 403, Houston, Texas.
Objections, if any, are due on July 19, at 5:00 p.m.

The Debtor's prepetition secured lenders are: the International
Bank of Commerce (IBC), Paul J.A. Van Hessen and Tribble &
Stephens.

The Debtor would use up to a maximum of $16,000 of the cash
collateral to fund its Chapter 11 case, pay suppliers and other
parties July 31.

In exchange for using the cash collateral, the Debtor will grant
the secured lenders replacement liens on postpetition assets,
having the same respective priority as their prepetition liens.
IBC will have a first-priority security interest in and lien on
the post-petition collateral and in the accounts and all funds
therein to secure payment of all post-petition obligations.
Van Hessen will have a second-priority security interest in and
lien on the post-petition collateral and in the accounts and all
funds therein to secure payment of all post-petition obligations.

                       About Pearville, L.P.

Houston, Texas-based Pearville, L.P., filed for Chapter 11
bankruptcy protection on May 14, 2010 (Bankr. S.D. Texas Case No.
10-34074).  Thomas H. Grace, Esq., at Spencer Crain Cubbage Healy
& McNamara, 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.


PEARVILLE LP: Files Schedules of Assets and Liabilities
-------------------------------------------------------
Pearville, L.P., filed with the U.S. Bankruptcy Court for the
Southern District of Texas its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $11,199,875
  B. Personal Property            $1,033,708
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $11,705,667
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                          $287,931
                                 -----------      -----------
        TOTAL                    $12,233,583      $11,993,598

Houston, Texas-based Pearville, L.P., filed for Chapter 11
bankruptcy protection on May 14, 2010 (Bankr. S.D. Texas Case No.
10-34074).  Thomas H. Grace, Esq., at Spencer Crain Cubbage Healy
& McNamara, 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.


PETER ROSEN: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Peter M. Rosen
        119 Andros Harbour Place
        Jupiter, FL 33458

Bankruptcy Case No.: 10-29216

Chapter 11 Petition Date: July 6, 2010

Court: U.S. Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Paul G. Hyman Jr.

Debtor's Counsel: Julianne R. Frank, Esq.
                  11382 Prosperity Farms Road, #230
                  Palm Beach Gardens, FL 33410
                  Tel: (561) 626-4700
                  Fax: (561) 627-9479
                  E-mail: fwbbnk@bellsouth.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 20 largest unsecured
creditors filed together with the petition is available for
free at http://bankrupt.com/misc/flsb10-29216.pdf

The petition was signed by the Debtor.


PHH CORPORATION: Fitch Affirms Issuer Default Rating at 'BB+'
-------------------------------------------------------------
Fitch Ratings has affirmed PHH Corporation's long-term Issuer
Default Rating at 'BB+' and short-term IDR at 'B'.  The Rating
Outlook remains Negative.  Approximately $1.07 billion of debt is
affected by these actions.  A full list of ratings is detailed at
the end of this release.

The affirmation reflects the company's improved liquidity, given
the addition of conduit capacity within the fleet leasing segment
and warehouse capacity extension within the mortgage segment,
positive operating performance, due to improved margins in both
segments, and adequate capitalization for current ratings.
Ratings also take into account the short-term and predominantly
secured nature of the funding profile and the inherent volatility
in the mortgage-servicing rights asset which could negatively
impact earnings and capital.

PHH's operating performance has improved in recent quarters,
as higher volumes and margins on loan production combined with
lower valuation-related adjustments to MSRs have offset lower
volumes on the fleet leasing side.  For the three months ended
March 31, 2010, PHH reported net income of $8 million, compared
to $2 million for the same period ended in 2009.  However,
mortgage production volume is expected to decline in 2010, given
the expiration of the homebuyer tax credit and the impact of
refinance burn and margins have narrowed, in the most recent
quarter.  In order to improve profitability, Fitch believes that
PHH will have to focus on increasing market share and improve cost
efficiencies.

Liquidity has improved as the company's access to the fleet-backed
as well as mortgage-backed debt has increased over the past few
quarters.  The company recently extended its maturing mortgage
warehouse capacity until June 2011.  On the fleet side, the
company entered into a new $1 billion conduit facility maturing in
May 2011.  Furthermore, the company renewed its unsecured bank
facility until February 2012, but the capacity was reduced to
$805 million from $1.3 billion and will be further reduced to
$525 million in January 2011.  Fitch views favorably the steps
taken by the company to renew, diversify and extend its funding
capacity.

Leverage, as measured by debt to adjusted equity (which excludes
goodwill and equity associated with PHH's reinsurance business),
has declined over the last two years, as both mortgage production
and investment in fleet leases have contracted and equity
increased due to growth in retained earnings.  Leverage amounted
to 3.96 times (x) at March 31, 2010, down from 4.18x at year-end
2009.  Fitch believes leverage will stay close to the current
levels, in the near-term, as origination volumes and net
investment in fleet assets are expected to be comparatively lower.
Fitch believes PHH is appropriately capitalized for the current
rating category, although flexibility is limited, particularly if
the mortgage business were to lose origination market share.

PHH's MSR amounted to $1.45 billion at March 31, 2010, which
accounts for 96% of the company's tangible equity.  Declines in
MSR valuation could clearly have a negative impact on the
$1 billion net worth maintenance covenant under the company's
funding agreements.  The company is not currently using financial
derivatives to hedge MSR valuation risk, as realized declines
(actual payoffs) in MSRs are currently more than offset by newly
originated MSRs.  Fitch believes the sole reliance on this natural
hedge could subject PHH to significant earnings volatility and
could negatively impact capital going forward.  However, Fitch
acknowledges that the company's MSRs are primary related to a
prime, conforming servicing book, which has demonstrated peer-
superior asset quality trends.  If this natural hedge becomes less
effective, Fitch believes the company will seek to reinstate
derivative hedging strategies to minimize sudden MSR valuation
declines.

The retention of the Negative Rating Outlook also reflects the
uncertainty surrounding the new legislative reforms that could
impact the company's mortgage business, expected volatility in the
mortgage market which could negatively impact the company's
natural hedge policy, and the risk of higher than expected losses
in the reinsurance business and repurchase activity if economic
conditions worsen.

Deterioration in core operating profitability, a reduction in
available liquidity, weaker capitalization levels, a material
reduction in the covenant cushion under the company's funding
agreements, and/or significant adverse effects on the mortgage
business as a result of regulatory reform could result in negative
rating action.  Ratings stability will be driven by the company's
ability to maintain -- if not improve -- its position in the
mortgage origination and fleet-management business, generate
consistent operating profitability, and demonstrate access to
unsecured funding at economical costs.

Fitch has affirmed these ratings:

PHH Corporation

  -- Long-term IDR at 'BB+;
  -- Senior unsecured at 'BB+';
  -- Short-term IDR at 'B';
  -- Commercial paper at 'B'.

PHH currently operates in two businesses: mortgage operations and
fleet management services.  On March 31, 2010, PHH reported
$8.1 billion in assets.


PIONEER VILLAGE: Has Access to PremierWest's Cash Until July 12
---------------------------------------------------------------
The Hon. Frank R. Alley of the U.S. Bankruptcy Court for the
District of Oregon authorized Pioneer Village Investments, LLC, to
access PremierWest Bank's cash collateral until July 12.

The Debtor's indebtedness to PremierWest is secured by Farmington
Centers, Inc.

The Debtor would use all cash derived from the property to
fund the Debtor's obligations to Farmington under the Management
Agreement, pursuant to which Farmington pays, to the extent of
cash available to it, payroll of employees working at the
property, and operating expenses and capital expenditures relating
to the property.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtor will grant PremierWest a replacement lien.
As additional adequate protection for the use of cash collateral,
the Debtor will pay monthly payments equal to interest at the non-
default rate.

A final hearing hearing on the Debtor's access to the cash
collateral was scheduled for July 7.

                 About Pioneer Village Investments

Portland, Oregon-based Pioneer Village Investments, LLC, c/o
Farmington Centers, Inc. filed for Chapter 11 on May 13, 2010
(Bankr. Case No. 10-62852.)  In its petition, the Debtor listed
assets and debts both ranging from $10,000,001 to $50,000,000.


PIONEER VILLAGE: Taps Jordan Schrader as General Counsel
--------------------------------------------------------
The Hon. Frank R. Alley of the U.S. Bankruptcy Court for the
District of Oregon authorized Pioneer Village Investments, LLC, to
employ Jordan Schrader Ramis PC, as general counsel.

The firm is expected to represent the Debtor in all matters
arising in or related to the Chapter 11 proceeding.

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

The firm can be reached at:

     Jordan Schrader Ramis PC
     Two Centerpointe Drive, Suite 600
     Portland, OR 97035
     Tel: (503) 598-7070
     Fax: (503) 598-7373
     E-mail: doug.cushing@jordanschrader.com

                About Pioneer Village Investments

Portland, Oregon-based Pioneer Village Investments, LLC, c/o
Farmington Centers, Inc. filed for Chapter 11 on May 13, 2010
(Bankr. Case No. 10-62852.)  In its petition, the Debtor listed
assets and debts both ranging from $10,000,001 to $50,000,000.


RADIO ONE: CEO Liggins & Other Officers Sell Class D Shares
-----------------------------------------------------------
Five officers of Radio One Inc. disclosed selling off shares of
the Company's Class D common stock that they hold.  According to
separate regulatory filings by the officers, the shares were sold
to satisfy tax obligation for shares vesting on June 5, 2010.  The
filings indicate that shares will continue to be sold over a
period of time until the full amount of the tax obligation is
settled.  The ultimate number of shares sold to satisfy the tax
obligation will depend upon the prices at which shares are sold
and the number of shares sold at a given price.

Radio One CEO Alfred C. Liggins sold roughly 120,000 Class D
shares in three separate transactions on June 29 and 30, and on
July 1.  Mr. Liggins holds 12,234,036 Class D shares after the
transaction. He directly holds those shares.

A full-text copy of Mr. Liggins' disclosure is available at no
charge at http://ResearchArchives.com/t/s?6615

Radio One Chairperson and secretary Catherine L. Hughes sold
roughly 36,500 Class D shares in three separate transactions on
June 29 and 30, and on July 1.  She holds 6,824,619 Class D shares
after the transaction.  She directly holds those shares.

A full-text copy of Ms. Hughes' disclosure is available at no
charge at http://ResearchArchives.com/t/s?6616

Barry A. Mayo, president of the Radio division, sold roughly
16,000 Class D shares in three separate transactions on June 29
and 30, and on July 1.  Mr. Mayo holds 194,393 Class D shares
after the transaction. He directly holds those shares.

A full-text copy of Mr. Mayo's disclosure is available at no
charge at http://ResearchArchives.com/t/s?6617

Peter Thompson, the Company's CFO and EVP, sold roughly 59,000
Class D shares in four separate transactions on June 25, 29 and
30, and on July 1.  Mr. Thompson holds 201,238 Class D shares
after the transaction.  He directly holds those shares.

A full-text copy of Mr. Thompson's disclosure is available at no
charge at http://ResearchArchives.com/t/s?6618

Chief administrative officer Linda J. Vilardo sold roughly 25,000
Class D shares in three separate transactions on June 29 and 30,
and on July 1.  Ms. Vilardo holds 171,216 Class D shares after the
transaction.  She directly holds those shares.

A full-text copy of Ms. Vilardo's disclosure is available at no
charge at http://ResearchArchives.com/t/s?6619

                          About Radio One

Radio One, Inc., operates as an urban-oriented multi-media company
in the United States. It principally engages in the radio
broadcasting operation that primarily targets African-American and
urban listeners. As of December 31, 2009, it owned and operated 53
radio stations located in 16 urban markets in the United States.
The company also has approximately 37% ownership interest in TV
One, LLC, an African-American targeted cable television network;
and a 53.5% ownership interest in Reach Media, Inc., which
operates the Tom Joyner Morning Show. Further, it owns Interactive
One, LLC, an online platform serving the African-American
community through social content, news, information, and
entertainment; and Community Connect, LLC, an online social
networking company. The company was founded in 1980 and is based
in Lanham, Maryland.

                           *     *     *

As reported by the Troubled Company Reporter on June 21, 2010,
Moody's Investors Service will upgrade Radio One, Inc.'s Corporate
Family Rating to B3 from Caa1 and its probability of Default
Rating to B3 from Caa2 pending closing of their proposed note
exchange, debt refinancing and purchase of additional interests in
TVOne.

Standard & Poor's Rating Services placed its 'CCC+' corporate
credit rating on Lanham, Md.-based radio broadcaster Radio One
Inc. on CreditWatch with positive implications.  The company has
proposed several transactions to refinance its capital structure
and acquire a controlling stake in TV One LLC.  Upon completion of
the refinancing, and assuming there are no material changes to the
proposed terms, S&P expects to raise the corporate credit rating
to 'B' with a stable outlook.


RAMBLING ESTATES: Case Summary & 5 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Rambling Estates, LLC
        8999 Greenback Lane, 2nd Floor
        Orangevale, CA 95662

Bankruptcy Case No.: 10-37642

Chapter 11 Petition Date: July 6, 2010

Court: U.S. Bankruptcy Court
       Eastern District of California (Sacramento)

Judge: Robert S. Bardwil

Debtor's Counsel: Raymond P. Burton, Jr., Esq.
                  164 Maple Street #5
                  Auburn, CA 95603-5049
                  Tel: (530) 885-4551

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

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

A copy of the Company's list of 5 largest unsecured
creditors filed together with the petition is available for
free at http://bankrupt.com/misc/caeb10-37642.pdf

The petition was signed by Martin A. Steiner, managing member.


RANCHO MALIBU: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Rancho Malibu, LLC
        24111 Pacific Coast Highway
        Malibu, CA 90265

Bankruptcy Case No.: 10-18138

Chapter 11 Petition Date: July 6, 2010

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

Judge: Geraldine Mund

Debtor's Counsel: Daniel J. Weintraub, Esq.
                  Weintraub & Selth APC
                  12121 Wilshire Boulevard, Suite 1300
                  Los Angeles, CA 90025
                  Tel: (310) 207-1494
                  E-mail: dan@wsrlaw.net

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

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

The petition was signed by Richard Weintraub, manager.

Debtor's List of 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
HKS Architects, Inc.               Lawsuit                $454,124
P.O. Box 674097
Dallas, TX 75267

Psomas                             Professional Fees      $332,854
P.O. Box 51463
Los Angeles, CA 90051

BAMO, Inc.                         Lawsuit                $297,123
510 Third Street
San Francisco, CA 94107

James Hyatt Studio                 Lawsuit                $160,783

Akin Gump LLP                      Legal Fees             $158,993

Parkitects                         Lawsuit                $130,303

Gaines & Stacey LLP                Legal Fees              $70,099

Matt Construction Corporation      Trade debt              $62,895

STO Design Group, Inc.             Professional Fees       $43,440

Van Beveren & Butelo, Inc.         Professional Fees       $43,179

AMEC Geomatrix Inc.                Trade debt              $31,101

Greenworks Studio                  Professional Fees       $28,551

Freedman & Taitelman, LLP          Legal Fees              $25,000

Rowley International, Inc.         Lawsuit                 $14,725

Ensitu Engineering                 Trade debt              $12,723

Veneklasen Associates              Fees                    $11,630

Lang Lighting Design, Inc.         Trade debt              $10,138

Natural Resources Spa Consulting,  Trade debt               $8,291
Inc.

PCR Service Corporation            Trade debt               $8,028

Paul, Hastings, Janofsky & Walker  Legal Fees               $5,660
LLP


REDDY ICE: Names Rick Wach as Executive Vice President
------------------------------------------------------
The Board of Directors of Reddy Ice Holdings, Inc. (i) appointed
Rick Wach to serve as the Company's Executive Vice President,
Vending & Leasing and member of the Company's executive committee,
and (ii) appointed Kenneth Fernandez, the Company's current Vice
President, Corporate Counsel and Chief Compliance Officer, to the
Company's executive committee.

                           About Reddy Ice

Reddy Ice Holdings, Inc. -- http://www.reddyice.com/--
manufactures and distributes packaged ice in the United States.
The company serves variety of customers in 31 states and the
District of Columbia under the Reddy Ice brand name. Its
principal product is ice packaged in seven to 50 pound bags,
which it sells to a diversified customer base, including
supermarkets, mass merchants and convenience stores.  As of
March 6, 2009, the company owned or operated 58 ice manufacturing
facilities, 67 distribution centers and approximately 3,100 Ice
Factories.

                          *     *     *

According to the Troubled Company Reporter on Feb. 23, 2010,
Moody's Investors Service assigned a B1 rating to Reddy Ice
Corporation's (a wholly owned subsidiary of Reddy Ice Holdings,
Inc.) proposed $300 million first lien senior secured notes due
2015.  The company plans to use proceeds from the first lien notes
to refinance its existing $240 million senior secured term loan
due 2012 and for general corporate purposes.

As reported by the TCR on March 30, 2010, Standard & Poor's
Ratings Services raised its corporate credit rating on Reddy Ice
Holdings Inc. to 'B-' from 'SD', and its wholly owned operating
company, Reddy Ice Corp., to 'B-' from 'CC'.  Following the
transaction, S&P withdrew the corporate credit rating on Opco.
S&P also raised its ratings on Holdings' remaining senior discount
notes (not exchanged) to 'CCC' from 'D'.  The recovery rating on
this debt remains unchanged at '6'.


RIDGEWOOD CORP: Organizational Meeting to Form Panel on July 12
---------------------------------------------------------------
Roberta A. DeAngelis, Acting United States Trustee for Region 3,
will hold an organizational meeting on July 12, 2010, at
10:00 a.m. in the bankruptcy case of Ridgewood Corp.  The meeting
will be held at the 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.

Mahwah, New Jersey-based Ridgewood Corp. family-owned plumbing
supplies distributor serving three states.  The Company filed for
Chapter 11 bankruptcy protection on July 2, 2010 (Bankr. D.N.J.
Case No. 10-30571).  Daniel Stolz, Esq.; Leonard C. Walczyk, Esq.;
and Steven Z. Jurista, Esq., at Wasserman, Jurista & Stolz, assist
the Company in its restructuring effort.  The Company estimated
its assets and debts at $1,000,001 to $10,000,000.


RITE AID: Files Form 10-Q; $73.6MM Net Loss Reported
----------------------------------------------------
Rite Aid Corporation filed its Form 10-Q, reporting a net loss of
$73.6 million on $6.3 billion of revenues for the 13-week period
ended May 29, 2010, compared with a net loss of $98.4 million on
$6.5 billion of revenues for the 13- week period ended May 30,
2009.

The Company's balance sheet at May 29, 2010, reported $8.0 billion
in total assets and $9.7 billion in total liabilities, for a
stockholders' deficit of $1.7 billion.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?661f

Headquartered in Camp Hill, Pennsylvania, Rite Aid Corporation
(NYSE: RAD) -- http://www.riteaid.com/-- is the largest drugstore
chain on the East Coast and the third largest drugstore chain in
the U.S.  The Company operates more than 4,900 stores in 31 states
and the District of Columbia.


RIVER WEST: Can Access Bank of America's Cash Until August 6
------------------------------------------------------------
The Hon. Eugene R. Wedoff of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized, in an eight interim
order, River West Plaza-Chicago, LLC, to use Bank of America's
cash collateral until August 6, 2010.

The Debtor will use the cash collateral, including, but not
limited to, the rental income of Joffco Square to pay operating,
overhead and administrative expenses of Joffco Square.

The Debtor relate that the continued operation of the Joffco
Square constitutes adequate protection for its use of the cash
collateral.

                 About River West Plaza-Chicago

River West Plaza-Chicago LLC, dba Joffco Square, is an Illinois
limited liability company, with its principal office located at 5
Revere Drive, Suite 200, Northbrook, Illinois 60062.  The Company
filed for Chapter 11 bankruptcy protection on December 7, 2009
(Bankr. N.D. Ill. Case No. 09-46258).  Forrest B. Lammiman, Esq.,
at Meltzer, Purtill & Stelle LLC assists the Company in its
restructuring efforts.  The Company listed $10,000,001 to
$50,000,000 in assets and $10,000,001 to $50,000,000 in
liabilities.


RM HOTELS: Files Schedules of Assets and Liabilities
----------------------------------------------------
RM Hotels, Inc., filed with the U.S. Bankruptcy Court for the
Northern District of Georgia its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $18,700,000
  B. Personal Property               $23,400
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $9,522,070
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $125,000
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $1,984,489
                                 -----------      -----------
        TOTAL                    $18,723,400      $11,631,559

Atlanta, Georgia-based RM Hotels, Inc., filed for Chapter 11
bankruptcy protection on May 18, 2010 (Bankr. N.D. Ga. Case No.
10-74708).  The Company estimated its assets and debts at
$10,000,001 to $50,000,000.


SECUREALERT INC: To Increase Common Stock to 600-Mil. Shares
------------------------------------------------------------
SecureAlert Inc. amended its Articles of Incorporation with the
Utah Department of Commerce, Division of Corporations and
Commercial Code, to increase the number of shares of Common Stock
from 250,000,000 to 600,000,000 shares.

Under applicable Utah law, the Amendment will be effective July 3,
2010, ten days after the date that notice of the Amendment was
given to the shareholders of the registrant by the filing with the
Securities and Exchange Commission of a definitive consent
solicitation statement on Schedule 14A and the mailing of the
consent solicitation materials to the shareholders of the
registrant.  The Amendment was approved by the written consent of
shareholders.

                         About SecureAlert

Headquartered in Sandy, Utah, SecureAlert, Inc. (formerly
RemoteMDx, Inc.) (OTC BB: RMDX) -- http://www.securealert.com/--
and subsidiaries market and deploy offender management programs,
combining patented GPS tracking technologies, fulltime 24/7/365
intervention-based monitoring capabilities and case management
services.

The Company's balance sheet as of March 31, 2010, showed
$13,210,763 in assets, $9,367,296 of liabilities, and $3,843,467
of stockholders' equity.

                          *     *     *

As reported in the Troubled Company Reporter on January 18, 2010,
Hansen, Barnett & Maxwell, P.C., in Salt Lake City, expressed
substantial doubt about RemoteMDx, Inc., and subsidiaries' ability
to continue as a going concern after auditing the Company's
consolidated financial statements as of and for the years ended
September 30, 2009, and 2008.  The independent public accounting
firm reported that the Company has incurred losses and has an
accumulated deficit.


SIRIUS XM: Added More Subscribers in Second Quarter of 2010
-----------------------------------------------------------
SIRIUS XM Radio added 583,249 net subscribers in the second
quarter of 2010, compared to a net subscriber decline of 185,999
in the second quarter of 2009.

In the first half of this year, SIRIUS XM added 754,690 net
subscribers compared to a loss of 590,421 net subscribers in the
first half of 2009.  The Company ended the second quarter with a
record-high 19,527,448 subscribers, an increase of more than
1.1 million subscribers from June 30, 2009.

SIRIUS XM also said these additional second quarter 2010
subscriber metrics:

    * Gross additions increased by 46% and deactivations decreased
      by 8% compared to the second quarter of 2009;

    * Self-pay churn improved to 1.8% for the second quarter of
      2010 from 2.0% for the second quarter of 2009; and

    * The conversion rate from a trial subscription included in
      the sale of a vehicle to a self- pay subscription improved
      in the second quarter of 2010 to 46.7%, up from 44.3% for
      the second quarter of 2009.

In addition, SIRIUS XM announced its third increase this year in
subscriber guidance; the Company now expects net additions of
approximately 1,100,000 in 2010.

"Our subscriber results mark the best quarter of gross additions,
deactivations and net additions since the merger of SIRIUS and XM
in July 2008.  The strong execution in both adding subscribers and
retaining them resulted in our record-high 19.5 million subscriber
milestone, despite continued economic uncertainty," said Mel
Karmazin, the Chief Executive Officer of SIRIUS XM. "The further
improvement in our guidance reflects the attractiveness of
satellite radio but maintains a cautious outlook for continued
improvement in the economy."

SIRIUS XM plans to release full second quarter 2010 financial
results in August 2010.

                       About Sirius XM Radio

Based in New York, Sirius XM Radio Inc. has two principal wholly
owned subsidiaries, XM Satellite Radio Holdings Inc. and Satellite
CD Radio Inc.  XM Satellite Radio Holdings Inc. owns XM Satellite
Radio Inc., the operating company for the XM satellite radio
service.  Satellite CD Radio Inc. owns the Federal Communications
Commission license associated with the SIRIUS satellite radio
service.  XM Satellite Radio Inc. owns XM Radio Inc., the holder
of the FCC license associated with the XM satellite radio service.

In July 2008, the Company's wholly owned subsidiary, Vernon Merger
Corporation, merged with and into XM Satellite Radio Holdings Inc.
and, as a result, XM Satellite Radio Holdings Inc. became Sirius'
wholly owned subsidiary.

The Company's balance sheet at March 31, 2010, shows $7.7 billion
in total assets and $7.5 in billion total liabilities, for a
$152.0 million of total stockholders' equity.

                           *     *     *

Sirius carries (i) a 'B' corporate credit rating from Standard &
Poor's and (ii) 'Caa1' corporate family rating and 'B3'
probability of default rating from Moody's.


ROTHSTEIN ROSENFELDT: Police Chief Cleared of Ties with Founder
---------------------------------------------------------------
Melanie Cohen at Dow Jones Daily Bankruptcy Review reports that
Frank Adderley, the Fort Lauderdale, Fla., police chief with ties
to Ponzi-scheme operator Scott Rothstein, has been cleared of any
wrongdoing over allegations stemming from his relationship with
the disbarred attorney.

According to Ms. Cohen, the South Florida Sun-Sentinel reported
that last December, the Florida Department of Law Enforcement was
asked to investigate whether Mr. Adderley committed wrongdoing
regarding a car crash last year involving a mutual friend of his
and Mr. Rothstein's.  Mr. Rothstein had called Mr. Adderley to the
accident scene involving Moe Sohail, the owner of a cigar shop
that Mr. Adderley patronizes.  That action raised suspicions as to
whether Mr. Adderley tried to affect the probe's outcome.

Ms. Cohen also relates that, according to The South Florida Times,
Mr. Adderley's ties to Mr. Rothstein also include flying to a
football game with him on a private jet and eating at Mr.
Rothstein's restaurant Bova Prime.  Mr. Adderley denied having
eaten free meals and having attended football games for free, and
he said didn't realize he should have reported the trip on the
private jet as a gift.

                       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.

On June 10, 2010, Mr. Rothstein was sentenced to 50 years in
prison.


SEDGEBROOK INC: Files List of 20 Largest Unsec. Creditors
---------------------------------------------------------
Sedgebrook, Inc., delivered to the Court a list of its 20 largest
unsecured creditors on June 15, 2010.

The top five unsecured creditors are of Sedgebrook are Sovereign
Bank, Sysco Food Services - Chicago, Architerra, Get Fresh
Produce, and Linda Roberts & Associates Inc.

The full list of Sedgebrook's 20 largest unsecured creditors is
available for free at:

   http://bankrupt.com/misc/Sedgebrook_20LargstCreditors.pdf

                         About the Debtors

Lincolnshire Campus filed for Chapter 11 bankruptcy protection on
June 15, 2010 (Bankr. N.D. Tex. Case No. 10-34176).  Vincent P.
Slusher, Esq., at DLA Piper LLP US, assists the Company in its
restructuring effort.  The Company estimated its assets and debts
at $100,000,001 to $500,000,000.

Not-for-Profit Entities Sedgebrook, Inc. and Monarch Landing Inc.
filed for Chapter 11 on June 15, 2010.

The Lincolnshire Debtors and the NFP Debtors are affiliate of
Erickson Retirement Communities LLC.

Baltimore, Maryland-based Erickson Retirement Communities LLC,
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.   Judge Stacey G.C. Jernigan
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 on April 30, 2010.

Erickson own 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.

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


SHILOH MISSIONARY: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Shiloh Missionary Baptist Church
        540 S. Martin Luther King Boulevard
        Daytona Beach, FL 32114

Bankruptcy Case No.: 10-11857

Chapter 11 Petition Date: July 6, 2010

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

Debtor's Counsel: Shimene Shepard-Ryan, Esq.
                  Shimene Shepard-Ryan
                  3930 S. Nova Road, Suite 304
                  Port Orange, FL 32127
                  Tel: (386) 761-7220
                  Fax: (386) 761-7223
                  E-mail: sryan@lawyer.com

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

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

According to the schedules, the Company says that assets total
$1,653,468 while debts total $1,267,264.

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

The petition was signed by Nathaniel Brazill, Sr., trustee.


SIX FLAGS: U.S. Trustee Fights Brown Rudnick's $9.2-Mil. Fee Bid
----------------------------------------------------------------
Bankruptcy Law360 reports that Brown Rudnick LLP's request for
$9.2 million in final fees for its work representing unsecured
creditors of newly solvent Six Flags Inc. has come under fire from
the U.S. trustee, who says the firm may have an undisclosed
conflict of interest that may provide grounds for
disqualification.

Headquartered in New York City, Six Flags, Inc., is the world's
largest regional theme park company with 20 parks across the
United States, Mexico and Canada.

Six Flags filed for Chapter 11 protection on June 13, 2009 (Bankr.
D. Del. Lead Case No. 09-12019).  Paul E. Harner, Esq., Steven T.
Catlett, Esq., and Christian M. Auty, Esq., at Paul, Hastings,
Janofsky & Walker LLP in Chicago, Illinois, served as the Debtors'
lead counsel.  Daniel J. DeFranceschi, Esq., and L. Katherine
Good, Esq., at Richards, Layton & Finger, P.A., in Wilmington,
Delaware, served as local counsel.  Cadwalader Wickersham & Taft
LLP, served as special counsel.  Houlihan Lokey Howard & Zukin
Capital Inc., served as financial advisors, while KPMG LLC served
as accountants.  Kurtzman Carson Consultants LLC served 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.

Judge Christopher S. Sontchi on April 29, 2010, confirmed the
Modified Fourth Amended Plan of Reorganization of Six Flags Inc.
and its debtor affiliates.  On April 30, the Debtors consummated
their restructuring through a series of transactions contemplated
by the Plan and the Plan became effective pursuant to its terms.
On the Effective Date, Six Flags, Inc. changed its corporate name
to "Six Flags Entertainment Corporation."


SMART ONLINE: Sells Additional $250,000 Note to Current Noteholder
------------------------------------------------------------------
Smart Online Inc. said that it sold an additional convertible
secured subordinated note due November 14, 2013 in the principal
amount of $250,000 to a current noteholder.

The Company is obligated to pay interest on the New Note at an
annualized rate of 8% payable in quarterly installments commencing
October 1, 2010.  The Company is not permitted to prepay the New
Note without approval of the holders of at least a majority of the
aggregate principal amount of the Notes then outstanding.

The Company plans to use the proceeds to meet ongoing working
capital and capital spending requirements.

Headquartered in Durham, North Carolina, Smart Online, Inc. (OTC
BB: SOLN) -- http://www.smartonline.com/-- develops and markets
software products and services targeted to small  businesses that
are delivered via a Software-as-a-Service (SaaS), or SaaS, model.
The Company also provides website consulting services, primarily
in the e-commerce retail industry products and services.

                           *     *     *

The Company's balance sheet as of March 31, 2010, showed
$1,146,666 in assets and $17,453,810 of liabilities, for a
stockholders' deficit of $16,307,144.


SPANSION INC: Objects to Tessera's $219 Million Memory IP Claim
---------------------------------------------------------------
Bankruptcy Law360 reports that Spansion Inc. has again picked up
its sword in a spat with Tessera Inc. over a prepetition claim for
alleged infringement of several memory patents, arguing that
Tessera's $219 million proof of claim should be nixed.

Spansion filed an objection Tuesday in the U.S. Bankruptcy Court
for the District of Delaware, maintaining that the proof of claim
should be disallowed in its entirety, according to Law360.

                        About Spansion Inc.

Spansion Inc. (NASDAQ: SPSN) -- http://www.spansion.com/-- is a
Flash memory solutions provider, dedicated to enabling, storing
and protecting digital content in wireless, automotive,
networking and consumer electronics applications.  Spansion,
previously a joint venture of AMD and Fujitsu, is the largest
company in the world dedicated exclusively to designing,
developing, manufacturing, marketing, selling and licensing Flash
memory solutions.

Spansion Inc. and its affiliates filed voluntary petitions for
Chapter 11 on March 1, 2009 (Bankr. D. Del. Lead Case No.
09-10690).  On February 9, 2009, Spansion's Japanese subsidiary,
Spansion Japan Ltd., voluntarily entered into a proceeding under
the Corporate Reorganization Law (Kaisha Kosei Ho) of Japan to
obtain protection from its creditors as part of the company's
restructuring efforts. None of Spansion's subsidiaries in
countries other than the United States and Japan are included in
the U.S. or Japan filings.  Michael S. Lurey, Esq., Gregory O.
Lunt, Esq., and Kimberly A. Posin, Esq., at Latham & Watkins LLP,
have been tapped as bankruptcy counsel.  Michael R. Lastowski,
Esq., at Duane Morris LLP, is the Delaware counsel.  Epiq
Bankruptcy Solutions LLC, is the claims agent.  As of Sept. 30,
2008, Spansion had total assets of US$3,840,000,000, and total
debts of US$2,398,000,000.

Spansion Japan Ltd. filed a Chapter 15 petition on April 30, 2009
(Bankr. D. Del. Case No. 09-11480).  The Chapter 15 Petitioner's
counsel is Gregory Alan Taylor, Esq., at Ashby & Geddes.  It said
that Spansion Japan had US$10 million to US$50 million in assets
and US$50 million to US$100 million in debts.

Judge Kevin J. Carey confirmed Spansion's Plan of Reorganization
on April 16, 2010.  A group of holders of Convertible notes and
equity in Spansion presented an alternative plan, which would pay
senior noteholders in full and has funding commitment of in excess
of $425 million, but the plan was rejected.


TEXAS PIG: Chapter 11 Trustee Personally Liable for Unpaid Taxes
----------------------------------------------------------------
Bill Rochelle at Bloomberg News reports that the 5th U.S. Circuit
Court of Appeals in New Orleans ruled July 6 that a trustee in
Chapter 11 is personally liable for unpaid state sales taxes.  The
opinion, by Chief Judge Edith H. Jones, found no room for sympathy
toward the trustee even though he was trying to sustain the
business for sale as a going concern.  Judge Jones said it is
"unusual" for a trustee to be liable when the trustee did not
personally benefit.  Even though the trustee was using the tax
money in hopes of achieving a better result for all creditors, she
said that "good intentions are irrelevant."

Texas Pig Stands, Inc. filed for Chapter 11 on April 25, 2005
(Bankr. W.D. Tex. Case No. 05-52336).  William R. Davis, Jr.,
Esq., served as counsel to the Debtor.  The Debtor owned and
operates several restaurants in Texas.  The petition listed debts
of up to $1.78 million.


STAR TOOL: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Star Tool, Inc.
        4489 Middle Road
        Columbus, IN 47203

Bankruptcy Case No.: 10-10142

Chapter 11 Petition Date: July 6, 2010

Court: U.S. Bankruptcy Court
       Southern District of Indiana (Indianapolis)

Judge: Anthony J. Metz III

Debtor's Counsel: Edward B. Hopper, II, Esq.
                  Bingham, Farrer & Wilson
                  342 Massachusetts Avenue, Suite 300
                  Indianapolis, IN 46204
                  Tel: (317) 261-4740 Ext: 321
                  Fax: (317) 261-4740
                  E-mail: ehopper@bfwlawyers.com

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

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

According to the schedules, the Company says that assets total
$1,256,629 while debts total $1,367,963.

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/insb10-10142.pdf

The petition was signed by R. Stephen Taylor, president.


STRINGERS, LLC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Stringers, LLC
          dba Aldercreek Gifts.com
              Overstock Gift Baskets.com
              Stringer's Gift Baskets
        26090 Ynez Road
        Temecula, CA 92591

Bankruptcy Case No.: 10-30909

Chapter 11 Petition Date: July 6, 2010

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

Judge: Deborah J. Saltzman

Debtor's Counsel: Robert B. Rosenstein, Esq.
                  Rosenstein & Hitzeman
                  28600 Mercedes Street, Suite 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 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/cacb10-30909.pdf

The petition was signed by Greg Stringer, manager.


SUSAN LANSDORP: Case Summary & 11 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Susan L. Lansdorp
        40 Santa Bella Road
        Rolling Hills Estates, CA 90274

Bankruptcy Case No.: 10-37612

Chapter 11 Petition Date: July 6, 2010

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

Judge: Barry Russell

Debtor's Counsel: Aurora Talavera, Esq.
                  The Aurora Law Group
                  633 W 5th Street 26th Floor, Suite 26072
                  Los Angeles, CA 90071
                  Tel: (213) 223-2085
                  Fax: (213) 596-3737
                  E-mail: aurora@theauroralawgroup.com

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

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

According to the schedules, the Debtor says that assets total
$1,583,439 while debts total $1,685,162.

A copy of the Debtor's list of 11 largest unsecured
creditors filed together with the petition is available for
free at http://bankrupt.com/misc/cacb10-37612.pdf

The petition was signed by the Debtor.


SYNCORA HOLDINGS: Enters Second Waiver and Amendment
----------------------------------------------------
Syncora Holdings Ltd.'s subsidiary, Syncora Guarantee Inc.
("SGI"), has entered into a second waiver and amendment to the
Master Transaction Agreement of April 26, 2009 which allowed for a
partial pre-payment from SGI's wholly owned subsidiary, Syncora
Capital Assurance Inc., to SGI of $75 million of a $150 million
surplus note due to be paid in December 2011.  This pre-payment
will not change statutory surplus at SGI but it will reduce
statutory surplus at SCAI by the amount of the pre-payment.  The
pre-payment is one of several components of a plan being pursued
by SGI to address its previously announced surplus and liquidity
needs.  No assurance can be given that SGI will be successful in
pursuing or effectuating the remainder of its plan in a timely
manner or at all.

SHL also announced that an amended complaint has been filed by the
lead plaintiff in the putative securities class action brought
against Security Capital Assurance Ltd. and certain former
officers of SHL. In its press release of April 5, 2010, SHL
announced that the court had dismissed all claims in the original
complaint but had granted the lead plaintiff 90 days to file an
amended complaint.

                 About Syncora Guarantee Inc.

Syncora Guarantee Inc. -- http://www.syncora.com/-- is a wholly
owned subsidiary of Syncora Holdings Ltd.  Syncora Holdings Ltd.
is a Bermuda-domiciled holding company.

In April 2009, Standard & Poor's Ratings Services revised its
financial strength and financial enhancement ratings on Syncora
Guarantee Inc. to 'R' from 'CC'.  Standard & Poor's also revised
its counterparty credit rating on Syncora to 'D' from 'CC'.  An
insurer rated 'R' is under regulatory supervision because of its
financial condition.  The 'CC' counterparty credit, financial
strength, and financial enhancement ratings on Syncora Guarantee
U.K. Ltd. are unchanged because at this time, that company is not
subject to any regulatory orders that mandate the suspension of
claims payments.


TEXAS RANGERS: Trustee Wants Weil Gotshal Ousted from Case
----------------------------------------------------------
The U.S. trustee overseeing the Texas Rangers bankruptcy is trying
to remove Weil Gotshal & Manges LLP from the case, saying the
firm's murky disclosures and lucrative relationship with the owner
of the baseball team preclude it from serving as debtor's counsel,
Bankruptcy Law360 reports.

U.S. Trustee William T. Neary challenged Weil Gotshal's
impartiality as the Rangers maneuver toward the $575 million
Chapter 11 sale of the team, Law360 says.

                        About Texas Rangers

Texas Rangers Baseball Partners owns and operates the Texas
Rangers Major League Baseball Club, a professional baseball club
in the Dallas/Fort Worth Metroplex.  TRBP is a Texas general
partnership, in which subsidiaries of HSG Sports Group LLC own a
100% stake.  Controlled by Thomas O. Hicks, HSG also indirectly
wholly-owns Dallas Stars, L.P., which owns and operates the Dallas
Stars National Hockey League franchise.  The Texas Rangers have
had five owners since the club moved to Arlington in 1972.  Mr.
Hicks became the fifth owner in the history of the Texas Rangers
on June 16, 1998.

In its petition, Texas Rangers Baseball Partners said it had both
assets and debt of less than $500 million.

Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the
Debtor.  Forshey & Prostok LLP serves as conflicts counsel.
Parella Weinberg Partners LP serves as financial advisor.

Lenders to the Texas Rangers sought to force the baseball team's
equity owners -- Rangers Equity Holdings, L.P. and Rangers Equity
Holdings GP, LLC -- into bankruptcy court protection (Bankr. N.D.
Tex. Case No. 10-43624 and 10-43625).   The lenders, a group that
includes investment funds Monarch Alternative Capital and
Kingsland Capital Management, filed an involuntary bankruptcy
petition on May 28 against the two companies.  The two companies
were not included in the May 24 Chapter 11 filing of TRBP.


TRADE SECRET: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Trade Secret, Inc., et al.
          aka BeautyFirst Beauty Store Color Salon Spa
              Beauty Warehouse
              Trade Secret
              PureBeauty
              Beauty Express
              BeautyFirst
              Everyday Beautiful
              Urban Essentials
              Club PureBeauty
              Beauty Studio
              Capelli Trade Secret
              Trade Secret Salon Boutique
        3762 14th Avenue # 200
        Markham
        Canada

Bankruptcy Case No.: 10-12153

About the Company: Trade Secret and its affiliates currently own
                   and operate approximately 612 retail and salon
                   locations in shopping malls and strip centers
                   throughout the United States and Puerto Rico,
                   on a collective basis.  The Trade Secret Group
                   consists of stores operating primarily under
                   four trade names: Trade Secret, Beauty Express,
                   BeautyFirst, and PureBeauty(R).

Chapter 11 Petition Date: July 6, 2010

Court: U.S. Bankruptcy Court
       District of Delaware (Delaware)

Judge: Kevin Gross

Debtor's Counsel: Andrew L. Magaziner, Esq.
                  Joseph M. Barry, Esq.
                  Kenneth J. Enos, Esq.
                  Young Conaway Stargatt & Taylor, LLP
                  The Brandywine Building, 17th Floor
                  1000 N. West Street
                  Wilmington, DE 19801
                  Tel: (302) 571-6600
                  E-mail: bankfilings@ycst.com

Debtor's
Claims Agent:     Epiq Bankruptcy Solutions, LLC

Estimated Assets: $0 to $50,000

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

The petition was signed by Brian Luborsky, chief executive
officer.

Debtor-affiliates filing separate Chapter 11 petitions on July 6,
2010:

        Entity                        Case No.
        ------                        --------
Premier Salons Beauty, Inc.           10-12152
  Assets: $0 to $50,000
  Debts: $10,000,001 to $50,000,000
Premier Salons Trade Secret, Inc.     10-12154
BeautyFirst, Inc.                     10-12155
Trade Secret Beauty Stores Inc.       10-12156
Trade Secret Exclusive Stores Inc.    10-12157
Trade Secret Luxury Stores Inc.       10-12158
PureBeauty, Inc.                      10-12159

Premier Salons, Inc. and Premier Salons Ltd. and their U.S. and
Canadian corporate affiliates are not part of the Chapter 11
filing.  They own and operate 340 hair and cosmetic service salons
throughout North America, with locations in specialty stores such
as Saks, Sears, and Macy's.

Trade Secret's List of 30 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Proctor & Gamble                   Trade Debt           $1,168,876
6109 Desoto Avenue
Woodland Hill, CA 91367

Loreal Group                       Trade Debt           $1,084,344
575 Fifth Avenue
New York, NY 10017

Kenra Laboratories, Inc.           Trade Debt             $718,012
22 E. Washington Street, 5th Floor
Indianapolis, IN 46204

Sexy Hair Concepts, LLC            Trade Debt             $667,081
21551 Prairie Street
Chatsworth, CA 91311

Farouk Systems                     Trade Debt             $657,810
250 Pennbright, Suite 150
Houston, TX 77090

KPSS, Inc.                         Trade Debt             $559,337
981 Corporate Boulevard
Linthicum Heights, MD 21090

John Paul Mitchell Systems         Trade Debt             $439,262
20705 Centre Pointe Park
Santa Clarita, CA 91350

OPI Products, Inc.                 Trade Debt             $373,073
13034 Saticoy Street
N. Hollywood, CA 91605

John Roberts Company               Trade Debt             $301,344
9687 East River Road
Minneapolis, MN 55433

TIGI Linea Haircare                Trade Debt             $278,288
1655 WatersRidge Drive
Lewisville, TX 75057

Deva Concepts                      Trade Debt             $269,662
560 Broadway, Suite 206
New York, NY 10012

T3 Micro, Inc.                     Trade Debt             $266,328
228 Main Street, Suite 12
Venice, CA 90291

Joico Laboratories                 Trade Debt             $214,265

Colimer Group                      Trade Debt             $212,144

GloProfessional                    Trade Debt             $204,724

Helen of Troy Corporation          Trade Debt             $201,126

Ford & Harrison LLP                Professional Fees      $200,000

Beautyx/FHI Heat, Inc.             Trade Debt             $187,944

GENPAK                             Trade Debt             $156,304

American International Industries  Trade Debt             $141,478


TRADE SECRET: Organizational Meeting to Form Panel on July 16
-------------------------------------------------------------
Roberta A. DeAngelis, Acting United States Trustee for Region 3,
will hold an organizational meeting on July 16, 2010, at
10:00 a.m. in the bankruptcy case of Trade Secret, Inc., et al.
The meeting will be held at J. Caleb Boggs Federal Building, 844
King Street, Room 2112, Wilmington, DE 19801.

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' cases.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.

                          About Trade Secret

Trade Secret Inc., et al., and its affiliates currently own and
operate approximately 612 retail and salon locations in shopping
malls and strip centers throughout the United States and Puerto
Rico, on a collective basis.  The Trade Secret Group consists of
stores operating primarily under four trade names: Trade Secret,
Beauty Express, BeautyFirst, and PureBeauty(R).

Premier Salons Beauty Inc., Trade Secret Inc., and six affiliates
filed for bankruptcy protection on July 6 (Bankr. D. Del. Lead
Case No. 10-12153).  The Chapter 11 petitions of Premier Salons
and Trade Secret each listed assets of up to $50,000 and debts of
$10,000,000 to $50,000,000.

Joseph M. Barry, Esq., at Young, Conaway, Stargatt & Taylor,
represents the Debtors in their Chapter 11 effort.  Epiq
Bankruptcy Solutions, LLC, is claims agent to the Debtors.  Trade
Secret and six affiliates filed for Chapter 11 bankruptcy
protection on July 6, 2010 (Bankr. D. Del. Case No. 10-12153).
The Chapter 11 petitions of Premier Salons and Trade Secret each
listed assets of up to $50,000 and debts of $10,000,000 to
$50,000,000.

Premier Salons, Inc. and Premier Salons Ltd. are not part of the
Chapter 11 filing.  They own and operate 340 hair and cosmetic
service salons throughout North America, with locations in
specialty stores such as Saks, Sears, and Macy's.


TRONOX INCORPORATED: Files Plan of Reorganization
-------------------------------------------------
Tronox Incorporated has filed a Plan of Reorganization and the
accompanying Disclosure Statement with the United States
Bankruptcy Court for the Southern District of New York, where
Tronox's Chapter 11 cases are currently pending.

The Plan contains the framework of agreements Tronox is
formulating with its principal creditors -- the United States
government, several states, its unsecured creditors' committee,
various tort claimants and its equity committee -- and is premised
upon the transfer of Tronox's legacy environmental and tort
liability to certain trusts to be funded upon Tronox's emergence
from bankruptcy.

                         Under the Plan

Newly created government trusts responsible for environmental
remediation at properties located throughout the United States
will be funded with a package of consideration that includes (i)
up to $145 million in cash, (ii) 88% of Tronox's interest in
pending litigation against Anadarko Petroleum Corporation and
Kerr-McGee Corporation (the "Anadarko Litigation"), (iii)
preferred stock and warrants convertible to common equity of
Reorganized Tronox, allowing the trusts to share the benefit of
improvements in Tronox's enterprise value, and (iv) certain other
real property, insurance and financial assurance assets.

Tort claims will be satisfied through separate trusts funded with
12% of the Anadarko Litigation proceeds, $7 million in cash and
certain insurance assets.  If tort claimants vote to reject the
Plan, they will share in the general unsecured pool and Tronox
will retain 12% of the Anadarko Litigation and the $7 million in
cash.

General Unsecured Claims (including claims held by the company's
prepetition noteholders) are slated to receive all of the primary
common equity of Reorganized Tronox.  Tronox expects general
unsecured creditors will recover between 80 and 100% of their
claims based on plan valuation.

Existing equity holders will recover warrants to purchase up to 5%
of the common equity (subject to certain terms and conditions) if
they vote to accept the Plan.

"The filing of the Plan is a key milestone for Tronox as it
focuses on emerging from Chapter 11. We believe the plan contains
the elements necessary to achieve a consensual settlement of our
environmental and other legacy liabilities," said Tronox Chairman
and Chief Executive Officer Dennis Wanlass.  "Importantly, the
Plan would enable Tronox to emerge from Chapter 11 as a going
concern, responsibly capitalized and well positioned to ensure its
long-term viability for the benefit of all stakeholders --
including the environmental trusts and agencies responsible for
serving the public interest."

Wanlass stated: "We are pleased to be able to propose a fair and
comprehensive package to the government while still achieving
substantial recoveries for all of our other creditor groups.
While there is much work ahead, the end of this complex bankruptcy
is in sight and we will continue to work closely with our
stakeholders in an effort to garner their support for the plan
before voting begins.  We thank our customers, suppliers, business
partners and employees for their ongoing commitment to the company
through this process, which has helped us to build a stronger
Tronox."

The hearing to consider approval of the Disclosure Statement that
explains Tronox's plan is scheduled for August 5, 2010.

Copies of the Plan and Disclosure Statement can be found under the
"Reorganization" section of Tronox's website at
http://www.tronox.com  The Plan is subject to receiving the
requisite votes from stakeholders, receiving approval from the
Bankruptcy Court and satisfying closing conditions. The Plan is
subject to change.

                       About Tronox Inc.

Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates
filed for Chapter 11 protection on January 13, 2009 (Bankr.
S.D.N.Y. Case No. 09-10156).  The case is before Hon. Allan L.
Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and
Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York,
represent the Debtors.  The Debtors also tapped Togut, Segal &
Segal LLP as conflicts counsel; Rothschild Inc. as investment
bankers; Alvarez & Marsal North America LLC, as restructuring
consultants; and Kurtzman Carson Consultants serves as notice and
claims agent.

An official committee of unsecured creditors and an official
committee of equity security holders have been appointed in the
cases.  The Creditors Committee has retained Paul, Weiss, Rifkind,
Wharton & Garrison LLP as counsel.

Until September 30, 2008, Tronox Inc. was publicly traded on the
New York Stock Exchange under the symbols TRX and TRX.B.  Since
then, Tronox Inc. has traded on the Over the Counter Bulletin
Board under the symbols TROX.A.PK and TROX.B.PK.  As of
December 31, 2008, Tronox Inc. had 19,107,367 outstanding shares
of class A common stock and 22,889,431 outstanding shares of class
B common stock.

Bankruptcy Creditors' Service, Inc., publishes Tronox Bankruptcy
News.  The newsletter tracks the Chapter 11 proceeding undertaken
by Tronox Inc. and its 14 affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


TROPICANA ENT: Names J. Michie as Horizon Casino Hotel GM
---------------------------------------------------------
Tropicana Entertainment Inc. formally announced that Jeff Michie
has been named General Manager of its Horizon Casino Hotel in
Vicksburg, Mississippi.  The announcement was made by Chief
Executive Officer Scott C. Butera.

Mr. Michie is a 20-year veteran of the gaming industry.  For the
past five years he has been with Belterra Casino Resort & Spa in
Indiana where he was named assistant general manager in 2007 with
responsibility for finance, marketing, casino operations,
information technology and security.

Prior to his assignment with Belterra, Mr. Michie was the director
of finance for the Grand Victoria Casino & Resort, also in
Indiana, from 2002-04; and director of financial accounting and
controller for Barona Casino in San Diego from 2001-02.  He
started his gaming career with Harrah's Entertainment in 1990 as a
finance clerk.  Over the next nine years he was promoted six
times, eventually becoming director of finance at the Tunica
Casino & Hotel in 1999.

"Jeff is a strong addition to our General Manager group," said Mr.
Butera.  "He has the right blend of finance, marketing and
operations experience to develop and extend Horizon's business
base, and he is eager to work with the Vicksburg business
community to help enhance tourism in the area."

A graduate of San Diego State University with a bachelor's degree
in public administration, Mr. Michie also has an adventurous side
having backpacked for six months through Southeast Asia and Great
Britain.

                   About Tropicana Entertainment

Tropicana Entertainment LLC and its units owned eleven casino
properties in eight distinct gaming markets with premier
properties in Las Vegas, Nevada, and Atlantic City, New Jersey.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana
obtained confirmation from the Bankruptcy Court of a
reorganization plan.  On April 29, 2009, non-debtor units of the
OpCo Debtors, designated as the New Jersey Debtors -- Adamar of
New Jersey, Inc., and its affiliate, Manchester Mall, Inc. --
filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to
effectuate a sale of the Atlantic City Resort and Casino to a
group of Investors-led by Carl Icahn.   Judge Judith H. Wizmur
presides over the cases.  Manchester Mall is a wholly owned
subsidiary of Adamar that owns and operates certain real property
utilized in the New Jersey Debtors' business operations.
Effective March 8, Tropicana Entertainment successfully emerged
from the Chapter 11 reorganization process as an Carl Icahn-owned
entity.

A group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have obtained approval
of a separate Chapter 11 plan.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represented
the New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as
their claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News.  The newsletter tracks the chapter 11
restructuring proceedings commenced by Tropicana Entertainment LLC
and its affiliates.  (http://bankrupt.com/newsstand/or
215/945-7000


TROPICANA ENT: TEI Appoints Grant Thornton Independent Accountant
-----------------------------------------------------------------
In a regulatory filing with the U.S. Securities and Exchange
Commission, Tropicana Entertainment Inc. disclosed that it has
appointed Grant Thornton LLP as its new independent registered
public accounting firm.

Scott Butera, president and chief executive officer of TEI,
relates that as a result of a competitive request for proposal
process undertaken by the Audit Committee of the TEI Board of
Directors, it approved on June 16, 2010, (i) the dismissal of
Ernst & Young LLP from its role as TEI's independent registered
public accounting firm, and (ii) the appointment of Grant
Thornton as the Company's new accounting firm, subject to
clearance of the firm's "Client Acceptance" process and certain
regulatory approval.

TEI was formed on May 11, 2009, to acquire certain assets of
Tropicana Entertainment Holdings, LLC, or TEH, and certain of its
subsidiaries pursuant to their plan of reorganization under
Chapter 11 of Title 11 of the United States Code.  TEI also
acquired Columbia Properties Vicksburg, LLC, JMBS Casino, LLC,
and CP Laughlin Realty, LLC, all of which were part of the same
plan of reorganization as TEH -- collectively, the Predecessors.

Before the March 8, 2010 Plan Effective Date, TEI conducted no
business, other than in connection with the reorganization of the
Predecessors and the acquisition of the Tropicana Casino and
Resort, Atlantic City; and had no material assets or liabilities.

E&Y served as the Predecessors' independent registered public
accounting firm in connection with the audit of the financial
statements of each of the Predecessors for the fiscal years ended
December 31, 2009, and December 31, 2008.  In addition, E&Y
served as TEI's independent registered public accounting firm
since its formation.

                   About Tropicana Entertainment

Tropicana Entertainment LLC and its units owned eleven casino
properties in eight distinct gaming markets with premier
properties in Las Vegas, Nevada, and Atlantic City, New Jersey.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana
obtained confirmation from the Bankruptcy Court of a
reorganization plan.  On April 29, 2009, non-debtor units of the
OpCo Debtors, designated as the New Jersey Debtors -- Adamar of
New Jersey, Inc., and its affiliate, Manchester Mall, Inc. --
filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to
effectuate a sale of the Atlantic City Resort and Casino to a
group of Investors-led by Carl Icahn.   Judge Judith H. Wizmur
presides over the cases.  Manchester Mall is a wholly owned
subsidiary of Adamar that owns and operates certain real property
utilized in the New Jersey Debtors' business operations.
Effective March 8, Tropicana Entertainment successfully emerged
from the Chapter 11 reorganization process as an Carl Icahn-owned
entity.

A group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have obtained approval
of a separate Chapter 11 plan.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represented
the New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as
their claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News.  The newsletter tracks the chapter 11
restructuring proceedings commenced by Tropicana Entertainment LLC
and its affiliates.  (http://bankrupt.com/newsstand/or
215/945-7000


TROPICANA ENT: Ward Shaw Named Casino Aztar General Manager
-----------------------------------------------------------
Tropicana Entertainment Inc. announced last month the appointment
of Ward Shaw to the General Manager position at Casino Aztar.

Mr. Shaw was to start his career with Casino Aztar on June 21,
2010, pending regulatory approvals.  He will be assuming
the position from Grady Aitken, who has successfully served as
Casino Aztar's Interim General Manager since January 2010.

Scott Butera, President and CEO, said, "I'm very pleased to have
such a talented, experienced leader as Ward Shaw join us and we
look forward to continued success at Casino Aztar under his
stewardship."

Mr. Shaw brings over 10 years of senior leadership experience in
the gaming industry to the Casino Aztar team.  Having served in
General Manager and other executive roles with Harrah's
Entertainment and as an independent consultant to gaming clients
around the country, his history of success at the operational and
strategic level will be an asset to the Casino Aztar team and
Tropicana Entertainment family as we work to expand the company's
market share.

Mr. Shaw said, "I am very excited to take on this challenging
position at Casino Aztar.  I look forward to meeting and working
with our valued customers, talented team members, and community
leaders, and continuing to build our reputation as an exciting
entertainment destination, engaging workplace, and positive
economic partner in the surrounding region."

                   About Tropicana Entertainment

Tropicana Entertainment LLC and its units owned eleven casino
properties in eight distinct gaming markets with premier
properties in Las Vegas, Nevada, and Atlantic City, New Jersey.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana
obtained confirmation from the Bankruptcy Court of a
reorganization plan.  On April 29, 2009, non-debtor units of the
OpCo Debtors, designated as the New Jersey Debtors -- Adamar of
New Jersey, Inc., and its affiliate, Manchester Mall, Inc. --
filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to
effectuate a sale of the Atlantic City Resort and Casino to a
group of Investors-led by Carl Icahn.   Judge Judith H. Wizmur
presides over the cases.  Manchester Mall is a wholly owned
subsidiary of Adamar that owns and operates certain real property
utilized in the New Jersey Debtors' business operations.
Effective March 8, Tropicana Entertainment successfully emerged
from the Chapter 11 reorganization process as an Carl Icahn-owned
entity.

A group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have obtained approval
of a separate Chapter 11 plan.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represented
the New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as
their claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News.  The newsletter tracks the chapter 11
restructuring proceedings commenced by Tropicana Entertainment LLC
and its affiliates.  (http://bankrupt.com/newsstand/or
215/945-7000


US AEROSPACE: To Bid on U.S. Air Force Tanker Program
-----------------------------------------------------
U.S. Aerospace, Inc., has entered into a Strategic cooperation
agreement with Antonov to bid on the request for proposal to
supply 179 aerial refueling tankers to the U.S. Air Force.

The airframes will be built in Ukraine by Antonov, with final
assembly at a new U.S. Aerospace, Inc. facility in the United
States.  The KC-X Tanker Modernization Program, expected to be the
largest contract in Pentagon history, represents the first step of
the strategic cooperation between Antonov and U.S. Aerospace, Inc.
to supply and service aircraft to the U.S. military and commercial
aircraft markets.

Antonov designed, built and operates the world's largest aircraft,
the AN-225, which provides strategic airlift capabilities for the
U.S. Department of Defense and others.  Antonov and U.S.
Aerospace, Inc. will bid three models for the KC-X program, the
AN-124-KC, AN-122-KC, a twin-engine variant of the AN-124-100 with
advanced engines, electronics and avionics, and AN-112-KC, an
updated airframe designed specifically to meet the tanker program
requirements.

"Antonov's participation in the U.S. Air Force tanker bid with
U.S. Aerospace, Inc., is an historic opportunity for Antonov to
showcase its premier design, engineering and manufacturing
capabilities to the world," said Dmytro S. Kiva, President and
General Designer of Antonov.  "We are extremely pleased to have
entered into this agreement with U.S. Aerospace, Inc., and are
looking forward to the long-term mutual benefits of our
partnership."

"We are honored to be partnering with the world's premier designer
and manufacturer of large transport aircraft," said Jerrold S.
Pressman, Chairman of U.S. Aerospace, Inc.  "We are particularly
impressed by Mr. Kiva's strong leadership and vision for the
future.  Together we can deliver the U.S. Air Force a superior
tanker at the most competitive price."

                    About U.S. Aerospace, Inc.

U.S. Aerospace, Inc. -- http://www.USAerospace.com-- is a
publicly traded aerospace and defense contractor based in Southern
California.  The Company supplies aircraft assemblies, structural
components and highly-engineered, precision-machined details for
commercial and military aircraft.

                           *     *     *

The Company's balance sheet at March 31, 2010, showed $6.0 million
in total assets and $11.5 million in total liabilities, for a
stockholders' deficit of $5.4 million.


VISTEON CORP: Goldman Sachs Has 3.90% Equity Stake
--------------------------------------------------
The Goldman Sachs Group, Inc., and Goldman, Sachs & Co. filed on
June 29, 2010, Amendment No. 2 to their Schedule 13D filing with
the U.S. Securities and Exchange Commission.

Amendment No. 2 supplements information set forth in the original
Schedule 13D filing.  Specifically, Kevin P. Treanor, attorney-
in-fact for Goldman Sachs, relates that on June 25, 2010, Visteon
Corporation and certain investors entered into a second amendment
to the Equity Commitment Agreement related to Visteon's Chapter
11 Plan, effective as of June 20, 2010.

The Second Amendment to the Equity Commitment Agreement amends
(i) Section 7.2(b) of the ECA to extend the date by which Visteon
has to use its commercially reasonable efforts to obtain an order
approving a disclosure statement to July 2, 2010; and (ii)
Section 10.1(c) of the ECA to extend the date by which certain
Investors may terminate the ECA for failure to obtain a
disclosure statement order to July 2, 2010.

Goldman Sachs is one of the investors that entered into the ECA.

Goldman Sachs, as of June 25, 2010, may be deemed to have
beneficial ownership of 5,079,455 shares of Visteon common stock,
representing 3.90% of the shares of outstanding Visteon common
stock.

As of April 26, 2010, Visteon had 130,320,880 shares of common
stock outstanding.

No transactions in the Visteon Common Stock were effected by
Goldman Sachs for the period from June 19 to 25, 2010.

                         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: UBS AG Owns 0.12% of Shares of Stock
--------------------------------------------------
UBS AG filed on June 29, 2010, Amendment No. 2 to their Schedule
13D filing with the U.S. Securities and Exchange Commission.

Amendment No. 2 supplements information set forth in UBS'
original Schedule 13D filing, which include these disclosures:

  1. On June 25, 2010, Visteon Corporation and certain investors
     entered into a second amendment to the Equity Commitment
     Agreement related to Visteon's Chapter 11 Plan, effective
     as of June 20, 2010.

     The Second Amendment to the Equity Commitment Agreement
     amends (i) Section 7.2(b) of the ECA to extend the date by
     which Visteon has to use its commercially reasonable
     efforts to obtain an order approving a disclosure statement
     to July 2, 2010; and (ii) Section 10.1(c) of the ECA to
     extend the date by which certain Investors may terminate
     the ECA for failure to obtain a disclosure statement order
     to July 2, 2010.

  2. The Schedule 13D filing is supplemented with two exhibits:
     Exhibit A on the transaction of shares effected in the past
     20 days, and Exhibit K on the Second Amendment document on
     the ECA.

UBS is one of the investors that entered into the ECA.

As of June 25, 2010, UBS may be deemed to beneficially own
158,482 shares of Visteon common stock.  The UBS shares
constitutes 0.12% of Visteon's 130,320,880 outstanding shares as
of April 26, 2010.

                         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)


WASTE SERVICES: S&P Raises Corporate Credit Rating to 'BB+'
-----------------------------------------------------------
Standard & Poor's Ratings Services said it raised its ratings on
Boca Raton, Fla.-based Waste Services Inc., including its long-
term corporate credit rating on the company to 'BB+' from 'B',
following Waste Services' acquisition by IESI-BFC Ltd.
(BB+/Stable/--).

At the same time, S&P removed all the ratings on Waste Services
from CreditWatch, where they had been placed with positive
implications Nov. 12, 2009.  The outlook is stable.

Subsequent to this action, S&P withdrew all of its ratings on
Waste Services, as IESI-BFC entered into new credit facilities,
whereby advances from the new credit facility were used to repay
Waste Services' bank debt outstanding and its senior subordinated
notes outstanding.


WOONSOCKET: Moody's Confirms 'Ba1' Rating; Outlook Now Stable
-------------------------------------------------------------
Moody's Investors Service has removed the City of Woonsocket's
(Rhode Island) general obligation bond rating from watchlist for
possible downgrade, confirmed the city's Ba1 rating, and assigned
a stable outlook, affecting approximately $192 million in
outstanding parity debt.  The bonds are secured by a general
obligation unlimited tax pledge.  Confirmation of the Ba1 rating
reflects the deterioration of the city's financial position over
last several fiscal years resulting in a sizable accumulated
deficit which is expected to increase at the end of fiscal 2010.
Assignment of the stable outlook reflects Moody's belief that the
anticipated issuance of deficit reduction notes, the projected
absence of cash flow borrowing in fiscal 2011, and the city's
demonstrated willingness to begin addressing its structural
challenges will provide near term stability at the current rating
level.

   Weakened Financial Position Marked By Operating Shortfalls;
Issuance Of Deficit Reduction Notes Eliminates Accumulated Deficit

While less severe than originally projected, the city's
anticipates ending fiscal 2010 with an operating deficit of
approximately $3 million.  The shortfall, which is expected to
increase the accumulated deficit to $9.5 million or -8.3% of 2010
budget revenues, is due to a combination of imbalanced operations
in the School Unrestricted Fund ($1.5 million) and General Fund
($1.5 million) resulting, in part, from a mid-year reduction in
state aid.  The fiscal 2011 budget represents a 2.8% increase over
the prior year and is balanced with a 15% levy increase in an
effort to make up for the loss of $4.2 million in state aid
following an additional reduction of the city's motor vehicle
excise reimbursement from the state.

The city's rapid fiscal weakening is underscored by the
precipitous drop in its unreserved operating fund balance (General
and School Fund combined).  Balances declined by over 350% from a
slim but healthier $2.7 million (2.4% of revenues) in fiscal 2007.
In addition, the city's year-end cash position, net of current
liabilities, decreased to a sizable negative $25.9 million (-23%
of revenues) from a negative $9.7 million in 2006, as its accrued
expenses and accounts payable liabilities have continued to grow.
In an effort to improve liquidity and eliminate its entire
accumulated deficit, the city plans to issue deficit reduction
bond anticipation notes in an amount not to exceed $12 million.
In order to issue the notes, the city has had to demonstrate
progress toward meeting a number of pre-requisites laid out by the
State Auditor General including incrementally increasing
appropriations to fully fund its public safety pension plan over a
five-year period and adopting a formal reserve policy, through a
charter change, with the goal of increasing fund balance to 8% of
revenues following the pay down of the deficit bonds.  The city
anticipates permanently financing the notes in March of 2011
through the issuance of deficit reduction bonds.

Importantly, in January of 2010 the city transitioned to a new
mayoral administration.  The new management team has started the
process of implementing tighter fiscal oversight and controls,
workforce reductions, and pursuing new revenue and grant
opportunities.  The administration is also in the process of
engaging in discussions with its collective bargaining units, most
of which are currently under contract, for additional expenditure
relief.  The administration's ability to both successfully
stabilize operations and improve the city's fiscal position in a
timely manner will be critical components to future rating
actions.

                              Outlook

Woonsocket's credit outlook is stable reflecting Moody's
expectation that the city will make appropriate adjustments as
needed to maintain fiscal stability.  The city's ability to make
progress toward structural budget balance and improve its
liquidity will be important to future credit analyses.

               What would make the rating move -- UP

  -- Sustained record of structurally balanced operations and
     improved liquidity levels

  -- Improvement of General Fund and School fund balance positions
     net of the impact from the deficit reduction notes

                What could change the rating -- DOWN

  -- Continued structurally imbalanced operations

  -- Increased level of cash-flow borrowing

  -- A lack of significant General Fund balance improvement and
     failure to institutionalize financial policies aimed to
     enhance long-term fiscal stability

Key Statistics:

* 2000 Population: 43,268 (0.1% change since 2000)

* 2009 Full valuation: $2.3 billion

* 2009 Full value per capita: $52,243

* 1999 PCI (as % of RI and US): $16,223 (74.8% and 75.2%)

* 1999 MFI (as % of RI and US): $38,353 (72.7% and 76.6%)

* Net Direct Debt burden: 8.7%

* FY09 Unreserved General Fund balance: $-3.3 million (-5.4% of
  General Fund revenues)

* FY09 Unreserved General Fund and School Unrestricted Fund
  balance combined: $-6.9 million (-6.2% of operating revenues)

* Outstanding long-term general obligation debt: $192 million

The last rating action with respect to the City of Woonsocket
(Rhode Island) was on April 29, 2010, when the city's rating was
downgraded to Ba1 from Baa2 and placed under review for possible
downgrade.  That rating was subsequently recalibrated to Ba1 under
review for possible downgrade on May 1, 2010.


WRS LLC: Organizational Meeting Held, Creditors Panel Formed
------------------------------------------------------------
Roberta A. DeAngelis, Acting United States Trustee for Region 3,
held an organizational meeting on July 1, 2010, at 1:30 p.m. in
the bankruptcy case of WRS, LLC, fka Woods Restoration Services,
LLC.  The meeting was held at the United States Trustee's Office,
One Newark Center, 21st Floor, Room 2106, Newark, NJ 07102.

The sole purpose of the meeting was to form a committee or
committees of unsecured creditors in the Debtors' cases.

The Trustee appoints five members to the Official Committee of
Unsecured Creditors in the Debtor's Chapter 11 cases.

The Committee members include:

1) Steven Bonnen
   Truly New Cleaning Corp.
   196-43 53rd Avenue
   Fresh Meadows, NY 11365
   Tel: (516) 250-4020
   Fax: (516) 723-9130

2) Robert J. Wasielewski
   OPS Corp.
   200 S. Michigan Avenue
   Suite 1020
   Chicago, IL 60604
   Tel: (312) 683-1900
   Fax: (312) 683-1881

3) Christian Bender
   Precise Management, LLC
   286 Valley Road
   Wayne, NJ 07470
   Tel: (201) 655-3076
   Fax: (201) 465-3038

4) Marcel Kapel
   Professional Painting, LLC
   205 Earl Street
   Woodbridge, NJ 07095
   Tel: (908) 565-4695
   Fax: (732) 636-2619

5) Angelo Russomanno
   Division 9 Design
   & Construction, LP
   45 W. Main Street, Suite D
   Clinton, NJ 08809
   Tel: (201) 978-2158
   Fax: (201) 839-4517

Wayne, New Jersey-based WRS, LLC, fka Woods Restoration Services,
LLC, filed for Chapter 11 bankruptcy protection on June 16, 2010
(Bankr. D.N.J. Case No. 10-28461).  Shoshana Schiff, Esq., at
Trenk, DiPasquale, Webster, Della Fera & Sodono, P.C., 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.


XERIUM TECHNOLOGIES: David Maffucci Resigns as Company's EVP/CFO
----------------------------------------------------------------
On June 30, 2010, David G. Maffucci announced his resignation as
Executive Vice President and Chief Financial Officer of Xerium
Technologies, Inc.  His resignation is expected to become
effective at the end of August of this year.  The Company is
pursuing a national search to fill the position.

Mr. Maffucci was elected a director of the Company on December 1,
2008.  In 2008-2009, the Company faced unprecedented challenges
regarding its debt structure and a difficult economic environment.
During that time, the Board of Directors approached Mr. Maffucci
to assume the role of Executive Vice President and Chief Financial
Officer.  He agreed to take on such additional responsibilities
and on May 27, 2009, he assumed that position.  For the last year
Mr. Maffucci was instrumental to the Company's efforts to
restructure its debt and reposition the Company for the future.
The Company successfully completed its restructuring initiative
through a pre-packaged bankruptcy in May of this year, at which
time Mr. Maffucci stepped down from the Board.

                    About Xerium Technologies

Based in Raleigh, North Carolina, Xerium Technologies, Inc. (NYSE:
XRM) -- http://www.xerium.com/-- is a leading global manufacturer
and supplier of two types of consumable products used primarily in
the production of paper: clothing and roll covers. The Company,
which operates around the world under a variety of brand names,
utilizes a broad portfolio of patented and proprietary
technologies to provide customers with tailored solutions and
products integral to production, all designed to optimize
performance and reduce operational costs.  With 32 manufacturing
facilities in 13 countries around the world, Xerium has
approximately 3,300 employees.

Xerium Technologies and certain subsidiaries filed for Chapter 11
on March 30, 2010 (Bankr. D. Del. Lead Case No. 10-11031).  Judge
Kevin J. Carey presides over the cases.  John J. Rapisardi, Esq.;
George A. Davis, Esq.; and Sharon J. Richardson, Esq., at
Cadwalader, Wickersham & Taft LLP; and Mark D. Collins, Esq., at
Richards, Layton & Finger, P.A., serve as bankruptcy counsel.
Brian Fox, Michelle Campbell, and Michael Hartley at AlixPartners,
LLC, serve as the Debtors' restructuring advisors.  Stephen Ledoux
and Daniel Gilligan at Rothschild Inc. serve as the Debtors'
investment bankers.  Garden City Group Inc. is the Debtors' claims
agent.  Xerium Technologies disclosed total assets of $693,511,000
and total debts of $813,168,000 in its petition.

Judge Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware confirmed the Prepackaged Chapter 11 Plan of
Reorganization filed by Xerium Technologies, Inc., and its debtor
affiliates on May 12, 2010, after determining that the Plan
satisfies the requirements of Section 1129(a) of the Bankruptcy
Code.  On May 25, 2010, the Plan became effective and the Company
and the debtor subsidiaries emerged from Chapter 11.

                          *     *     *

The Company's balance sheet at March 31, 2010, showed
$658.5 million in assets and $807.0 million in liabilities, for a
stockholders' deficit of $148.5 million.


YOUNG BROADCASTING: S&P Withdraws 'D' Corporate Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on Young
Broadcasting Inc., including the 'D' corporate credit rating.

The ratings withdrawal follows Young's recent emergence from
Chapter 11 protection on June 24, 2010.  All previously rated debt
was extinguished.


* U.S. Consumer Loan Delinquencies Continue to Improve in Q1
------------------------------------------------------------
American Bankruptcy Institute reports that the American Bankers
Association said that consumer loan delinquencies for the first
quarter of 2010 improved for the third quarter in a row, falling
to 2.98 percent of all accounts from 3.19 percent in the fourth
quarter 2009.


* Two O'Melveny Tax Attorneys Join Loeb & Loeb
----------------------------------------------
Loeb & Loeb LLP has expanded its tax law practice in Los Angeles
with the addition of two attorneys from O'Melveny & Myers LLP who
specialize in advising bankrupt clients on tax matters, Bankruptcy
Law360 reports.  Chris Campbell joins Loeb & Loeb as a partner,
and he brings with him associate Ryan Austin.


* 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 ***