TCR_Public/100715.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Thursday, July 15, 2010, Vol. 14, No. 194

                            Headlines


200 WEST: Case Summary & 20 Largest Unsecured Creditors
2006 PROSPER: Taps Cole Schotz as Bankruptcy Counsel
2006 PROSPER: Section 341(a) Meeting Scheduled for August 3
ALLY FINANCIAL: To Rebrand Auto Finance Operations
ALMATIS BV: GS European Ballots Treated as Timely Filed

AMARONE LP: Section 341(a) Meeting Scheduled for August 3
AMERICAN INT'L: Steve Miller Replaces Harvey Golub as Chairman
AMERICAN INT'L: Board Approves IPO Later This Year
AMR CORP: To Report 2nd Quarter 2010 Results on July 21
AXCAN INTERMEDIATE: Moody's Keeps 'B1' Corporate; Outlook Negative

AXION INTERNATIONAL: Posts $1.7MM Net Loss in Q2 Ended March 31
BARZEL INDUSTRIES: Wants Plan Exclusivity Until Oct. 11
BAYARD WILLIAM SPECTOR: Amends Schedules of Assets and Liabilities
CALUMET SPECIALTY: Moody's Assigns 'B3' Rating on Note Offering
CANYON FALLS: Taps Cole Schotz as Bankruptcy Counsel

CANYON FALLS: Section 341(a) Meeting Scheduled for July 29
CATHOLIC CHURCH: Spokane Trustee Gets Nod to Hire Probate Attorney
CATHOLIC CHURCH: Wilm. Non-Debtors Seek Access to Tort Claims
CKE RESTAURANTS: S&P Downgrades Corporate Credit Rating to 'B'
COLUMBIA LAKE: Moody's Assigns 'Ba2' Rating on $100 Mil. Loan

COMPLIANCE SYSTEMS: Issues $750,000 Note to Agile Opportunity
COTT CORPORATION: Moody's Affirms 'B2' Corporate Family Rating
CRUCIBLE MATERIALS: Reduces NYSDEC Claim by 94%, to $1.2MM
DELPHI CORP: H.J. Sciffgens Named Delphi Diesel Director
DELPHI CORP: Indiana Metals Buys Brake Plant in Dayton, Ohio

DELPHI CORP: IRG Intends to Buy 145-Acre Dayton Property
DELTA PETROLEUM: S&P Gives Negative Outlook as Sale Scrapped
DONG CHANG: Case Summary & 20 Largest Unsecured Creditors
DUNE ENERGY: Board Approves Amendment & Restatement of By-Laws
EAST WEST RESORT: Court Dismisses Gray's Station Chapter 11 Case

EXTENDED STAY: Texas Taxing Authorities Objects to Plan
FAIRPOINT COMM: Fights for Ch. 11 Plan's Verizon Injunction
FANNIE MAE: FHA Subpoenas Mortgage Firms to Regain Losses
FANNIE MAE: Calif. AG Sues Over Clean Energy Program
FORUM HEALTH: Community Health Surfaces as Bidder for Assets

FRANK JODZIO: Request to Use Cash Collateral Denied
FREDDIE MAC: Calif. AG Sues Over Clean Energy Program
GEMS TV: Authorized to Sell Non-Inventory Assets
GENERAL GROWTH: Asks for Approval of $500MM TRS Investment Pact
GENERAL GROWTH: Files Plan That Splits Company Into Two Firms

GREEN RIDDLE, JR.: Case Summary & 18 Largest Unsecured Creditors
HAM'S RESTAURANT: Erwin Family Seeks to Keep Control
HARRISBURG, PA: Controller Outlines Plan to Pay Incinerator Debt
HERBST GAMING: Sean Higgins Resigns as General Counsel
INVENTIV HEALTH: S&P Downgrades Corporate Credit Rating to 'B+'

JERROLD CAMP: Case Summary & 20 Largest Unsecured Creditors
JOSEPH DELGRECO: Sues DLA for Ill-Advise on Deal with Eastwest
KIM KREUNEN: U.S. Trustee Wants Case Converted or Dismissed
KIM KREUNEN: Wants 90 Days Extension in Filing Chapter 11 Plan
LEHMAN BROTHERS: Balks at Trustee's Bid to Sell SunCal Properties

LESLIE CONTROLS: Case Summary & 30 Largest Unsecured Creditors
MARILYN MONDRAGON: Case Summary & 17 Largest Unsecured Creditors
MAX & ERMA'S: Concept to Acquire All Assets for $24.8 Million
MCGINNIS LAND: Section 341(a) Meeting Scheduled for July 29
MEDLOCK BRIDGE: Section 341(a) Meeting Scheduled for August 12

MERUELO MADDUX: Cash Collateral Hearing Slated for Tomorrow
MESA AIR: Shareholders Request Equity Committee
MIRA VISTA: Section 341(a) Meeting Scheduled for August 20
MOVIE GALLERY: 12 Lessors Ask Payment of $507,000 Admin. Claims
MOVIE GALLERY: Deadline to Remove Actions Extended to Oct. 30

MOVIE GALLERY: Files Chapter 11 Plan of Liquidation
MXENERGY HOLDINGS: Amends Three Latest Quarterly Reports
NASSER OMARY: Voluntary Chapter 11 Case Summary
NATIONAL ENVELOPE: Has $134.5 Million Contract with Gores
NORMANDIE CHULA: Voluntary Chapter 11 Case Summary

NORTEL NETWORKS: Files Joint Chapter 11 Reorganization Plan
NORTEL NETWORKS: Asked by Regulator to Back U.K. Pension Fund
NORTEL NETWORKS: CALA Has Plan Exclusivity Until January 2011
NORTEL NETWORKS: Completes Sale of LG-Nortel to Ericsson
N.Y. RACING: May Need 2nd Reorganization, DiNapoli Says

N.Y.C. OFF-TRACK: Commission Spat Could go to State Board
ORLANDO OPERA: Props, Assets Used at Harry Potter Theme Park
PENDLETON APARTMENTS: Section 341(a) Meeting Scheduled for Aug. 24
PENDLETON APARTMENTS: Wants Waldron & Schneider as Bankr. Counsel
RADIENT PHARMACEUTICALS: Enters Letter of Intent with Provista

RIVIERA HOLDINGS: Files Prepack with Stock and Debt for Lenders
RIVIERA HOLDINGS: Case Summary & Lists of Creditors
RUFFIN ROAD: Case Summary & 4 Largest Unsecured Creditors
SAINT VINCENTS: Doctors Challenge Bid to Pay Contractors
SAINT VINCENTS: Seeks Court Help to Evict Tenants

SOUTHEAST TELEPHONE: Lightyear Buying Assets in Chapter 11 Plan
SPARKLEBERRY EB: Section 341(a) Meeting Scheduled for August 5
SPARKLEBERRY EB: Wants to Hire Rogers & Anderson as Bankr. Counsel
SPHERIS INC: Says Unsecured Creditors May Recover 23%
STEWART & STEVENSON: S&P Gives Stable Outlook, Affirms 'B-' Rating

SUMMIT HOTEL: Inks Amendment to Loan Deal with First National
TAYLOR BEAN: Rejects 37 De Minimis Properties
TOPSPIN MEDICAL: Files for Chapter 11 Protection
US AIRWAYS: Reports on Financial & Operational Outlook for 2010
US AIRWAYS: Spent $450,000 for Lobbying in 1st Quarter of 2010

US AIRWAYS: To Webcast Q2 Financial Conference Call on July 21
U.S. CONCRETE: Plan Releases Too Broad, U.S. Trustee Says
VEBLEN EAST: AgStar Asks Court to Appoint Chapter 11 Trustee
VEBLEN EAST: Taps Ravich Meyer as Bankruptcy Counsel
VEBLEN EAST: Wants to Hire Tonner Tobin as Local Counsel

VISTEON CORP: Creditors' Panel Doubts Trade Can Block Plan
VISTEON CORP: 3rd Cir. Reverses Ruling on Retiree Benefits
VYTERIS INC: Files Complaint vs. Ferring in NJ Superior Court
WASHINGTON MUTUAL: Investment Funds Sue to Claim Securities
WASHINGTON MUTUAL: JPM Adv. Proceeding Stayed Until Oct. 31

WASHINGTON MUTUAL: Plan Outline Hearing Adjourned to July 20
WORLD COLOR: Moody's Withdraws 'B2' Corporate Family Rating
YRC WORLDWIDE: Expects $35MM-$45MM EBITDA for 2nd Quarter

* Chapter 11 Cases with Assets & Liabilities Below $1,000,000


                            ********


200 WEST: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: 200 West Partners Limited Partnership
        330 S. Wells Street, Suite 718
        Chicago, IL 60606

Bankruptcy Case No.: 10-30940

Chapter 11 Petition Date: July 12, 2010

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

Judge: Jacqueline P. Cox

Debtor's Counsel: Gregory J. Jordan, Esq.
                  Jordan, Kowal & Apostol LLC
                  200 South Wacker Drive, 32nd Floor
                  Chicago, IL 60606
                  Tel: (312) 854-7181
                  Fax: (312) 276-9285
                  E-mail: gjordan@jka-law.com

Estimated Assets: $0 to $50,000

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/ilnb10-30940.pdf

The petition was signed by Andrew Jahelka, president of 200 W.
Properties Inc., general partner.


2006 PROSPER: Taps Cole Schotz as Bankruptcy Counsel
----------------------------------------------------
2006 Prosper Partners, LP, has asked for authorization from the
U.S. Bankruptcy Court for the Northern District of Texas to employ
Cole, Schotz, Meisel, Forman & Leonard, P.A., as bankruptcy
counsel.

Cole Schotz will, among other things:

     a. review the nature and validity of liens asserted against
        the Debtor and advise as to the enforceability of the
        liens;

     b. advise the Debtor concerning the actions it might take to
        collect and recover property for the benefit of its
        estate;

     c. prepare applications, motions, pleadings, orders, notices,
        petitions, schedules, and other documents, and review all
        financial and other reports to be filed in the Debtor's
        Chapter 11 case; and

     d. advise the Debtor concerning, and prepare responses to,
        applications, motions, pleadings, notices and other papers
        which may be filed in the Debtor's Chapter 11 case.

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

        Members and Special Counsel         $335-$700
        Associates                          $210-$415
        Paralegals                          $140-$220

Michael D. Warner, Esq., a member at Cole Schotz, assures the
Court that the firm is "disinterested" as that term is defined in
Section 101(14) of the Bankruptcy Code.

Dallas, Texas-based 2006 Prosper Partners, L.P., filed for Chapter
11 bankruptcy protection on July 2, 2010 (Bankr. N.D. Tex. Case
No. 10-34652).  The Company estimated its assets and debts at
$10,000,001 to $50,000,000.


2006 PROSPER: Section 341(a) Meeting Scheduled for August 3
-----------------------------------------------------------
The U.S. Trustee for Region 6 will convene a meeting of 2006
Prosper Partners, L.P.'s creditors on August 3, 2010, at 10:15
a.m.  The meeting will be held at the Office of the U.S. Trustee,
1100 Commerce Street, Room 976, Dallas, TX 75242.

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

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

Dallas, Texas-based 2006 Prosper Partners, L.P., filed for Chapter
11 bankruptcy protection on July 2, 2010 (Bankr. N.D. Tex. Case
No. 10-34652).  Michael D. Warner, Esq., at Cole Schotz Meisel
Forman & Leonard PA, represents the Company in the bankruptcy
case.  The Company estimated its assets and debts at $10,000,001
to $50,000,000 as of the Petition Date.


ALLY FINANCIAL: To Rebrand Auto Finance Operations
--------------------------------------------------
Aparajita Saha-Bubna and Nathan Becker at The Wall Street Journal
reports that Ally Financial Inc. said it will rebrand its GMAC
retail- and dealer-auto finance operations in North America as
Ally, as it continues to try to establish itself as a stand-alone
company with a broader auto-lending business.

"We are evaluating use of the [Ally] brand in other parts of our
business," said Gina Proia, an Ally spokeswoman, the report says.

In May, the company changed the name of corporate entity GMAC Inc.
to Ally Financial Inc.  It renamed its bank Ally Bank last year.

Ally provides financing for GM and Chrysler Group LLC dealerships
as well as their customers.

Dow Jones notes Ally has reiterated its commitment to lending to
GM customers and dealers.  The auto lender financed 33.5% of GM's
U.S. customers in the first quarter, compared with 30.3% as of
Dec. 31.  It financed 87.7% of inventory in GM's U.S. dealerships
during the same period, compared with 90.9% in the fourth quarter.

"The fortunes of GM and Ally remain linked, but lately the
relationship has been prickly," the Journal quotes Kathleen
Shanley, a GimmeCredit analyst, as saying in a Monday note.
Ally's challenges include "navigating its relationship" with GM,
she added.

The Journal says Ally is permitted to use the GMAC brand until
2016, according to a 2006 agreement with GM, but the rebranding of
Ally's North American auto-lending business will take effect in
August.

                            About GMAC

GMAC Inc. -- http://www.gmacfs.com/-- is a bank holding company
with 15 million customers worldwide.  GMAC's business operations
include automotive finance, mortgage operations, insurance and
commercial finance.  The company also offers retail banking
products through its online bank, Ally Bank.  As of December 31,
2009, GMAC had approximately $172 billion in assets.

GMAC Inc. was founded in 1919 as a wholly owned subsidiary of
General Motors Corporation.  On November 30, 2006, General Motors
Corporation sold a 51% interest in the Company to FIM Holdings
LLC, an investment consortium led by Cerberus FIM Investors, LLC,
the sole managing member.  On December 24, 2008, the Board of
Governors of the Federal Reserve System approved the Company's
application to become a bank holding company under the Bank
Holding Company Act of 1956, as amended.  In connection with this
approval, GM and FIM Holdings  were required to significantly
reduce their voting equity ownership interests in GMAC.  These
reductions in ownership occurred in 2009.

Ally Bank, a unit of GMAC Financial Services, is an online U.S.
bank that provides an array of products, including online savings
accounts, money-market savings accounts and a variety of no
penalty certificates of deposit.  The bank was founded on three
core values: talking straight, doing what's right and being
obviously better than the competition.  Ally Bank's total assets
were $42.5 billion at the end of the second quarter of 2009.

Headquartered in Minneapolis, Minnesota, Residential Capital LLC
-- http://www.rescapholdings.com/-- is the home mortgage unit
of GMAC Financial Services, which is in turn wholly owned by GMAC
LLC.

                         *     *     *

For the 2009 full year, GMAC reported a net loss of $10.3 billion,
compared to net income of $1.9 billion in 2008.  GMAC reported
that as of Dec. 31, 2009, it had $172.306 billion in total assets
and total debt of $98.313 billion.

GMAC says there is substantial doubt about ResCap's ability to
continue as a going concern.  GMAC says that should ResCap file
for bankruptcy, its investment related to ResCap's equity position
would likely be reduced to zero.

Dow Jones notes GMAC has received $16.3 billion of federal aid as
part of an effort to avoid bankruptcy.  It converted into a bank-
holding company at the end of 2008 to help make it through the
financial crisis.

In February 2010, Moody's Investors Service upgraded the senior
unsecured rating of GMAC and GMAC-supported subsidiaries to B3
from Ca, with a stable rating outlook.  At the end of January,
Standard & Poor's Ratings Services raised its long-term
counterparty credit rating on both GMAC and Residential Capital to
'B' from 'CCC'.


ALMATIS BV: GS European Ballots Treated as Timely Filed
-------------------------------------------------------
GS European Performance Ltd. and Goldman Sachs Lending Partners
LLC, as record and beneficial holders of claims against the
Debtors, won approval from the Court for the treatment of their
ballots as timely filed.

At their behest, the Court also ordered that their votes and the
elections made in the Ballots be counted for all purposes under
the Debtors' Joint Prepackaged Plan of Reorganization.

Richard Engman, Esq., at Jones Day, in New York, tells Judge
Glenn that Goldman Sachs and GS European support the Debtors'
Prepackaged Plan and as a consequence, seek assurance that their
accepting votes and elections will be counted and that they will
not be disenfranchised from their right to vote because of an
unwarranted and rote application of the Debtors' proposed
solicitation procedures.

More specifically, Mr. Engman maintains that in order to avoid
the need to file an otherwise unnecessary limited objection to
the Debtors' proposed solicitation procedures, including the
proposed May 7, 2010 voting deadline provided for in the Debtors'
proposed Disclosure Statement, GS European and Goldman Sachs seek
entry of a proposed order requiring that the Ballots delivered to
the Debtors on May 10, 2010, and on May 13, 2010, be treated as
timely filed for all purposes.

GS European and Goldman Sachs assert that errors in communication
caused brief delays in the formal delivery of the Ballots.
Nevertheless, they maintain that the Debtors did have actual
knowledge prior to the proposed voting deadline that they were
voting all of their Senior Lender Claims in favor of the Plan and
electing the Plan's Option B Consideration.

While still hopeful that an agreement with the Debtors will be
reached on a mechanism for counting the Ballots, GS European and
Goldman Sachs have decided that the prudent course is to file the
motion so that the issue can be heard and decided by the Court.

                       About Almatis Group

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

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

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

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


AMARONE LP: Section 341(a) Meeting Scheduled for August 3
---------------------------------------------------------
The U.S. Trustee for Region 6 will convene a meeting of Amarone
LP's creditors on August 3, 2010, at 2:00 p.m.  The meeting will
be held at the Office of the U.S. Trustee, 1100 Commerce Street,
Room 976, Dallas, TX 75242.

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

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

                         About Amarone LP

Flower Mound, Texas-based Amarone LP filed for Chapter 11
bankruptcy protection on July 5, 2010 (Bankr. N.D. Tex. Case No.
10-34764).  Howard Marc Spector, Esq., at Spector & Johnson, PLLC,
serves as bankruptcy counsel.  The Company listed $10,000,001 to
$50,000,000 in assets and $1,000,001 to $10,000,000 in
liabilities.

An affiliate, Chase Oaks Village L.P., filed for Chapter 11 in
April 2009 (Case No. 09-41047).  Another affiliate, Twenty One
High, LP, filed for Chapter 11 in January 2010 (Case No. 10-
30667).


AMERICAN INT'L: Steve Miller Replaces Harvey Golub as Chairman
--------------------------------------------------------------
American International Group, Inc. said Robert S. "Steve" Miller
has succeeded Harvey Golub as Chairman of the AIG Board of
Directors.  Mr. Golub on Wednesday resigned from the AIG Board of
Directors, effective immediately.

"On behalf of the entire Board, I would like to thank Harvey for
his tremendous service to AIG," Mr. Miller said. "AIG has
established strong momentum over the last year, and we remain
fully committed to delivering on AIG's core priorities: repaying
taxpayers, meeting all of the company's obligations to its various
stakeholders, and restructuring the company so that it emerges as
a smaller, more focused enterprise worthy of investor confidence."

Mr. Miller, 68, was elected to the Board on June 30, 2009.  Mr.
Miller is Chairman of MidOcean Partners.  He retired from his role
of Executive Chairman of Delphi Corporation in 2009.  He was
previously Chairman and Chief Executive Officer of Delphi
Corporation.  Prior to joining Delphi, Mr. Miller served as
Chairman of Federal-Mogul, Inc., an auto parts supplier based in
Southfield, Michigan.  Prior to that, Mr. Miller served in a
number of corporate restructuring situations, including as
Chairman and Chief Executive Officer of Bethlehem Steel (2001-
2003), Chairman and Chief Executive Officer of Federal-Mogul
(2000-2001 and 2004-2005), Chairman and Chief Executive Officer of
Waste Management (1997-1999), and Chairman of Morrison Knudsen
(1995-1996).  Before that, Mr. Miller had been Vice Chairman and
Chief Financial Officer of Chrysler Corporation.

Mr. Miller is a Director of Symantec Corporation and UAL
Corporation.

                           *     *     *

The Wall Street Journal's Serena Ng and Joann S. Lublin report
that in a July 14 letter to the chairman of AIG's governance
committee, Mr. Golub said he would resign from AIG's board
following views CEO Robert Benmosche expressed to the board that
their working relationship was "ineffective and unsustainable."

"At this point, I view asking the board to choose between us would
be an abdication of my responsibility to lead," he wrote,
according to the Journal.  "Consequently, I'm resigning for the
simple reason I believe it is easier to replace a chairman than a
CEO" at a company like AIG that is in the midst of a major
restructuring.

Mr. Golub, 71, became an AIG director in June 2009 following a
shake-up of the government-controlled insurer's board.  Mr. Golub
was named nonexecutive chairman last August, the same month Mr.
Benmosche became chief executive.

Mr. Golub is a former CEO of American Express Co.  He had taken a
hands-on role since assuming the AIG chairmanship following
similar stints at Campbell Soup Co. and Reader's Digest
Association Inc.

The Journal recalls tensions between Mr. Benmosche and Mr. Golub
escalated in late June.  A frustrated Mr. Benmosche told the board
he wanted Mr. Golub gone or he himself might leave, after a deal
to sell a major unit of the company, AIA Group Ltd., fell through.
The two men subsequently made commitments to try to resolve their
differences and work together on the AIA divestment and AIG's
overall restructuring, people familiar with the matter said,
according to the Journal.  The restructuring involves mapping out
how the insurance giant will repay more than $100 billion in U.S.
taxpayer aid.

Mr. Benmosche, the only company executive on the board, had pushed
for a sale of AIA to Prudential PLC this past spring after the
British insurer proposed to cut a previously agreed-upon $35.5
billion sale price to $30.4 billion.  However, virtually all other
AIG directors voted against a deal at the lower price, leading to
its failure.

                          About AIG Inc.

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

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

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


AMERICAN INT'L: Board Approves IPO Later This Year
--------------------------------------------------
The Wall Street Journal's Serena Ng and Joann S. Lublin report
that people familiar with the matter said that at Wednesday's
meeting of the board of directors of American International Group
Inc., the directors agreed that the company should move forward
with plans to launch an initial public offering of AIA later this
year.

The Journal reports AIG and its overseers have hoped that a sale
of roughly half of AIA in an IPO could fetch $15 billion to $20
billion cash, depending on the market valuation for the business.

The Journal relates people familiar with the matter said that for
an IPO to launch before year-end, AIA's listing prospectus would
have to be completed by the end of September.

                          About AIG Inc.

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

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

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


AMR CORP: To Report 2nd Quarter 2010 Results on July 21
-------------------------------------------------------
AMR Corporation said it anticipates announcing it second quarter
2010 earnings results on July 21.  In conjunction with the
announcement, on that date AMR will host a conference call with
the financial community at 2:00 p.m. Eastern Time.

During this conference call, senior management of AMR will review,
among other things, details of AMR's second quarter financial
results, the industry environment, recent strategic initiatives,
the revenue environment, cash flow results, liquidity measures,
capital requirements and will provide an outlook for the future.

                       About AMR Corporation

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

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

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

                           *     *     *

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


AXCAN INTERMEDIATE: Moody's Keeps 'B1' Corporate; Outlook Negative
------------------------------------------------------------------
Moody's Investors Service confirmed the ratings of Axcan
Intermediate Holdings, Inc., the parent of Axcan Pharma Inc.,
including the B1 Corporate Family Rating and the B1 Probability of
Default Rating.  Concurrently, Moody's lowered Axcan's Speculative
Grade Liquidity Rating to SGL-2 from SGL-1.  Following these
actions, the rating outlook is negative.  These actions conclude
the review for possible downgrade that Moody's initiated on
April 14, 2010.

The confirmation of Axcan's B1 rating incorporates Moody's view
that the current rating can absorb a delay in receiving FDA
approval for Ultrase and Viokase, and some loss of market share
assuming reintroduction of the products within the next several
months.  The PDUFA date on Viokase is August 30, 2010, and the
last FDA action on Ultrase was a Complete Response Letter on
May 6, 2010.  Axcan's recently ceased the distribution of Ultrase
and Viokase in order to comply with an FDA requirement that all
marketers of unapproved PEPs must suspend distribution by
April 28, 2010.  Moody's has considered several scenarios related
to length of the delay and market share loss, and the impact on
Axcan's key credit ratios and covenant cushion.

However, the negative outlook reflects the potential for a delay
beyond the next several months and the challenges Axcan may face
in regaining lost market share.  In addition, the downgrade of the
SGL rating to SGL-2 from SGL-1 reflects a tightening liquidity
profile over the next 12 to 18 months due to covenant step-downs.
In most scenarios, Moody's expects that Axcan will be in
compliance with financial covenants, but with shrinking cushion.
The SGL-2 rating still reflects a good liquidity profile based on
cash and short term investments of $160 million as of March 31,
2010 and positive free cash flow expected over the next 12 months.

Axcan's B1 CFR also reflects the company's limited size and scale,
as well as the company's high concentration in products which do
not benefit from any patent protection and are therefore exposed
to potential generic competition.  The ratings also consider
Axcan's maturing revenue base, limited late-stage pharmaceutical
pipeline, and the increasing likelihood that the company will
deploy its rising cash balances toward business development
initiatives.  Axcan's ratings are supported by the company's
leading positions in the gastroenterology market, successful track
record in growing market share for individual branded drugs in
recent years, and improving financial ratios since the acquisition
by TPG Capital in February 2008.

Moody's lowered Axcan's speculative grade liquidity rating to SGL-
2 from SGL-1 and confirmed these ratings/with revised LGD
assessments:

* Corporate Family Rating of B1

* Probability of Default Rating of B1

* $115 million senior secured revolving credit facility due 2014
  to Ba2 (LGD2, 27%) from Ba2 (LGD2, 28%)

* $175 million senior secured term loan A due 2014 to Ba2 (LGD2,
  27%) from Ba2 (LGD2 28%)

* $228 million 9.25% senior secured notes due 2015 to Ba2 (LGD2,
  27%) from Ba2 (LGD2 28%)

* $235 million 12.75% senior unsecured notes due 2016 to B3 (LGD5,
  82%) from B3 (LGD5, 83%)

Moody's last rating action on Axcan took place on April 14, 2010,
when Moody's placed the ratings of Axcan under review for possible
downgrade.

Axcan is a specialty pharmaceutical company concentrating in the
field of gastroenterology with operations in North America and
Europe.  Axcan had revenue of approximately US$397 million for the
twelve months ended March 31, 2010.


AXION INTERNATIONAL: Posts $1.7MM Net Loss in Q2 Ended March 31
---------------------------------------------------------------
Axion International Holdings, Inc., filed its quarterly report on
Form 10-Q, reporting a net loss $1,678,952 on $402,693 of revenue
for the three months ended March 31, 2010, compared with a net
loss of $1,497,421 on $433,362 of revenue for the same period of
2009.

The Company's balance sheet at March 31, 2010, showed $1,421,211
in assets, $1,263,218 of liabilities, and $157,992 of
stockholders' equity.

As reported in the Troubled Company Reporter on January 19, 2010,
Jewett, Schwartz, Wolfe and Associates, in Hollywood, Florida,
expressed substantial doubt about Axion International Holdings,
Inc.'s ability to continue as a going concern after auditing the
Company's consolidated financial statements for the year ended
September 30, 2009.  The independent auditors noted that the
Company has incurred significant losses since inception and needs
to seek new sources or methods of financing or revenue to pursue
its business strategy.

The Company has a working capital deficit of $179,696 at March 31,
2010.

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

               http://researcharchives.com/t/s?665d

                    About Axion International

New Providence, N.J.-based Axion International Holdings, Inc.
(OTC BB: AXIH) - http://wwwaxionintl.com/- is a structural
solution provider of cost-effective alternative infrastructure and
building products.  The Company's "green" proprietary technologies
allow for the development and manufacture of innovative structural
products made from virtually 100% recycled consumer and industrial
plastics.



BARZEL INDUSTRIES: Wants Plan Exclusivity Until Oct. 11
-------------------------------------------------------
Bill Rochelle at Bloomberg News reports that Barzel Industries
Inc. for a third time is seeking an expansion of the exclusive
right to propose a Chapter 11 plan.  Barzel is asking for an
Oct. 11 deadline for filing a plan.  A hearing on the exclusivity
extension is scheduled for August 20.

As it did in the prior motion for longer exclusivity, the Company
said it's evaluating whether "a liquidating plan is feasible."
Barzel sold most of the assets in November to Chriscott USA Inc.
for $75 million.

                      About Barzel Industries

Norwood, Massachusetts-based Barzel Industries, Inc., processes
and distributes steel.  The Company manufactures steel for the
construction and industrial manufacturing industries, and produces
finished commercial racking products.

Barzel recorded assets of $370,145,000 against debts of
$375,412,000 as of May 30, 2009.

Barzel Industries -- aka Novamerican Steel Inc. and Symmetry
Holdings Inc. -- and seven affiliates filed for Chapter 11 on
September 15, 2009 (Bankr. D. Del. Case No. 09-13204). Judge
Christopher S. Sontchi presides over the cases. J. Kate Stickles,
Esq., at Cole, Schotz, Meisel, Forman & Leonard, in Wilmington,
Delaware, and Karen M. McKinley, Esq., and Norman L. Pernick,
Esq., at Cole Scholtz Meisel Forman Leonard, P.A., in Wilmington,
Delaware, serve as legal counsel.

On the same day, the Company filed applications for relief under
the Canadian Companies' Creditors Arrangement Act in the Ontario
Superior Court of Justice -- Commercial List.

Barzel Industries and substantially all of its U.S. and Canadian
subsidiaries have an Asset Purchase Agreement with Chriscott USA
Inc. and 4513614 Canada Inc. pursuant to which the Buyer will
purchase substantially all of the assets of the Sellers for
$65.0 million in cash, subject to certain adjustments, and assume
certain liabilities from the Sellers associated with the purchased
assets.  The deal is subject to approval by both U.S. and Canadian
Courts.


BAYARD WILLIAM SPECTOR: Amends Schedules of Assets and Liabilities
------------------------------------------------------------------
Bayard William Spector filed with the U.S. Bankruptcy Court for
the Southern District of Florida its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $94,661,174
  B. Personal Property               $12,375
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $23,221,515
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $155,315
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                          $633,472
                                 -----------      -----------
        TOTAL                    $94,673,549      $24,010,302

Miami, Florida-based Bayard William Spector -- aka Bayard W.
Spector, Bayard William Bector, Bayard W. Bector, W Bayard
Spector, and Spector Bayard -- filed for Chapter 11 bankruptcy
protection on November 2, 2009 (Bankr. S.D. Fla. Case No. 09-
34183).  The Debtor listed $50,000,001 to $100,000,000 in assets
and $10,000,001 to $50,000,000 in liabilities.


CALUMET SPECIALTY: Moody's Assigns 'B3' Rating on Note Offering
---------------------------------------------------------------
Moody's Investors Service assigned a B3 rating the notes offering
by Calumet Specialty Products Partners, L.P.  Moody's is also
assigning a B2 Corporate Family Rating CFR, B2 Probability of
Default Rating, and a SGL-3 Speculative Grade Liquidity Rating.
The outlook is stable.

The new notes are being issued by Calumet, the publicly traded
Master Limited Partnership.  The new notes will be used to
refinance the existing senior secured credit facilities at Calumet
Lubricants Company, L.P., the operating company for Calumet.  As a
result, the new ratings are being assigned to Calumet and the B2
CFR, B3 PDR, and ratings at Lubricants will be withdrawn at close
of this financing.

Under Moody's Loss Given Default methodology, the new notes are
rated one-notch below the CFR due to the new $375 million senior
secured credit facility (with an expected borrowing base of about
$220 million) that will be in place at close of the notes
offering.  While the new senior secured credit facility will
remain at Lubricants, the new notes being issued by Calumet will
be guaranteed by Lubricants.

The B2 CFR reflects the inherent volatility of the company's
transportation fuels and specialty products businesses juxtaposed
with the distribution needs of the MLP model and the increased
pro-forma debt levels.

Although the specialty products business tends to be more durable
than the fuels business, the demand for specialty products tracks
the overall economy and is therefore, subject to cyclical swings.
The fuels business is particularly volatile and the margins in
that business can fall significantly as it did in 2009, when gross
profit for that business fell by more than 50%.  Given that the
business represents roughly half of the total throughput capacity
for Calumet, it can have a significant impact on consolidated
earnings and cashflows.  This can ultimately affect Calumet's
ability to continue to meet the ongoing distribution requirements
to the MLP common unit holders as it did in 2008, when the company
cut its unit distributions due to cashflow volatility.

After reducing debt from its historically high point after the
Penreco acquisition in 2008, debt is increasing to its near
historical high point with this refinancing.  As a result, pro
forma leverage (adjusted Debt/EBITDA) is increasing from 5.0x at
3/31/10 to about 5.8x.  This leverage trend is up from 2009 due to
weaker fuels margins and rising crude costs which caused specialty
products margins to tighten, highlighting the volatility of its
earnings and cashflows.  Given the long-term nature of this debt,
the company is more exposed to the inherent volatility of the
business and could result in tighter financial flexibility in
periods of weaker margins.

The B2 also considers Calumet's niche position within the
specialty products industry and the degree of cash flow durability
this business provides relative to its transportation fuels
business.  As a leading independent niche producer of specialty
lubricants, solvents, and waxes, Calumet is capable of producing a
wide variety of specialty products that meets varying customer's
needs.

This business also lends itself to more durable margins over time
as the company can push through price increases to keep pace with
rising feedstock costs, though with some time lag.  For FY 2009,
this business generated approximately 80% of the consolidated
gross margin, providing a higher degree of stability to the
consolidated earnings and cashflows.

The stable outlook assumes that the demand for specialty products
will increase as the economy improves, resulting in increased
EBITDA with leverage trending back to under 4.0x by year-end 2010.
The stable outlook also assumes that distributions are kept at
levels that are supportable by internal cashflows, keeping debt
levels near current levels.

The SGL-3 rating reflects the expectation that Calumet will have
sufficient liquidity over the next twelve months to meet its
minimal capital spending requirements, interest expense, working
capital needs, and MLP common unit distributions.

The last rating actions for Calumet was on December 3, 2007, when
Moody's assigned ratings to the company's credit facilities for
Calumet Lubricants Company, L.P.

Calumet Specialty Products Partners, L.P., is headquartered in
Indianapolis, Indiana.


CANYON FALLS: Taps Cole Schotz as Bankruptcy Counsel
----------------------------------------------------
Canyon Falls Land Partners, LP, and McGinnnis Land Partners I, LP,
have asked for authorization from the U.S. Bankruptcy Court for
the Northern District of Texas to employ Cole, Schotz, Meisel,
Forman & Leonard, P.A., as bankruptcy counsel.

Cole Schotz will, among other things:

     a. prepare administrative and procedural applications and
        motion as may be required for the sound conduct of the
        case, including, but not limited to, the Debtors'
        schedules and statements of financial affairs;

     b. review and object to claims;

     c. advise the Debtors concerning and assisting in the
        negotiation and documentation of, debtor-in-possession
        financing, debt restructuring and/or related transactions;
        and

     d. review the nature and validity of agreements relating to
        the Debtors' business and property and advise the Debtors
        in connection therewith.

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

        Members and Special Counsel           $335-$700
        Associates                            $210-$415
        Paralegals                            $140-$220

Michael D. Warner, a member at Cole Schotz, assures the Court that
the firm is "disinterested" as that term is defined in Section
101(14) of the Bankruptcy Code.

Dallas, Texas-based Canyon Falls Land Partners, LP, filed for
Chapter 11 bankruptcy protection on July 2, 2010 (Bankr. N.D. Tex.
Case No. 10-34655).  Michael D. Warner, Esq., at Cole Schotz
Meisel Forman & Leonard PA, assists the Company in its
restructuring effort.  The Company estimated its assets and debts
at $10,000,001 to $50,000,000.

The Company's affiliate, McGinnis Land Partners I, LP, filed for
Chapter 11 bankruptcy protection on July 2, 2010 (Case No. 10-
34654).  The Company estimated its assets and debts at $10,000,001
to $50,000,000.


CANYON FALLS: Section 341(a) Meeting Scheduled for July 29
----------------------------------------------------------
The U.S. Trustee for Region 6 will convene a meeting of Canyon
Falls Land Partners, LP's creditors on July 29, 2010, at 2:00 p.m.
The meeting will be held at the Office of the U.S. Trustee, 1100
Commerce Street, Room 976, Dallas, TX 75242.

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

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

Dallas, Texas-based Canyon Falls Land Partners, LP, filed for
Chapter 11 bankruptcy protection on July 2, 2010 (Bankr. N.D. Tex.
Case No. 10-34655).  Michael D. Warner, Esq., at Cole Schotz
Meisel Forman & Leonard PA, represents the Company in its
restructuring effort.  The Company estimated its assets and debts
at $10,000,001 to $50,000,000.

The Company's affiliate, McGinnis Land Partners I, LP, filed for
Chapter 11 bankruptcy protection on July 2, 2010 (Case No. 10-
34654).  The Company estimated its assets and debts at $10,000,001
to $50,000,000.


CATHOLIC CHURCH: Spokane Trustee Gets Nod to Hire Probate Attorney
------------------------------------------------------------------
The United States Bankruptcy Court for the Eastern District of
Washington authorized the Plan Trustee for The Catholic Bishop of
Spokane, also known as The Catholic Diocese of Spokane,, Gloria Z.
Nagler, to employ Karen Marie Thompson, Esq., as her probate
attorney and special counsel.

Ms. Thompson will advise the Plan Trustee and investigate on the
Plan Trustee's behalf, the procedures that the Plan Trustee must
employ under the law of the state of Washington, the province of
British Columbia, the law of Canadian First Nations, the law of
the United States of America and applicable international law to
determine:

  (a) the persons entitled to notice of Future Tort Claim award;

  (b) potential recipients of the amounts awarded to decedent;
      and

  (c) the procedure to be employed by the Plan Trustee to
      initiate and complete distribution of the sums awarded to
      the decedent's lawful representatives or heirs, as may be
      appropriate.

Judge Williams maintained that the Plan Trustee's authority to
employ special counsel will not extend to employment of the
special counsel to perform any tasks other than the determination
of the Plan Trustee's responsibilities regarding the Future Tort
Claim award distribution, which formed the basis of the employment
application, without further advance notice to the Diocese of
Spokane and the Court.  Expansion of duties will be subject to
further objection by the Diocese.

                   About The Diocese of Spokane

The Roman Catholic Church of the Diocese of Spokane filed for
chapter 11 protection (Bankr. E.D. Wash. Case No. 04-08822) on
Dec. 6, 2004.  Michael J. Paukert, Esq., at Paine, Hamblen,
Coffin, Brooke & Miller, LLP, represents the Spokane Diocese in
its restructuring efforts.  When the Debtor filed for protection
from its creditors, it listed $11,162,938 in total assets and
$81,364,055 in total debts.

The Diocese of Spokane, the Tort Claimants Committee, the Future
Claims Representative, and the Executive Committee of the
Association of Parishes delivered an Amended Plan of
Reorganization, and a Disclosure Statement describing that Plan to
the Court on Feb. 1, 2007.  The Honorable Patricia C. Williams
approved the disclosure statement on March 8, 2007.  On April 24,
2007, the Court confirmed Spokane's second amended joint plan.
That plan is effective May 31, 2007.  (Catholic Church Bankruptcy
News; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


CATHOLIC CHURCH: Wilm. Non-Debtors Seek Access to Tort Claims
-------------------------------------------------------------
The Catholic Diocese of Wilmington, Inc., the Official Committee
of Unsecured Creditors, their counsel, and the Diocese's insurers
are the only parties that have access to the proofs of claim of
the tort claimants in the bankruptcy case as set forth in the bar
date order, James L. Patton, Jr., Esq., at Young Conaway Stargatt
& Taylor, LLP, in Wilmington, Delaware, tells the U.S. Bankruptcy
Court for the District of Delaware.

The Court's Bar Date Order established, among other things,
certain confidentiality procedures with respect to the Tort Proofs
of Claim.  The Court also entered a mediation order, as amended,
appointing Judge Kevin Gross and Thomas Rutter as co-mediators in
the bankruptcy case.

In anticipation of and preparation for the Mediation, certain
participants in the Mediation that do not currently have access to
the Tort Proofs of Claim, including non-debtor and non-committee
members, have requested access to the Tort Proofs of Claim and to
certain questionnaires prepared by Tort Claimants that relate to,
arise from, or were filed on account of, the relevant state court
proceedings in which they or their insureds are defendants.

The Non-Debtor/Non-Committee Mediation Parties have requested
access to the Defendant-Specific Tort Claims and the Defendant-
Specific Questionnaires for purposes of better understanding the
scope of the claims at issue in the case prior to the commencement
of the Mediation, Mr. Patton avers.

Therefore, the Diocese seeks the Court's permission to allow the
Non-Debtor/Non-Committee Mediation Parties to access the
confidential Tort Proofs of Claim.  The Diocese believes that
allowing them, their counsel and insurers access to the Defendant-
Specific Tort Claims and the Defendant-Specific Questionnaires is
warranted and necessary to successfully mediate the key issues in
the case.

                         *     *     *

The Court authorized the Non-Debtor/Non-Committee Mediation
Parties' access to the Defendant-Specific Tort Claims and the
Defendant-Specific Questionnaires, provided that they or their
counsel execute a confidentiality agreement, which will be
delivered to the Diocese's and the Creditors Committee's counsel.

                 About the Diocese of Wilmington

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

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

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


CKE RESTAURANTS: S&P Downgrades Corporate Credit Rating to 'B'
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered the
corporate credit rating on Carpinteria, Calif.-based CKE
Restaurants Inc. to 'B' from 'BB-', and removed the ratings from
CreditWatch with negative implications, where they were placed on
Feb. 26, 2010.  The outlook is stable.

"The outlook reflects S&P's belief that CKE can maintain credit
ratios appropriate for the rating category, despite its
expectation of sales declines and weakening credit metrics," said
Standard & Poor's credit analyst Andy Sookram.  This action comes
as Columbia Lake Acquisition Holdings Inc., an affiliate of Apollo
Management closed on the purchase of CKE on July 12, 2010.
To finance the transaction, the company issued $600 million
second-lien notes due on July 15, 2018.  CKE also obtained a
$100 million senior secured first-lien revolving credit facility.


COLUMBIA LAKE: Moody's Assigns 'Ba2' Rating on $100 Mil. Loan
-------------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to Columbia Lake
Acquisition Corp's $100 million guaranteed 1st lien revolving
credit facility and a B2 to the company's $600 million guaranteed
senior secured 2nd lien notes.  Moody's also assigned Columbia a
B2 Corporate Family Rating and Probability of Default Rating and
affirmed its SGL-2 Speculative Grade Liquidity Rating.  Moody's
will also change the name of Columbia to CKE Restaurants, Inc. to
reflect the closure of the acquisition.

Proceeds from the $600 million secured note offering along with
approximately $460 million in common equity contributed by Apollo
Management was used to fund the acquisition of CKE.  Upon
consummation of the acquisition, Columbia Lake Acquisition, Corp.
will be merged with and into CKE, with CKE being the surviving
entity.

The B2 CFR reflects Columbia's weak debt protection metrics and
Moody's expectation that the company's operating performance will
continue to be negatively impacted by historically high
unemployment and intense competition.  The ratings also reflect
the company's reasonable scale, multiple concepts which add
diversity, diversified day part which boosts returns on invested
capital, and good liquidity.

The stable outlook reflects Moody's view that Columbia's debt
protection metrics should remain near current ranges despite
persistently soft consumer spending trends due in part to the
company's continued focus on cost reductions.  The outlook also
reflects Moody's expectation that the company will maintain good
liquidity.

New ratings assigned:

* Corporate Family Rating at B2

* Probability of Default Rating at B2

* $100 million guaranteed 1st lien senior secured revolving credit
  facility due 2015 at Ba2 (LGD 1, 4%)

* $600 million guaranteed 2nd lien senior secured notes due 2018
  at B2 (LGD 3, 49%)

Rating affirmed;

* SGL-2 Speculative Grade liquidity rating

The ratings outlook is stable

The last rating action occurred on June 18, 2010, when Moody's
assigned initial provisional ratings to Columbia Lake Acquisition
Corp. -- Corporate Family Rating and Probability of Default Rating
of (P)B2 with a stable outlook.

Columbia Lake Acquisition, Corp. (to be renamed CKE Restaurants,
Inc.) is in the process of acquiring CKE Restaurants, Inc., which
owns, operates, and franchises, approximately 3,146 quick-service
restaurants (QSR) under the brand names Carl's Jr. and Hardee's.
Annual revenues are approximately $1.4 billion.


COMPLIANCE SYSTEMS: Issues $750,000 Note to Agile Opportunity
-------------------------------------------------------------
Compliance Systems Corporation sold and issued to Agile
Opportunity Fund LLC a Secured Convertible Debenture in the
original principal amount of $175,000 pursuant to the Omnibus
Amendment and Securities Purchase Agreement, dated as of July 1,
2010, between the Corporation and Agile.

The July 2010 Omnibus Amendment and Agreement further provides
that, upon the exercise of the rights granted to Agile in Section
1 thereof, the Corporation shall sell and issue to Agile a second
Secured Convertible Debenture in the principal amount of $125,000.

The Agile July 2010 Debenture matures on June 30, 2011 and is to
bear interest at the rate of 20% per annum.  The Corporation
further agreed that, in addition to the interest due under the
Agile July 2010 Debenture, Agile shall be entitled to an
additional payment, on the July 2010 Debenture Maturity Date, such
that Agile's annualized rate of return on such principal payment
shall be equal to 30%.  The Corporation was required to pre-pay
all interest on the Agile July 2010 Debenture accruing through
September 30, 2010.  Payments of interest accruing pursuant to the
Agile July 2010 Debenture after September 30, 2010 shall be due
and payable on a monthly basis beginning on October 31, 2010.

The Agile August 2010 Debenture matures on August 30, 2011 and is
to bear interest at the rate of 20% per annum.

In connection with the sale and issuance of the Agile July 2010
Debenture, the Corporation issued to Agile 6,000,000 shares of the
common stock, par value $0.001 per share of the Corporation.

The principal and all accrued and unpaid interest under the Agile
2010 Debentures is, at the option of Agile, convertible into
shares of Common Stock at a per-share conversion price equal to
the closing trading price of the Common Stock on the conversion
date but in no event less than $0.001 per share.

The Corporation's obligations under the Agile 2010 Debentures are
secured by all of the assets of the Corporation.

                     About Compliance Systems

Headquartered in Glen Cove, New York, Compliance Systems
Corporation operates its principal businesses through two of its
subsidiaries, Call Compliance, Inc. and Execuserve Corp.

Call Compliance helps telemarketing operators ensure compliance in
the highly regulated, strictly enforced Do-Not-Call and other
telemarketing guidelines environment.  Execuserve provides
organizations, who are hiring employees, with tests and other
evaluation tools and services to assess and compare job
candidates.

The Company has suffered continued losses from operations since
its inception and incurred a net loss of $653,045 for the three
months ended March 31, 2010.  The Company had stockholders'
deficiencies of $2,491,746 and $2,297,933 and working capital
deficiencies of $3,615,564 and $2,147,255 at March 31, 2010, and
December 31, 2009, respectively.  "The prolonged trend of net
losses incurred over the last six fiscal years raises substantial
doubt about the Company's ability to continue as a going concern,"
Compliance Systems said in its Form 10-Q for the first quarter
ended March 31, 2010.


COTT CORPORATION: Moody's Affirms 'B2' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service has affirmed the B2 corporate family
rating of Cott Corporation and the B3 rating on the $215 million
senior unsecured notes due 2017 issued by Cott Beverages, Inc.
following the announcement of an agreement to acquire Cliffstar
Corporation for up to $569 million plus transaction costs.
Concurrently, Moody's changed Cott's rating outlook to stable from
positive.  The speculative grade liquidity rating, which is SGL-2,
will be revisited upon completion of the proposed acquisition of
Cliffstar.

The stabilization of the rating contemplates both the large size
of the Cliffstar acquisition ($650 million in sales) relative to
Cott's existing operations and the incremental debt required to
effect the transaction.  The addition of up to $450 million of
debt at close is viewed as a meaningful expansion of Cott's
capital structure and a shift from management's recent focus on
improving its operational performance and restoring credit
metrics, particularly leverage metrics.  Moody's anticipates that
debt reduction will be limited over the next twelve months given
the likelihood that Cott will be required to pay close to
$60 million in earnouts and deferred consideration related to the
Cliffstar acquisition from internally generated cash flows.
Positive ratings momentum could resurface over the next twelve
months if Cott's debt reduction activities were to exceed Moody's
expectations as a result of the successful integration of
Cliffstar and the base business continuing to demonstrate
stability in a challenging operating environment.

Moody's views Cott's acquisition of Cliffstar, a leading private
label manufacturer of shelf stable juices, as a good strategic fit
which should enable Cott to diversify away from the declining CSD
category while remaining focused on its core competencies within
the private label beverage space.  In addition, the acquisition
should expand Cott's relationship with key customers, such as Wal-
Mart, help diversify its customer base and create cross-selling
opportunities for both businesses.

The transaction is expected to be comprised of $500 million of
upfront cash consideration, $14 million of deferred compensation
and $55 million of earnout provisions, if Cliffstar meets certain
earnings and capital spending targets.  Cott plans to finance the
initial cash component of the acquisition with a combination of
equity (up to $95 million), the issuance of senior unsecured notes
(up to $375 million) and borrowings under its ABL facility (up to
$75 million).  As part of the capital market transactions being
contemplated, Moody's anticipates that Cott will seek an amendment
to its ABL facility to increase its size.  The transaction is
subject to the satisfaction of customary conditions and is
expected to close in the third quarter of 2010.

These ratings were affirmed:

Cott Corporation

* Corporate family rating at B2; and
* Probability of default rating at B2.

Cott Beverages, Inc.

* $215 million senior unsecured notes due 2017 at B3 (LGD5, 77%
  (from 71%)).

The last rating action on Cott was the upgrade of the corporate
family rating to B2 on April 14, 2010.

Cott Corporation, headquartered in Toronto, Ontario and Tampa,
Florida, is one of the world's largest non-alcoholic beverage
companies and the world's largest retailer brand soft drink
company.  Revenues for the twelve months ended April 3, 2010, were
$1.6 billion.


CRUCIBLE MATERIALS: Reduces NYSDEC Claim by 94%, to $1.2MM
----------------------------------------------------------
Bill Rochelle at Bloomberg News reports that Crucible Materials
Corp. reached a settlement that will reduce the claims of the New
York State Department of Environmental Conservation by 94%.  The
New York environmental regulators filed claims for $21 million.
Crucible negotiated a settlement where the state will have
approved unsecured claims for $1.18 million.  A hearing on the
settlement is scheduled for July 26.

The confirmation hearing for approval of the Chapter 11 plan is
currently scheduled for Aug. 9.  The disclosure statement
explaining the plan was approved in April.

                      About Crucible Materials

Based in Syracuse, New York, Crucible Materials Corporation -- aka
Crucible Specialty Metals, Crucible Service Centers, Crucible
Compaction Metals, Crucible Research and Trent Tube --
http://www.crucible.com/-- makes stainless and alloy steel for
use in the aircraft, automotive, petrochemical, and other
industries.  The Company was employee-owned prior to its
bankruptcy filing.

The Company and its affiliate, Crucible Development Corporation,
filed for Chapter 11 protection on May 6, 2009 (Bankr. D. Del.
Lead Case No. 09-11582).  Mark Minuti, Esq., at Saul Ewing LLP
represents the Debtors in their restructuring efforts.  The
Debtors engaged Duff & Phelps Securities LLP as investment banker;
RAS Management Advisors LLC as business advisor; and Epiq
Bankruptcy Solutions LLC as claims agent.  Roberta A. DeAngelis,
United States Trustee for Region 3, appointed five creditors to
serve on the Official Committee of Unsecured Creditors.  The
Debtors listed assets and debts both ranging from $100 million to
$500 million.

From four asset sales under 11 U.S.C. Sec. 363, Crucible
generated $14.4 million after secured lenders were fully paid on
$64.5 million in claims outstanding at the outset of the Chapter
case.


DELPHI CORP: H.J. Sciffgens Named Delphi Diesel Director
--------------------------------------------------------
Hans-Josef Schiffgens joins Delphi Corp. July 1, 2010, as
engineering director of Delphi Diesel Systems.  He assumes global
responsibility for all diesel research and development activities.
Mr Schiffgens comes to Delphi from Deutz AG, where he was senior
vice president of research and development.

"Delphi is one of the largest suppliers of fuel injection systems
for diesel engines.  Mr. Schiffgens' broad experience will further
strengthen our efforts to offer leading and innovative solutions
to diesel customers around the world," said John Fuerst, general
manager, Delphi Diesel Systems.

Mr. Schiffgens has more than 24 years of experience in research
and development at various automotive companies including senior
management positions at Deutz, Audi AG, MAN and FEV
Motorentechnik.

Mr. Schiffgens, a German native, studied at the Rheinisch-
Westfaelische Technische Hochschule (RWTH) Aachen, Germany, where
he earned a Dr.-Ing. in mechanical engineering.

                        About Delphi Corp.

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

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

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

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

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

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


DELPHI CORP: Indiana Metals Buys Brake Plant in Dayton, Ohio
------------------------------------------------------------
Indiana Metals LLC purchased Delphi Corp.'s brake plant located
at 3100 Needmore Road, in Dayton, Ohio, for an undisclosed
amount, Dayton Daily News reports.

Indiana Metals and DPH Holdings Corp. closed the sale on the
1.2-million square foot factory and adjoining property on
June 28, 2010, Mukesh Upadhyaya, co-director of Indiana Metals,
related, according to Dayton Daily News.

Delphi closed the Needmore Road factory in 2008, where the
property was listed at $6.5 million, the report notes.

                        About Delphi Corp.

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

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

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

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

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

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


DELPHI CORP: IRG Intends to Buy 145-Acre Dayton Property
--------------------------------------------------------
Industrial Realty Group is pursuing a 145-acre property of Delphi
Corp. in Dayton, Ohio, according to Jeremy P. Kelley of Dayton
Daily News.

Mr. Kelley relates that Kettering, Dayton, Ohio's city officials
said they intend to ask the state for about $3 million in Clean
Ohio funds on behalf of IRG to help with the acquisition and
cleanup of the site at Woodman Drive and Forrer Boulevard.  The
application requires a City Council approval by July 13, 2010,
the report notes.

City Economic Development Director Gregg Gorsuch disclosed that
IRG hopes to complete a purchase agreement with Delphi, with a
stipulation that the sale is dependent on Clean Ohio funds being
approved, the report adds.

Delphi made shocks, struts and exhaust systems at the plant until
late 2007, according to Dayton Daily News.  Delphi demolished
roughly half of the building space, and the auto parts producer
Tenneco moved into most of the remaining space after Delphi
closed, the report 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: S&P Gives Negative Outlook as Sale Scrapped
------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Delta
Petroleum Corp. to negative from developing.  At the same time,
S&P affirmed its ratings on the company, including the 'CCC'
corporate credit rating.

The outlook revision follows the announcement on July 7 that
Delta had terminated its nonbinding agreement to sell a 37.5%
interest in Vega area assets to Opon International LLC for up
to $400 million.  "With the termination of the transaction, S&P
considers the company's liquidity position to be inadequate to
satisfy operational and financial requirements over the next 12
months," said Standard & Poor's credit analyst Marc Bromberg.

The negative outlook on Delta is based on S&P's uncertainty about
the company's ability to monetize assets or generate sufficient
capital to meet its Jan. 15, 2011, maturities that included, as of
March 31, 2010, $93 million due on its $145 million credit
facility and $83 million on the DHS Drilling Co. credit facility
(which is nonrecourse to Delta).  More than 82% of Delta's proved
reserves are natural gas, and despite some improvement in prices
over the last several months, S&P believes that the proceeds Delta
could obtain from a sale will be insufficient to meet both fixed
spending requirements and near-term maturities.  Furthermore,
given Delta's relatively high cost structure, a meaningful capital
infusion would only postpone an eventual default, in S&P's view.

The negative outlook reflects S&P's concerns that Delta may be
unable to meet upcoming maturities.  It also incorporates S&P's
belief that liquidity could decline to below $20 million over the
next several quarters, given S&P's expectation that fixed spending
requirements will outstrip liquidity.  Although material asset
sales or a substantial capital infusion could aid liquidity, there
is some uncertainty about the company's ability to achieve this
goal.

S&P would consider a rating upgrade or outlook revision if Delta
reaches a definitive agreement to sell assets or if Delta appears
likely to receive capital that significantly addresses its
liquidity needs over the next year.  An upgrade would also depend
on S&P's expectation that Delta can reach a cost structure below
its current expectation for Henry Hub natural gas, which is $4 per
mcf in 2010, $5 in 2011, and $5.50 thereafter.


DONG CHANG: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Joint Debtors: Dong Hyun Chang
                 pdba Santa Fe Lavanderia
               Bu Weol Chang
               315 Regal Oak Court
               Thousand Oaks, CA 91320

Bankruptcy Case No.: 10-18411

Chapter 11 Petition Date: July 12, 2010

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

Judge: Geraldine Mund

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

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

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

According to the schedules, the Debtors say that assets total
$1,579,125 while debts total $1,942,391.

A copy of the Joint Debtor's list of 20 largest unsecured
creditors filed together with the petition is available for
free at http://bankrupt.com/misc/cacb10-18411.pdf

The petition was signed by the Joint Debtors.


DUNE ENERGY: Board Approves Amendment & Restatement of By-Laws
--------------------------------------------------------------
In recognition of the duties and responsibilities assigned to the
Chief Executive Officer of Dune Energy, Inc. and the Chairman of
the Board of the Company pursuant to their respective employment
agreements with the Company, each dated April 17, 2007, on October
17, 2007, the Board of Directors of the Company approved and
adopted an amendment and restatement of the Company's by-laws to,
among other things, better conform the descriptions of the duties
and responsibilities of the Chairman of the Board and the Chief
Executive Officer of the Company to the Employment Agreements.

The Amended and Restated By-laws clarify that each of the Chairman
of the Board and the Chief Executive Officer of the Company report
to the Board.  Additionally, the Amended and Restated By-laws
clarify that the President, any Vice Presidents and the Chief
Financial Officer of the Company serve under the direction of the
Board and the Chief Executive Officer, while the Secretary of the
Company serves under the direction of the Board, the Chairman of
the Board and the Chief Executive Officer of the Company.

A full-text copy of the company's amendment by-laws is available
for free at http://ResearchArchives.com/t/s?6667

                        About Dune Energy

Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/
-- is an independent energy company based in Houston, Texas.
Since May 2004, the Company has been engaged in the exploration,
development, acquisition and exploitation of natural gas and crude
oil properties, with interests along the Louisiana/Texas Gulf
Coast.  The Company's properties cover over 90,000 gross acres
across 27 producing oil and natural gas fields.

The Company's balance sheet at March 31, 2010, showed
$369.1 million in total assets, $188.6 million redeemable
convertible preferred stock, and $376.5 million in total
liabilities, for a $196.1 million stockholders' deficit.

Standard & Poor's Ratings Services revised its recovery rating on
Dune Energy Inc.'s $300 million second-lien notes upon updated
reserve information.  S&P has revised the rating to '4',
indicating its expectation for average (30%-50%) recovery in the
event of a payment default, from '3'.  The issue-level rating of
'CCC-' on these notes remains unchanged.


EAST WEST RESORT: Court Dismisses Gray's Station Chapter 11 Case
----------------------------------------------------------------
The Hon. Brendan Linehan Shannon of the U.S. Bankruptcy Court for
the District of Delaware dismissed the Chapter 11 case of Gray's
Station, LLC, a debtor-affiliate of East West Resort Development
V, L.P., L.L.L.P., et al.

As reported in the Troubled Company Reporter on June 23, 2010, the
town of Truckee, California and Truckee Donner Public Utility
District Community Facilities District No. 04-1 (Gray's Crossing)
jointly filed a motion asking the bankruptcy court to dismiss the
chapter 11 case of Gray's Station, LLC, which is an affiliate of
East West Resort Development V, L.P., L.L.L.P. and is having its
chapter 11 case jointly administered with the chapter 11 cases of
East West Resort Development and its other affiliates, netDockets
Blog reported.

According to the report, the motion asserted that "the Debtors and
other key creditors of Gray's - Societe Generale and International
Fidelity Insurance Company - do not object to the dismissal of
Gray's' Chapter 11 case."  The report related that the debtor owns
real property known as Gray's Crossing, a development consisting
of four residential neighborhoods and a golf course (although the
golf course property is not owned by Gray's Station) in the Lake
Tahoe area.

                     About East West Resort

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

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

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


EXTENDED STAY: Texas Taxing Authorities Objects to Plan
-------------------------------------------------------
BankruptcyData.com reports that Local Texas Taxing Authorities is
objecting the reorganization plan of Extended Stay Inc., citing
that the provisions which deal with its secured claims -- on
account of property taxes for 2010 -- fail to provide fair and
equitable treatment as required by 11 U.S.C. Sec. 1129(b)(1) and
(2)(A).  It asserts that its secured claims are impaired under the
Plan.

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 COMM: Fights for Ch. 11 Plan's Verizon Injunction
-----------------------------------------------------------
Bankruptcy Law360 reports that FairPoint Communications Inc. is
fighting to preserve an injunction in its plan barring Verizon
Communications Inc. from reasserting litigation trust claims
relating to the $2.3 billion landline deal that put FairPoint on
the path to bankruptcy, arguing that the provision is narrowly
tailored and reasonable.

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.


FANNIE MAE: FHA Subpoenas Mortgage Firms to Regain Losses
---------------------------------------------------------
American Bankruptcy Institute reports that the Federal Housing
Finance Agency subpoenaed mortgage lenders and other companies for
loan documents in an effort to reclaim funds they may owe
government-backed firms Fannie Mae and Freddie Mac.

                          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.


FANNIE MAE: Calif. AG Sues Over Clean Energy Program
----------------------------------------------------
Attorney General Edmund G. Brown Jr. on Wednesday filed a lawsuit
against mortgage giants Fannie Mae and Freddie Mac for blocking an
innovative California clean energy program that was designed to
create tens of thousands of jobs, promote energy independence and
lower utility bills.

"As the nation struggles through the worst recession in modern
times, California is taking action in federal court to stop the
regulatory strangulation of the state's grass-roots program that
is spreading across the country," said Mr. Brown.

The Property Assessed Clean Energy program stimulates the economy
and promotes energy independence by assisting homeowners and small
businesses in securing funding to make their properties more
energy efficient.  Property owners repay the costs of energy
improvements through assessments spread out over a decade or more.
Under California law, these costs are classified as tax
assessments.

Ignoring California law, Fannie Mae and Freddie Mac have
effectively shut down the program by wrongly characterizing PACE
assessments as loans that must be subordinate to their own
mortgages.  The Federal Housing Finance Agency affirmed Fannie and
Freddie's decision on July 6 over the objections of Attorney
General Brown and congressional leaders.

For California, the stakes are high. Almost half the counties in
California have developed PACE programs or plan to start one. The
mortgage giants' actions have stopped these programs dead in their
tracks, destroying job creation, stifling energy independence and
hampering California's economic recovery. Clean energy companies
have had to lay off workers, and California risks losing more than
$100 million in federal stimulus money.

"Fannie Mae and Freddie Mac received enormous federal bailouts,"
Mr. Brown said, "but now they're throwing up impermeable barriers
to bank lending that creates jobs, stimulates the economy and
boosts clean energy."

One example of the effects of this: San Diego planned to launch a
PACE program this summer but it has now been suspended
indefinitely, leaving more than 100 people trained in energy
retrofits without jobs.

"I believe that the PACE program is critical to stimulating our
local and statewide economy," said San Diego Mayor Jerry Sanders.
"I'm glad to see this lawsuit filed so that this novel program can
continue."

In his lawsuit, Mr. Brown asks the court to apply California law,
require Fannie Mae and Freddie Mac to recognize PACE assessments
for what they are, and allow PACE to move California's economy
forward.

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

     http://ResearchArchives.com/t/s?6670

A full-text copy of the letter from Attorney General Brown to
President Obama is available at no charge at:

     http://ResearchArchives.com/t/s?6671

A full-text copy of the Attorney General's letter sent to federal
housing regulators in May is available at no charge at:

     http://ResearchArchives.com/t/s?6672

                         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.


FORUM HEALTH: Community Health Surfaces as Bidder for Assets
------------------------------------------------------------
George Nelson at Business Journal Daily reports that Community
Health Systems Inc. is considering to bid for the assets of Forum
Health.  Community Health signed a letter of intent with Forum to
purchase its assets, then terminated the non-binding letter
without explanation in 2006.

As reported in the Troubled Company Reporter on June 25, a federal
court approved a sale process for Forum Health's assets.  Under
the Court-approved rules (i) Ardent Health Services Inc., as
stalking horse bidder, would start the auction, (ii) initial
competing bids would be due August 5, and (iii) Ardent would be
entitled to a break-up fee lower than the $3 million the Company
had proposed.

Ardent Health is under contract to buy the assets for
$69.8 million, absent higher and better offers.  According to The
Vindicator, in Ohio, in addition to the purchase offer, Ardent,
based in Nashville, Tennessee, pledged to hire Forum's employees,
keep its three major hospitals open, and invest $50 million to
$70 million over five years on renovations, new equipment and
other upgrades.

                        About Forum Health

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


FRANK JODZIO: Request to Use Cash Collateral Denied
---------------------------------------------------
The Hon. Louise DeCarl Adler of the U.S. Bankruptcy Court for the
Southern District of California denied Frank M. Jodzio's request
to use cash collateral.

The Debtor sought authority from the Court to use the cash
collateral rents securing its obligation to its pre-petition
creditors.

Philip J. Giacinti, Jr., Esq., at Procopio, Cory, Hargreaves &
Savitch LLP, the attorney for the Debtor, explained that the
Debtor needs the money to fund its Chapter 11 case, pay suppliers
and other parties.

According to the Court, the Debtor lists many mortgage holders not
listed on service list and no explanation was provided on why the
list wasn't served or if served, as successor to which mortgagor.
The Debtor's motion to use cash collateral fails to disclose that
most of the properties are cash flow negative.  The Debtor doesn't
appear to be setting up separated DIP accounts for each property's
cash collateral.  The Debtor hasn't discussed whether any of the
money proposed to be used for maintenance is paid to him for
services.  The Debtor hasn't discussed adequate protection for the
lenders.

The Court has set a hearing for July 29, 2010, at 2:30 p.m. on the
Debtor's request to use cash collateral.  The Court gave the
Debtor until July 15, 2010, at 12:00 p.m. to file its notice of
motion and motion to use cash collateral.

San Diego, California-based Frank M. Jodzio is an attorney
licensed to practice law in the State of California and owns and
manages 13 investment properties.  He filed for Chapter 11
bankruptcy protection on July 2, 2010 (Bankr. S.D. Calif. Case No.
10-11788).  Philip J. Giacinti, Jr., Esq., at Procopio Cory
Hargreaves & Savitch, assists the Debtor in his restructuring
effort.  The Debtor listed $10,000,001 to $50,000,000 in assets
and $1,000,001 to $10,000,000 in liabilities.


FREDDIE MAC: Calif. AG Sues Over Clean Energy Program
-----------------------------------------------------
Attorney General Edmund G. Brown Jr. on Wednesday filed a lawsuit
against mortgage giants Fannie Mae and Freddie Mac for blocking an
innovative California clean energy program that was designed to
create tens of thousands of jobs, promote energy independence and
lower utility bills.

"As the nation struggles through the worst recession in modern
times, California is taking action in federal court to stop the
regulatory strangulation of the state's grass-roots program that
is spreading across the country," said Mr. Brown.

The Property Assessed Clean Energy program stimulates the economy
and promotes energy independence by assisting homeowners and small
businesses in securing funding to make their properties more
energy efficient.  Property owners repay the costs of energy
improvements through assessments spread out over a decade or more.
Under California law, these costs are classified as tax
assessments.

Ignoring California law, Fannie Mae and Freddie Mac have
effectively shut down the program by wrongly characterizing PACE
assessments as loans that must be subordinate to their own
mortgages.  The Federal Housing Finance Agency affirmed Fannie and
Freddie's decision on July 6 over the objections of Attorney
General Brown and congressional leaders.

For California, the stakes are high. Almost half the counties in
California have developed PACE programs or plan to start one. The
mortgage giants' actions have stopped these programs dead in their
tracks, destroying job creation, stifling energy independence and
hampering California's economic recovery. Clean energy companies
have had to lay off workers, and California risks losing more than
$100 million in federal stimulus money.

"Fannie Mae and Freddie Mac received enormous federal bailouts,"
Mr. Brown said, "but now they're throwing up impermeable barriers
to bank lending that creates jobs, stimulates the economy and
boosts clean energy."

One example of the effects of this: San Diego planned to launch a
PACE program this summer but it has now been suspended
indefinitely, leaving more than 100 people trained in energy
retrofits without jobs.

"I believe that the PACE program is critical to stimulating our
local and statewide economy," said San Diego Mayor Jerry Sanders.
"I'm glad to see this lawsuit filed so that this novel program can
continue."

In his lawsuit, Mr. Brown asks the court to apply California law,
require Fannie Mae and Freddie Mac to recognize PACE assessments
for what they are, and allow PACE to move California's economy
forward.

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

     http://ResearchArchives.com/t/s?6670

A full-text copy of the letter from Attorney General Brown to
President Obama is available at no charge at:

     http://ResearchArchives.com/t/s?6671

A full-text copy of the Attorney General's letter sent to federal
housing regulators in May is available at no charge at:

     http://ResearchArchives.com/t/s?6672

                        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.


GEMS TV: Authorized to Sell Non-Inventory Assets
------------------------------------------------
Bill Rochelle at Bloomberg News reports that Gems TV (USA) Ltd.
received permission to sell most of its other than inventory for
$2.96 million to Zalemark Holding Co.  The assets excluded
inventory and the Gems TV trademark.  Other trademarks and
customer lists were among the assets sold.

Reno, Nevada-based Gems TV (USA) Limited, aka Gems TV, is a
television retailer of gemstone jewelry products.  Its parent is
Gems TV Holdings Ltd., which owns and operates jewelry home
shopping TV channels in the U.S., U.K. and Japan.

Gems TV shut down its the business before filing under Chapter 11.

The Company filed for Chapter 11 bankruptcy protection on April 5,
2010 (Bankr. D. Del. Case No. 10-11158).  Robert S. Brady, Esq.,
and Robert F. Poppiti, Jr., Esq., at Young, Conaway, Stargatt &
Taylor, assist the Company in its restructuring effort.  Focus
Management Group is the Company's financial advisor.  Epiq
Bankruptcy Solutions serves as claims and notice agent.  The
Company listed $10,000,000 to $50,000,000 in assets and
$100,000,000 to $500,000,000 in liabilities.


GENERAL GROWTH: Asks for Approval of $500MM TRS Investment Pact
---------------------------------------------------------------
General Growth Properties, Inc., and its debtor affiliates seek
the Court's permission to enter into an agreement with Teacher
Retirement System of Texas to invest $500,000,000 for shares in
reorganized GGP at $10.25 per share.

Under the Supplemental Equity Investment Agreement, Texas
Teachers is committed to make the investment until December 31,
2010, provided that this date may be extended to January 31,
2011.  Texas Teachers' investment is subject to the satisfaction
of closing conditions and Texas Teachers will receive customary
piggyback registration rights pursuant to a registration rights
agreement.  Should more favorable financing become available, GGP
may reduce the number of shares purchased by Texas Teachers by up
to 50%, prior to closing or up to 45 days thereafter, at no
additional cost.

If the Supplemental Equity Investment Agreement is terminated in
connection with the termination of REP Investments LLC's
Cornerstone Investment Agreement by GGP in connection with a
permitted sale of New GGP Common Stock, GGP will pay to Texas
Teachers a breakup fee of $15 million and reimburse Texas
Teachers' reasonable and documented out-of-pocket expenses up
to $1 million.

"The equity investment by Texas Teachers is yet another vote of
confidence in the future of GGP," said Adam Metz, chief executive
officer of GGP in a public statement dated July 12, 2010.  "We are
excited to partner with such an experienced and highly regarded
real estate investor that has a proven track record of long-term
investments.  Although we previously obtained sufficient capital
commitments to enable us to emerge from Chapter 11, this
transaction expands and diversifies our ownership base on
attractive terms and preserves our ability to continue to seek
more favorable equity investments.  We continue to make excellent
progress with our restructuring plan and are well on our way to
exiting Chapter 11 by October of this year."

The Supplemental Equity Investment Agreement facilitates the
successful reorganization of those Debtors remaining in Chapter
11, Stephen A. Youngman, Esq., Weil, Gotshal & Manges LLP, in New
York, tells the Court.  He further notes that the Supplemental
Equity Investment Agreement will allow GGP to reap the benefit of
its ongoing capital raise as it continues to capture the value of
its estates for the benefit of all its stakeholders.  He also
stresses that the Breakup Fee and the expense reimbursement are
reasonable and are necessary to induce the investment of the
Supplemental Equity Investor.

A full-text copy of the Supplemental Equity Investment Agreement
is available for free at:

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

The Debtors further ask the Court to waive a 14-day stay period
required by Rule 6004(h) of the Federal Rules of Bankruptcy
Procedure.  GGP would like to ensure that Texas Teachers is fully
and immediately committed to the proposed transaction, Mr.
Youngman reasons.

The Court will consider the Debtors' request on August 4, 2010.
Objections are due July 30.

                     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: Files Plan That Splits Company Into Two Firms
-------------------------------------------------------------
General Growth Properties, Inc., and about 126 debtor affiliates
delivered to Judge Allan L. Gropper of the U.S. Bankruptcy Court
for the Southern District of New York their Joint Plan of
Reorganization and accompanying Disclosure Statement on July 12,
2010.  A list of the debtor proponents of the Plan is available
for free at http://bankrupt.com/misc/ggp_Jul12PlanDebtors.pdf

The Plan Debtors tell the Court that the Plan provides for their
emergence from bankruptcy, which they expect to occur in October
2010.  "Under the Plan, GGP will satisfy its debt and other
Claims in full, provide a substantial recovery for equity
holders, and implement a recapitalization with $7 to $8.5 billion
of new capital," counsel to the Plan Debtors, Marcia L.
Goldstein, Esq., at Weil, Gotshal & Manges LLP, in New York,
relates.

"The filing of our Plan of Reorganization and Disclosure
Statement is an important milestone in our restructuring
process," said Adam Metz, chief executive officer of GGP.  "We
are extremely pleased with our success in the restructuring to
date, and we look forward to continuing to work productively with
all of our stakeholders to finish building the strong capital
structure that will sustain GGP in the future.  We appreciate the
support of our employees, customers, suppliers, lenders and
partners throughout this process, which has been instrumental in
our ability to reach this important milestone."

Mr. Metz continued, "With our restructured balance sheet and
clear strategic focus, GGP will emerge from Chapter 11 well-
positioned to build on our leadership position in the industry.
The New GGP will remain the second-largest shopping mall owner
and operator in the country, with more than 180 properties in 43
states, and will focus on largely stable, income-producing
shopping malls and other real estate assets.  Our management team
is committed to creating compelling experiences for shoppers and
strong partnerships with tenants, which we expect in turn to
drive long-term value for our shareholders.  At the same time,
Spinco will hold a diversified portfolio of properties with
little debt and with near-, medium- and long-term development
opportunities, including GGP's master planned communities segment
and a series of mixed-use and mall development projects in
premier locations.  Spinco will be run by its own separate Board
and management team equally committed to its long-term success. I
am confident that both companies will be extremely well
positioned to succeed."

               GGP to Split Into Two Companies

At emergence, GGP will split itself into two publicly-traded
companies namely "New GGP" and "Spinco" and current shareholders
will receive common stock in both companies.

A diagram illustrating the equity holdings the consummation of the
Plan and the Investment Agreements is available for free at:

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

The Plan is based on the Investment Agreements with REP
Investments LLC, an affiliate of Brookfield Asset Management,
Inc.; The Fairholme Fund and Fairholme Focused Income Fund, each
a series of Fairholme Funds, Inc., and Pershing Square II, L.P.,
which include commitments to fund $8.55 billion of capital:

  * $6.3 billion of new equity capital at $10.00 per share of
    New GGP;

  * $250 million backstop equity commitment for a rights
    offering by Spinco at $5.00 per share;

  * $1.5 billion backstop debt commitment for a New GGP credit
    facility; and

  * $500 million backstop equity commitment by REP and Pershing
    Square for a rights offering by New GGP.

GGP has also executed an agreement with Teacher Retirement System
of Texas for Texas Teachers' investment of $500 million for
shares of New GGP Common Stock at $10.25 per share.  The Texas
Teachers Investment is subject to a separate motion for approval
by the Bankruptcy Court.

                        New GGP's Structure

New GGP will operate as a self-administered and self-managed REIT
and will function as the parent company for Reorganized General
Growth.  Reorganized General Growth expects to have ownership
interests in 183 regional malls in 43 states and other ownership
interests in other rental properties.  The portfolio will include
more than 68.9 million-square feet of regional mall retail space
and about 21,000 leases nationwide.

Subject to the consummation of alternative transactions, New GGP
will issue about 1,004,000,000 shares of New GGP Common Stock to
the Investors, Texas Teachers, and holders of GGP Common Stock.
On the Effective Date, all of the designated but unissued
preferred stock of GGP will be cancelled.  New GGP will issue
shares of New GGP Preferred Stock, which will be "blank-check"
preferred stock.

On the Effective Date, each Warrant will be cancelled and,
instead, the Investors will receive (i) one New GGP Warrant with
an initial exercise price of $10.75 per share for REP Investments
holders and $10.50 per share for the Fairholme and Pershing
Square holders, subject to certain adjustments; and (ii) one
Spinco Warrant, which will entitle the holder to purchase one
share of Spinco Common Stock at an initial exercise price of
$5.00 per share, subject to adjustments.

On the Effective Date, holders of GGP LP Common Units will
receive a distribution of cash equal to $.019 per unit and may
elect between (i) (y) reinstatement of their common units in GGP
LP, plus (z) a pro rata amount of Spinco Common Stock on account
of that holder's GGP LP Common Units; or (ii) being deemed to
have converted or redeemed their GGP LP Common Units.  Holders of
GGP LP Preferred Equity Units and GGPLP LLC Preferred Equity
Units will receive (i) a distribution of cash based on their pro
rata share of dividends accrued and unpaid before the Effective
Date, and (ii) reinstatement of their preferred units in
Reorganized GGP LP.

New GGP may also adopt a long-term equity incentive compensation
plan or plans providing for awards to highly competent persons as
officers of New GGP and other key employees.

Pursuant to the Investment Agreements, New GGP's initial board
will have nine directors, three directors of which will be
designated by REP Investments and one director will be designated
by Pershing Square.  REP Investments' designees to the New GGP
Board are:

  * Chairman of the Board: Bruce Flatt
  * Director: Cyrus Madon
  * Director: Ric Clark

The Debtors are to file unaudited pro forma condensed
consolidated financial statements and financial projections for
Reorganized General Growth.

                        Spinco's Structure

Spinco will be a real estate company created to specialize in the
development of master planned communities and other strategic
real estate development opportunities across the United States.
Spinco will operate its business in two segments: "Master Planned
Communities" and "Strategic Development."

Pursuant to the Cornerstone Investment Agreement, General Growth
will contribute to Spinco certain assets, a list of which is
available for free at:

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

The Debtors also prepared financial projections for Spinco within
a five-year period.  Under those projections, Spinco will have
net cash flow:

                      Spinco's Cash Flow
                        (in millions)

                                 Q4
                               2010  2011  2012 2013 2014 2015
                               ----  ----  ---- ---- ---- ----
Net Cash Flow After Dividend   $245   $29   $55  $96 $167 $226
                               ====  ====  ==== ==== ==== ====

A full-text copy of the Spinco Financial Projections is available
for free at:

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

The Debtors will file Spinco's historical financial statements in
the coming days.

On the Effective Date, Spinco's board will comprise nine members,
two of whom will be designated by REP Investments and two of whom
will be designated by Pershing Square.

On the Effective Date, Spinco will also issue about 460 million
shares of Spinco Common Stock.  On the Effective Date, Spinco
will issue about 325 million shares of Spinco common stock.  In
addition, Spinco expects to conduct the Spinco Rights Offering
and generate proceeds of $250 million.  Under the Investment
Agreements and the Plan, the Investors will also receive Warrants
to purchase 80 million shares of Spinco Common Stock at an
exercise price of $5.00, subject to certain adjustments. Spinco
will also issue a Preferred Stock, which will be "blank-check"
preferred stock.

As an integral part of the transaction under the Cornerstone
Investment Agreement, Spinco will issue a note in favor of GGP
and GGP will indemnify Spinco with respect to certain tax
liabilities.  A calculation under the Spinco Note is available
for free at: http://bankrupt.com/misc/ggp_SpincoNoteCalc.pdf

                     Funding of the Plan

The Plan Debtors will fund, among other things, the costs
associated with emergence from bankruptcy, through these sources:

(A) The $6.3 billion Investor Stock Purchase Commitment from
     the Investors;

(B) The $500 million investment from Texas Teachers;

(C) A $2.15 billion from an offering of New GGP Mandatorily
     Exchangeable Pre-Emergence Notes.

(D) The $250 million Spinco Rights Offering; or

(E) An Exit Financing.

Under the Exit Financing, the Plan Debtors may enter into any
exit financing agreements evidencing any financing arrangements
with outside financing sources, including implementation of
backstop commitments from the Investors totaling $2 billion in
additional financing.

New GGP intends to file a Form S-11 with the Securities and
Exchange Commission in connection with the New GGP Mandatorily
Exchangeable Pre-Emergence Notes offering.  The proceeds of that
offering will replace $2.15 billion of the financing commitments
for New GGP by Fairholme, Pershing Square, and Texas Teachers.

A summary of the sources and uses of the Plan Funding is
available for free at:

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

                    Treatment of Claims

Administrative Expense Claims, Priority Tax Claims, Secured Tax
Claims, and GGP Administrative Expense Claims are deemed
unimpaired and will be paid in full in the ordinary course of
business consistent with current practice.

Other claims are grouped into 23 classes, only Classes 4.17 and
4.23 are entitled to vote on the Plan:

           Nature of
Class       Claims            Impairment     Entitled to Vote
-----     ---------           ----------     ----------------
  4.1      Priority Non-       Unimpaired     No; Deemed to
           Tax Claims                         Accept

  4.2      Mechanics'          Unimpaired     No; Deemed to
           Lien Claims                        Accept

  4.3      Other Secured       Unimpaired     No; Deemed to
           Claims                             Accept

  4.4      Rouse 8.00%         Unimpaired     No; Deemed to
           Note Claims                        Accept

  4.5      Rouse 3.625%        Unimpaired     No; Deemed to
           Note Claims                        Accept

  4.6      Rouse 5.375%        Unimpaired     No; Deemed to
           Note Claims                        Accept

  4.7      Rouse 6.75%         Unimpaired     No; Deemed to
           Note Claims                        Accept

  4.8      Rouse 7.20%         Unimpaired     No; Deemed to
           Note Claims                        Accept

  4.9      2006 Bank Loan      Unimpaired     No; Deemed to
           Claims                             Accept

4.10      Exchangeable        Unimpaired     No; Deemed to
           Notes Claims                       Accept

4.11      TRUPS Claims        Unimpaired     No; Deemed to
                                              Accept

4.12      General             Unimpaired     No; Deemed to
           Unsecured                          Accept
           Claims

4.13      GGP/Homart II,      Unimpaired     No; Deemed to
           L.L.C. Partner                     Accept
           Note Claims

4.14      GGP/Ivanhoe,        Unimpaired     No; Deemed to
           Inc. Affiliate                     Accept
           Partner Note
           Claims

4.15      GGP TRS             Unimpaired     No; Deemed to
           Retained Debt                      Accept
           Claims

4.16      Project Level         Impaired     No; Deemed to
           Debt Guaranty                      Accept
           Claims

4.17      Hughes Heirs          Impaired     Yes
           Obligations

4.18      Intercompany        Unimpaired     No; Deemed to
           Obligations                        Accept

4.19      GGPLP LLC           Unimpaired     No; Deemed to
           Preferred Equity                   Accept
           Units

4.20      GGP LP              Unimpaired     No; Deemed to
           Preferred Equity                   Accept
           Units

4.21      REIT Preferred      Unimpaired     No; Deemed to
           Stock Interests                    Accept

4.22      GGP LP              Unimpaired     No; Deemed to
           Common Units                       Accept

4.23      GGP Common          Impairment     Yes
           Stock                Status
                             Undetermined

Full-text copies of the July 12, 2010 Plan and Disclosure
Statement are available for free at:

            http://bankrupt.com/misc/ggp_Jul12Plan.pdf
            http://bankrupt.com/misc/ggp_Jul12DS.pdf

A PowerPoint presentation summarizing GGP's reorganization process
and its proposed new capital structure is available
at http://www.ggp.com/content/Docs/reorganization072010.pdf

               August 19 Disclosure Statement

The Court will consider approval of the Disclosure Statement on
August 19, 2010, according to GGP's public statement dated
July 12, 2010.

                     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)


GREEN RIDDLE, JR.: Case Summary & 18 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Green Hobson Riddle, Jr.
          aka G. H. Riddle
        159 Chaucer Place SW
        Rome, GA 30161

Bankruptcy Case No.: 10-42735

Chapter 11 Petition Date: July 12, 2010

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

Debtor's Counsel: Leslie M. Pineyro, Esq.
                  Jones and Walden, LLC
                  21 Eighth Street, NE
                  Atlanta, GA 30309
                  Tel: (404) 564-9300
                  Fax: (404) 564-9301
                  E-mail: lpineyro@joneswalden.com

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

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

A copy of the Debtor's list of 18 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/ganb10-42735.pdf

The petition was signed by the Debtor.


HAM'S RESTAURANT: Erwin Family Seeks to Keep Control
----------------------------------------------------
News & Record, citing bankruptcy court filings, reports that the
Erwin family could retain control of the Ham's Restaurant chain
built by Charles Erwin.  Charles Erwin's parents, Robert and Sara
Erwin, through Pika LLC, said they want to buy Ham's Restaurants'
assets for $250,000, which sale would leave the buyer free of all
liens.

A bankruptcy examiner said the restaurant was placed in the
auction block because it is no longer operate profitable in
bankruptcy, report notes.

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.


HARRISBURG, PA: Controller Outlines Plan to Pay Incinerator Debt
----------------------------------------------------------------
Dan Miller, the elected controller of Harrisburg, Pa., unveiled a
plan Wednesday to deal with the city's debt load.  According to
Mr. Miller's five-page plan, the best approach for Harrisburg's
financial stability is to pay off the incinerator debt.  The plan
requires that all parties, The Harrisburg Authority, City of
Harrisburg, Dauphin County, and the Incinerator Bond/Note Holders,
share in paying off the debt.  Debt reduction can be achieved by:

     -- Using net operating income from the Incinerator.
     -- Making debt service payments guaranteed by City.
     -- Making debt service payments guaranteed by County.
     -- Securing principle and/or interest rate reductions from
        the Investors.

The plan will not require the sale of any city revenue-generating
assets or increase any City taxes.  However the discretionary
portion of the 2010 city budget will be reduced by approximately
$12.2 million dollars or 23%.

"The financial condition of the 2010 City budget is dire; this
plan only addresses the Incinerator crisis and does not address
the financial issues facing the City for the remainder of 2010,
although the same analysis of essential services and cost cutting
measures used for the 2011 proposed City budget could be adopted
for the remainder of 2010," according to the Plan.

Currently the outstanding principal on the Incinerator debt is
$288 million.  Total principle and interest on this debt would
amount to approximately $458 million.  TThis does not include a
$25 million agreement with CIT Energy that is being litigated.
"We are not addressing that obligation at this time although it is
a potential future liability," the Plan says.

Debt service payments on the total Incinerator debt are
approximately $20 million per year.  Of this total, County is
responsible for approximately $10 million and the City is
responsible for the other $10 million2.

The City is guarantor on 100% of the $288 million Incinerator
debt.  THA has the initial obligation to pay the debt.  If they
are unable to pay, the City is required to pay.

The County is second guarantor on $145.6 million of the
$288 million incinerator debt.  They guaranteed debt issues D&E of
2003 and C&D of 2007.  If THA and City are unable to pay this
debt, County is required to pay $145.6 million.

On December 1, 2010, the C&D debt of 2007 is due, totaling
$34.7 million.  If neither THA nor City is able to pay these
bonds, which is likely, County will be required to pay the bonds.
The incinerator is generating approximately $5.5 million that
could pay toward annual debt service.

Dow Jones Newswires' Romy Varghese reports that forbearance
agreements, once hoped to be finalized in May, remain in the works
with Covanta Holdings, which operates the incinerator, and Assured
Guaranty Municipal, a unit of bond insurer Assured Guaranty that
has guaranteed $196 million in incinerator bonds.  The insurer has
covered $1.3 million in payments so far this year.

"The terms of our forbearance agreement are based on the city's
commitment to a solution that does not include bankruptcy or debt
forgiveness," said Assured Guaranty spokeswoman Betsy Castenir,
regarding Mr. Miller's proposal, according to Dow Jones.  She said
the insurer "expects a positive outcome."

Dow Jones says complicating the matter is that there is currently
no board at the Harrisburg Authority.  The state Supreme Court on
May 27 voided the authority's board because the City Council had
appointed its members, not the mayor.  A majority of council
members recently rejected several of Mayor Linda Thompson's
appointees because they weren't the ones who were selected by the
council.

In addition, Dow Jones says, the mayor has had at least three
members of her cabinet resign since she took office in January,
the most recent departure being her chief of staff last week.

According to Mr. Miller, should this plan fail, the City must
pursue other options.  Bankruptcy would then be a positive tool
that could help solve Harrisburg's financial crisis.  A continued
and comprehensive analysis of declaring bankruptcy is a required
element of this plan.  Not only is it a distinct possible future
option, it will pressure both County officials and Investors to
focus on achieving a solution that encompasses concessions from
all parties.  In the event an agreement cannot be reached, City
Council should file Chapter 9 Bankruptcy as by far the superior
option for the future of City.

Mr. Miller's caveat: "This plan does not claim to have the final
answer to every issue involved in this crisis.  This is an attempt
to outline a serious solution that can serve as a starting point
in resolving the Incinerator debt."

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

     http://ResearchArchives.com/t/s?666f


HERBST GAMING: Sean Higgins Resigns as General Counsel
------------------------------------------------------
Howard Stutz at Review-Journal at Las Vegas reports that Sean
Higgins resigned as general counsel for Herbst Gaming.
Mr. Higgins will join Gordon Silver next week.  Mr. Higgins, who
worked for Herbst for 17 years, said he would continue to handle
legal matters for Herbst Gaming, which filed for Chapter 11
bankruptcy last year.  The Company will be taken over by its
senior lenders.

                       About Herbst Gaming

Headquartered in Reno, Nevada, Herbst Gaming, Inc. --
http://www.herbstgaming.com/-- is a diversified gaming company.
The Company and its subsidiaries focus on two business lines, slot
route operations and casino operations.  The Company's route
operations involves the exclusive installation and, as of
Sept. 30, 2009, operation of approximately 6,300 slot machines in
non-casino locations, such as grocery stores, drug stores,
convenience stores, bars and restaurants.  The casino operations
consist of 16 casinos located in Nevada, Iowa and Missouri.

The Company and 17 of its affiliates filed for Chapter 11
protection on March 22, 2009 (Bankr. D. Nev. Lead Case No.
09-50752).  Thomas H. Fell, Esq., and Gerald M. Gordon, Esq., at
Gordon Silver, represent the Debtors in their restructuring
efforts.  Herbst Gaming had $919.1 million in total assets; and
$33.5 million in total liabilities not subject to compromise and
$1.24 billion in liabilities subject to compromise, resulting in
$361.0 million in stockholders' deficiency as of March 31, 2009.

On January 22, 2010, the Bankruptcy Court entered an amended order
confirming Debtors' First Amended Plan of Reorganization issued
January 22, 2010.  On February 5, 2010, all conditions precedent
to the effectiveness of the Plan were deemed to have been met, and
the Plan was declared effective as of said date.  The Court set
March 22, 2010, as the Administrative Claim Bar Date for filing
requests for payment of all administrative claims against the
Debtors, including claims pursuant to 11 U.S.C. Section 503(b),
and all final applications for allowance and disbursement of
professional fees and trustee fees.


INVENTIV HEALTH: S&P Downgrades Corporate Credit Rating to 'B+'
---------------------------------------------------------------
S&P lowered InVentiv Health Inc.'s corporate credit rating to 'B+'
from 'BB-'.  S&P also removes ratings from CreditWatch.  The
rating outlook is stable.


JERROLD CAMP: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Jerrold Dee Camp
        5220 44th Street East
        Bradenton, FL 34203

Bankruptcy Case No.: 10-16622

Chapter 11 Petition Date: July 12, 2010

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

Judge: Catherine Peek McEwen

Debtor's Counsel: James D. Jackman, Esq.
                  James D. Jackman PA
                  5008 Manatee Avenue W, Suite A
                  Bradenton, FL 34209-3862
                  Tel: (941) 747-9191
                  Fax: (941) 747-1221
                  E-mail: jackmanesq@aol.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
$1,092,230 while debts total $1,497,122.

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/flmb10-16622.pdf

The petition was signed by the Debtor.


JOSEPH DELGRECO: Sues DLA for Ill-Advise on Deal with Eastwest
--------------------------------------------------------------
Nate Raymond at New York Law Journal reports that Joseph DelGreco
& Company Inc. and Joseph DelGreco sued DLA Piper LLC (US) in the
Supreme Court in Manhattan claiming the firm failed to properly
advise it in transactions and subsequent litigation with Eastwest
International Enterprises of Taiwan.

According to the report, the lawsuit offers a glimpse into third-
party litigation funding, a developing area where details remain
scarce as to what kinds of cases are financed by the third-party
litigation companies.  The firm at one point referred DelGreco to
two litigation funders in order to raise $500,000 in financing,
only to see both turn down the pitch.

The company turned to DLA Piper partner David Hryck to represent
it in a deal granting one company manufacturing rights for some of
its designs and making another the center of a portion of North
American sales.  As part of the deal, Eastwest International,
which was to get manufacturing rights, agreed to provide a $1
million loan to DelGreco in exchange for a promissory note, the
complaint said.

Based in New York, Joseph DelGreco & Company Inc. filed for
Chapter 11 Protection on Oct. 8, 2009 (Bankr. Case No.09-16041).
Joel Martin Shafferman, Esq., at Shafferman & Feldman, LLP,
represents the company.  The Debtor listed assets of less than
$50,000 and debts of between $1 million and $10 million.


KIM KREUNEN: U.S. Trustee Wants Case Converted or Dismissed
-----------------------------------------------------------
R. Michael Bolen, the U.S. Trustee for Region 5, asks the U.S.
Bankruptcy Court for the Northern District of Mississippi to
dismiss or convert the Chapter 11 case of Kim H. Kreunen to one
under Chapter 7 of the Bankruptcy Code.

The U.S. Trustee said that, among other things:

   -- the Debtor's exclusivity right to file a disclosure
      statement and plan of reorganization expired on July 6,
      2010, with no plan or disclosure statement having been
      filed.

   -- the Debtor has not filed Monthly Operating Reports since the
      inception of the case; therefore, the U.S. Trustee has no
      way of discerning whether the Debtor is current in the
      payment of Quarterly Fees.

The U.S. Trustee reserves the right to provide additional grounds
for cause to convert or to dismiss this case at any hearing on
this matter.

Alternatively, the U.S. Trustee asks the Court to direct the
Debtor to file a disclosure statement and plan of reorganization.

                       About Kim H. Kreunen

Kim H. Kreunen -- dba Kreunen Real Estates, LLC; Kreunen Inc.;
Kreunen Development; Kreunen Construction, Inc.; Stewart and
Kreunen, LLC; Kreunen Development Group, LLC; Lyon Plantation,
LLC; and O.B. Warehousing Distribution Inc. -- filed for Chapter
11 bankruptcy protection on March 5, 2010 (Bankr. N.D. Miss. Case
No. 10-11108).  Craig M. Geno, Esq., at Harris Jernigan & Geno,
PLLC, assists the Debtor in her restructuring effort.  The Debtor
estimated her assets and debts at $10,000,001 to $50,000,000.


KIM KREUNEN: Wants 90 Days Extension in Filing Chapter 11 Plan
--------------------------------------------------------------
Kim H. Kreunen asks the U.S. Bankruptcy Court for the Northern
District of Mississippi to extend by 90 days its exclusive period
to file a Chapter 11 Plan and Disclosure Statement and a
concomitant extension of 90 days to obtain acceptances for the
proposed Plan.

The Debtor needs additional time to evaluate the viability of the
related entities that filed for Chapter 11, and whether some or
all, of them must be consolidated with the Debtor.  The Debtor has
yet to make an investigation on the relationship of the related
entities to his personal case.

Kim H. Kreunen -- dba Kreunen Real Estates, LLC; Kreunen Inc.;
Kreunen Development; Kreunen Construction, Inc.; Stewart and
Kreunen, LLC; Kreunen Development Group, LLC; Lyon Plantation,
LLC; and O.B. Warehousing Distribution Inc. -- filed for Chapter
11 bankruptcy protection on March 5, 2010 (Bankr. N.D. Miss. Case
No. 10-11108).  Craig M. Geno, Esq., at Harris Jernigan & Geno,
PLLC, assists the Debtor in her restructuring effort.  The Debtor
estimated her assets and debts at $10,000,001 to $50,000,000.


LEHMAN BROTHERS: Balks at Trustee's Bid to Sell SunCal Properties
-----------------------------------------------------------------
American Bankruptcy Institute reports that Lehman Brothers
Holdings Inc. is protesting a move by a bankruptcy trustee to sell
several huge tracts of California real estate that are part of a
legal tug of war between the investment bank and its former
partner, real estate developer SunCal Cos.

                       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)


LESLIE CONTROLS: Case Summary & 30 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Leslie Controls, Inc.
        12501 Telecom Drive
        Tampa, FL 33637-0906

Bankruptcy Case No.: 10-12199

Chapter 11 Petition Date: July 12, 2010

About the Company: Based in Tampa, Florida, Leslie Controls is a
                   manufacturer of process control valves, severe
                   service control valves, on-off valves,
                   regulators, steam water heaters, actuators and
                   controls.  Leslie is a unit of CIRCOR
                   International, Inc.

Court: U.S. Bankruptcy Court
       District of Delaware (Delaware)

Judge: Christopher S. Sontchi

Debtor's Counsel: Marion M. Quirk, Esq.
                  Norman L. Pernick, Esq.
                  Cole, Schotz, Meisel, Forman & Leonard
                  500 Delaware Avenue, Suite 1410
                  Wilmington, DE 19801
                  Tel: (302) 652-3131
                  Fax: (302) 652-3117
                  E-mail: bankruptcy@coleschotz.com

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

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

The petition was signed by G. Wayne Day, chief restructuring
officer.

Debtor's List of 30 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
American Foundry Group             Trade Payable           $74,103
612 South 45 Street East
Muskogee, OK 74403

Encraft Controls, Inc.             Trade Payable           $65,140
135 East Coachman Place
Syosset, NY 11791

Haydon Motion Solutions            Trade Payable           $64,957
1500 Meriden Road
Waterbury, CT 06705

EPICOR Software Corp               Services                $54,689

K N Machine & Tool Inc.            Trade Payable           $39,120

Sahir Projects                     Services                $37,975

DW Clark Inc                       Trade Payable           $35,270

Apex Specialty Metals              Trade Payable           $31,322

ABB Control Equipment Co           Trade Payable           $30,280

Mastergear                         Trade Payable           $30,054

MaxTorque LLC                      Trade Payable           $26,269

EGC Enterprises, Inc               Trade Payable           $19,280

Draco Spring Manufacturing Co      Trade Payable           $19,219

Universal Grinding                 Trade Payable           $18,610

D & B Machine                      Trade Payable           $15,911

United Metals Inc                  Trade Payable           $14,287

Level 1 Fasteners                  Trade Payable           $13,900

Toyoda Machinery                   Trade Payable           $13,606

Suncoast Tool & Gage               Trade Payable           $13,347

Inofast Manufacturing              Trade Payable           $13,275

Robert S. Hudgins                  Trade Payable           $13,089

Tri-Tec Manufacturing              Trade Payable           $13,083

Mayer Electric Supply              Trade Payable           $11,700

Traffic & Audit Bureau             Trade Payable           $11,438

TW Metals Co                       Trade Payable           $11,176

California Castings                Trade Payable           $11,066

Excelsior Brass Works              Trade Payable           $10,877

MSC Industrial Supply Co           Trade Payable           $10,675

Johnson Forging Works Inc          Trade Payable           $10,645

NU Laboratories                    Trade Payable           $10,430


MARILYN MONDRAGON: Case Summary & 17 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Marilyn Mondragon
        9238 Olive Street
        Bellflower, CA 90706

Bankruptcy Case No.: 10-38587

Chapter 11 Petition Date: July 12, 2010

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

Judge: Samuel L. Bufford

Debtor's Counsel: Thomas P. Giordano, Esq.
                  500 State College Boulevard, Suite 530
                  Orange, CA 92868
                  Tel: (714) 912-7810
                  Fax: (714) 912-7860
                  E-mail: tohmahso@aol.com

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

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

A copy of the Debtor's list of 17 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/cacb10-38587.pdf

The petition was signed by the Debtor.


MAX & ERMA'S: Concept to Acquire All Assets for $24.8 Million
-------------------------------------------------------------
Dan Eaton at Business Times of Pittsburgh, citing documents filed
with the U.S. Bankruptcy Court in Pittsburgh, reports that Concept
Development Partners LLC wants to acquire substantially all assets
of Max & Erma's Inc. for $24.8 million in cash and assumed debt.

Concept Development is owned by CIC II LP and CDP Management
Partners LLC in California.

Max & Erma's owns a chain of 106 restaurants around Pittsburgh.
The restaurants are mainly in Pennsylvania, Ohio, and Michigan,
with a few in Chicago, Washington, Atlanta, and Kentucky.  About
79 are company-owned and operated, while 27 belong to franchisees.
Max & Erma's is owned by G&R Acquisitions, North Side.  The chain
started operating in 1972, taking the Max & Erma's name from two
owners of a bar.

In October 2009, Max & Erma's filed for Chapter 11 petition in
U.S. Bankruptcy Court in Pittsburgh, listing $1 million to $10
million in assets against $1 million to $10 million in debts owed
to 200 to 999 creditors.  Robert Lampl, Max & Erma's lawyer, said
that the Company filed for bankruptcy mainly to fend off its main
bank creditor, National City Bank, whom the Company owes about $16
million.  National City had taken legal steps to put Max & Erma's
in receivership.


MCGINNIS LAND: Section 341(a) Meeting Scheduled for July 29
-----------------------------------------------------------
The U.S. Trustee for Region 6 will convene a meeting of McGinnis
Land Partners I, LP's creditors on July 29, 2010, at 2:00 p.m.
The meeting will be held at the Office of the U.S. Trustee, 1100
Commerce Street, Room 976, Dallas, TX 75242.

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

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

Dallas, Texas-based McGinnis Land Partners I, LP, filed for
Chapter 11 bankruptcy protection on July 2, 2010 (Bankr. N.D. Tex.
Case No. 10-34654).  Michael D. Warner, Esq., at Cole Schotz
Meisel Forman & Leonard PA, assists the Company in its
restructuring effort.  The Company estimated its assets and debts
at $10,000,001 to $50,000,000

The Company's affiliate, Canyon Falls Land Partners, LP, filed a
separate Chapter 11 petition on July 2, 2010 (Case No. 10-34655).


MEDLOCK BRIDGE: Section 341(a) Meeting Scheduled for August 12
--------------------------------------------------------------
The U.S. Trustee for Region 21 will convene a meeting of Medlock
Bridge Realty Partners LLC's creditors on August 12, 2010, at
10:30 a.m.  The meeting will be held at Third Floor - Room 365,
Russell Federal Building, 75 Spring Street SW, Atlanta, GA 30303.

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

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

Atlanta, Georgia-based Medlock Bridge Realty Partners LLC, aka
Johns Creek Walk Phase II, filed for Chapter 11 bankruptcy
protection on July 3, 2010 (Bankr. N.D. Ga. Case No. 10-79530).
Michael D. Robl, Esq., at Thomerson, Spears & Robl, LLC, assists
the Company in its restructuring effort.  The Company estimated
its assets and debts at $10,000,001 to $50,000,000.

The Company's affiliate, Abbotts Bridge Land Partners, LLC, filed
a separate Chapter 11 petition on July 3, 2010 (Case No. 10-
79529).


MERUELO MADDUX: Cash Collateral Hearing Slated for Tomorrow
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
authorized, on an interim basis, Meruelo Maddux Properties, Inc.,
et al., to use the cash collateral until September 30, 2010.

A final hearing on the Debtors' cash collateral use will be held
tomorrow, July 16, 2010, at 11:00 a.m.

The Debtors relate that after utilizing cash collateral generated
by a cash collateral property to pay the direct expenses of
preserving, maintaining and operating the cash collateral
property, any excess may be utilized by any other Debtor to pay
its ordinary direct costs and expenses of preserving, maintaining
and operating its property and business, including the general
administrative expenses provided by Service Level Debtors.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant the each cash collateral
creditor a replacement lien in its respective postpetition cash
collateral, with the same force, effect, validity and priority of
the liens held by the cash collateral creditor in or against its
respective prepetition real property collateral

As additional adequate protection, the Debtors will:

   -- maintain and preserve the cash collateral properties by

      payment of the ordinary expenses for maintaining and
      preserving the real property collateral; and

   -- pay real property taxes due and payable on and after
      November 1, 2009, owing to the County of Los Angeles
      assessed against the cash collateral properties on or before
      the date on which the taxes are payable and due without
      penalty.

                       About Meruelo Maddux

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


MESA AIR: Shareholders Request Equity Committee
-----------------------------------------------
In separate letters to the Court, Mesa Air Group, Inc.
shareholders Luther D. Abel and Matthew J. Resnick ask Judge
Martin Glenn to appoint a committee of equity holders in the
Debtors' Chapter 11 cases.

Mr. Abel seeks the appointment of an equity committee in these
cases to "protect equity [holders'] rights and prevent the sort
of 'canned bankruptcy' that has occurred in so many companies
recently that has completely eliminated equity. . ."

According to Mr. Resnick, he and the other shareholders have made
a formal request to the United States Trustee, Andrea Schwartz,
regarding this matter.

                     About Mesa Air Group

Mesa currently operates 130 aircraft with approximately 700 daily
system departures to 127 cities, 41 states, Canada, and Mexico.
Mesa operates as Delta Connection, US Airways Express and United
Express under contractual agreements with Delta Air Lines, US
Airways and United Airlines, respectively, and independently as
Mesa Airlines and go! Mokulele.  This operation links Honolulu to
the neighbor island airports of Hilo, Kahului, Kona and Lihue. The
Company, founded by Larry and Janie Risley in New Mexico in 1982,
has approximately 3,500 employees.

Mesa Air Group Inc. and its units filed their Chapter 11 petitions
Jan. 5 in New York (Bankr. S.D.N.Y. Case No. 10-10018), listing
assets of $976 million against debt totaling $869 million as of
Sept. 30, 2009.

Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as local counsel.
Imperial Capital LLC is the investment banker.  Epiq Bankruptcy
Solutions is claims and notice agent.

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


MIRA VISTA: Section 341(a) Meeting Scheduled for August 20
----------------------------------------------------------
The U.S. Trustee for Region 6 will convene a meeting of the
creditors of Mira Vista Oak Gate, L.L.C., and Mira Vista Villas,
L.L.C., on August 20, 2010, at 11:30 a.m.  The meeting will be
held at 2000 E. Spring Creek Parkway, Plano, TX 75074.

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.

Plano, Texas-based Mira Vista Oak Gate, L.L.C., filed for Chapter
11 bankruptcy protection on July 5, 2010 (Bankr. E.D. Tex. Case
No. 10-42224).  Vickie L. Driver, Esq., at Coffin & Driver, PLLC,
assists the Company in its restructuring effort.  The Company
estimated its assets and debts at $10,000,001 to $50,000,000.

Plano, Texas-based Mira Vista Villas, L.L.C., filed for Chapter 11
bankruptcy protection on July 5, 2010 (Bankr. E.D. Tex. Case No.
10-42223).  Vickie L. Driver, Esq., at Coffin & Driver, PLLC,
assists the Company in its restructuring effort.  The Company
estimated its assets and debts at $10,000,001 to $50,000,000.


MOVIE GALLERY: 12 Lessors Ask Payment of $507,000 Admin. Claims
---------------------------------------------------------------
In separate filings, 12 lessors ask the Court to allow payment
of their administrative claims totaling $507,030.  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 are:

Lessor                     Month/s Payable          Amount
------                     -------------            ------
Arcade Square, LLC
Store No. 1231             June 2010 to Jan. 2013 $133,333

Dang Tran Investments,
Store No. 203618           May 2010                $16,051

Dunhill Partners           Jan. to July 2010       $16,264

E & A Acquisition          Feb. & March 2010       $10,583

Gill Properties            Jan., Feb. and June
                            2010 and future rents
                            from July 2010 to
                            June 2012              $136,370

Harvey McCormick
Store No. 040-912          Jan. to April 2010      $36,916

James Keith                July 2011 t0 Oct. 2011  $77,483

Nasva Center, LLC
Store No. 05630            March 2010               $9,446

P D & T Rentals            Balance                  $2,774

Richard Stall
Store No. 035843           Feb. to May 2010        $31,149

Richlands Plaza, LLC       Pro Rata shares of
                            Insurance, Taxes and
                            CAM for 2008, 2009
                            and 2010                 $6,537

Tejas Corporation          Accumulated
                            Balances                $30,124

                        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: Deadline to Remove Actions Extended to Oct. 30
-------------------------------------------------------------
Judge Douglas O. Tice of the United States Bankruptcy Court for
the Eastern District of Virginia, Richmond Division issued an
order on July 6, 2010, extending to the later of (i) October 30,
2010, or (ii) 30 days after entry of an order terminating the
automatic stay with respect to any particular action, the time
within which the Debtors may seek removal of Actions pursuant to
Rule 9027 of the Federal Rules of Bankruptcy Procedure and
Section 1452 the of the Judiciary and Judicial Procedures.

                        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: Files Chapter 11 Plan of Liquidation
---------------------------------------------------
Movie Gallery, Inc., and its affiliated debtors and debtors-in-
possession delivered their Chapter 11 Plan of Liquidation to the
U.S. Bankruptcy Court for the Eastern District of Virginia on
July 13, 2010.

Pursuant to prior orders of the Bankruptcy Court, the Debtors
have terminated their remaining business operations and have
liquidated or are in the process of liquidating their remaining
assets.

The Plan provides for the continuation and completion of that
liquidation process, and also provides some recovery for holders
of unsecured claims against the Debtors, even though the claims
of many of the Debtors' prepetition secured creditors will not be
paid in full.

Subject to the rights of certain parties-in-interest to object to
the allowance or priority of the claims as expressly set forth in
the Plan, to the extent not inconsistent with the Term Sheet, the
Plan also provides for the payment in full to holders of allowed
administrative claims and priority claims and to other
claimholders and the funding of two liquidating trusts, one for
the benefit of secured creditors, and the other for unsecured
creditors.

The Plan further provides for:

  * the termination of all Interests in the Debtors,

  * the substantive consolidation of the Debtors,

  * the dissolution and wind-up of the affairs of the Debtors,

  * the payment of the Revolver Effective Date Cash on the
    effective date of the Plan, and

  * the transfer of $5 million in cash to a liquidating trust
    established for the benefit of the Debtors' general
    unsecured creditors on the Effective Date, and any remaining
    assets of the Debtors to a liquidating trust established for
    the benefit of certain of the Debtors' secured creditors,
    and distributions from the liquidating trusts.

The Plan provides for substantive consolidation of the Debtors'
assets and liabilities for voting and distribution purposes,
pursuant to the Global Plan Settlement.

            Classification and Treatment of Claims

A. Classification

Section 1123 of the Bankruptcy Code requires that a plan of
reorganization classify the claims against and equity interests
in a debtor.  Except for Administrative Claims and Priority Tax
Claims, which have not been classified, the Plan classifies all
Claims against and Interests in the Debtors into 7 Classes:

        Class   Designation
        -----   -----------
         N/A    Administrative Expense Claims
         N/A    Priority Tax Claims
          1     Non-Tax Priority Claims
          2     Miscellaneous Secured Claims
          3     Revolver Secured Claims
          4     Prepetition First Lien Term Loan Secured Claims
          5     General Unsecured Claims
          6     Intercompany Claims
          7     Interests

Classes 1, 2 and 3 unimpaired classes of Claims, while Class 4, 5
6 and 7 are impaired.

Classes 1, 2 and 3 are deemed to have accepted the Plan and,
therefore, are not entitled to vote on the Plan.

Classes 4 and 5 are entitled to vote on the Plan.

Class 6 and 7 are not entitled to receive or retain any property
under the Plan, are therefore, (i) deemed to have rejected the
Plan, and (ii) are not entitled to vote on the Plan.

The Plan notes that the Debtors will seek confirmation of the
Plan from the Court by employing the "cramdown" procedures set
forth in Section 1129(b) of the Bankruptcy Code.

B. Treatment

Class 1 - Holders of Allowed Non-Tax Priority Claims will
receive, (i) Cash equal to the unpaid portion of the Allowed Non-
Tax Priority Claim or (ii) other treatment as to which the Holder
and the Debtor or the First Lien Term Lenders Liquidating Trustee
will have agreed upon in writing.

Class 2 - Holders of Allowed Miscellaneous Secured Claims will
receive (i) Cash equal to the unpaid portion of the Allowed
Miscellaneous Secured Claim, to be paid out of the First Lien
Term Lenders Liquidating Trust, (ii) a return of the Holder's
Collateral securing the Miscellaneous Secured Claim, or (iii)
other treatment as to which the Holder and the First Lien Term
Lenders Liquidating Trustee will have agreed upon in writing.

To the extent any Holder of a Claim that is secured by a valid
and perfected Lien on property of a Debtor's estate which Lien
is, whether by operation of law, contract, court order, or
otherwise, junior and subordinate to the Lien of the Prepetition
Secured Parties or the Claims of the Revolver Secured Claims or
the First Lien Term Loan Claims, then the Claim will be treated
as a Class 5 Claim under the Plan.

Class 3 - The Debtors will pay Cash equal to the full amount of
the then unpaid and outstanding Revolver Secured Claims to the
Prepetition First Lien Revolver Administrative Agent -- the
"Revolver Effective Date Cash" -- without prejudice to the
Holder of any Revolver Post-Effective Date Secured Claim.

Class 4 - Each Holder of a Prepetition First Lien Term Loan Claim
will receive its Pro Rata share of the beneficial interests in
the First Lien Term Lenders Liquidating Trust, which will make
distributions to the Holders of the beneficial interests all
Available Cash and other property held by the First Lien Term
Lenders Liquidating Trust in installments on the Initial
Distribution Date and on each Periodic Distribution Date
thereafter, after making adequate provision for: (i) the expenses
of administering the First Lien Term Lenders Liquidating Trust;
(ii) after two Business Days receipt of written notice from
Lenado or the Prepetition First Lien Revolver Administrative
Agent of the existence of any Revolver Post-Effective Date
Secured Claim, the amount of any Revolver Post-Effective
Date Secured Claim to the extent not paid in full in Cash to the
Prepetition First Lien Revolver Administrative Agent on the
Effective Date or any Distribution Date; (iii) the payment in
full of all Allowed Administrative Claims that have not been paid
and any Disputed Administrative Claims that have not been
Disallowed; and (iv) the payment in full of all Allowed Priority
Claims and any Disputed Claims that have not been Disallowed.

Class 5 - Holders of an Allowed General Unsecured Claim will
receive from the GUC Liquidating Trust its Pro Rata share of the
beneficial interests in the GUC Liquidating Trust, which will
make distributions to the Holders of the beneficial interests all
of the Creditor Funds held by the GUC Liquidating Trust, after
making adequate provision for: (i) the expenses of administering
the GUC Liquidating Trust; and (ii) Disputed General Unsecured
Claims, if any.

Class 6 - In connection with, to the extent of and as a result
of, the substantive consolidation of the Debtors' Estates and the
Chapter 11 Cases, on the Confirmation Date or another date as may
be set by an order of the Bankruptcy Court, but subject to the
occurrence of the Effective Date, all Intercompany Claims will be
deemed eliminated, cancelled or extinguished and the Holders of
Class 6 Claims will not be entitled to, and will not receive or
retain any property or interest in property on account of the
Claims.

Class 7 - On the Effective Date, all Interests will be cancelled
and each Holder will not be entitled to, and will not receive or
retain any property or interest in property on account of, the
Interests.

                     Global Plan Settlement

The Plan is predicated upon the agreements entered into among the
Debtors, the Official Committee of Unsecured Creditors, certain
of the Prepetition Secured Parties, the Studios and Warner Home
Video as set forth in a Term Sheet.  In accordance with the
Global Plan Settlement:

    (i) the Prepetition Secured Parties will (a) release their
        Liens upon the Creditor Funds upon the occurrence of the
        Effective Date, and (b) without prejudice to the rights
        Of certain parties-in-interest to object to
        Administrative Claims to the extent provided in the
        Plan, to consent to the payment of Allowed
        Administrative Claims incurred prior to the Effective
        Date;

   (ii) the Studios and Warner Home Video will waive or amend
        certain obligations owed to them by the Debtors pursuant
        the terms of various revenue sharing agreements, and to
        forbear from taking certain other actions; and

  (iii) the Committee will suspend and, subject to the
        Confirmation Order becoming a Final Order, terminate the
        Committee Investigation, as defined in, and subject to,
        the terms of the Term Sheet and the Cash Collateral
        Order.

In addition, on and subject to the occurrence of the Effective
Date: (a) the Revolver Pre-Effective Date Secured Claims will be
paid in full in Cash;  (b) the GUC Liquidating Trustee will take
possession of the Creditor Funds; and (c) all of the Debtors'
Other Assets will be deemed transferred to the First Lien Term
Lenders Liquidating Trust.

Thereafter, the GUC Liquidating Trustee will be responsible for
administering the GUC Liquidating Trust including distributing
the Creditor Funds in accordance with this Plan.

The First Lien Term Lenders Liquidating Trustee will be
responsible for administering the First Lien Term Lenders
Liquidating Trust and liquidating the Debtors' Other Assets and
distributing Cash in accordance with the Plan and resolving all
Claims other than General Unsecured Claims.

The Plan also contemplates, and is predicated upon, the entry of
an order substantively consolidating the Debtors' Estates and the
Chapter 11 Cases.  Accordingly, on the Effective Date: (i) all
Intercompany Claims by, between and among the Debtors will be
deemed eliminated, (ii) all assets and liabilities of the
Affiliate Debtors will be merged or treated as if they were
merged with the assets and liabilities of Movie Gallery, Inc.,
(iii) any obligation of a Debtor and all guarantees of the
obligation by one or more of the other Debtors will be deemed to
be one obligation of Movie Gallery, Inc., (iv) the Interests will
be cancelled, and (v) each Claim filed or to be filed against any
Debtor will be deemed filed only against the consolidated Movie
Gallery, Inc., and will be deemed a single Claim against and a
single obligation of the consolidated Movie Gallery, Inc.

On the Effective Date, in accordance with the terms of the Plan,
all Claims based on guarantees of collection, payment, or
performance made by the Debtors as to the obligations of another
Debtor will be released and of no further force and effect.  The
Debtors' subsidiary, MG Canada, will not be subject to
substantive consolidation with the other Debtors and, after the
Effective Date, all of the Debtors' right, title and interest in
and to MG Canada will be deemed and considered to be and
constitute Other Assets.

The First Lien Term Lenders Liquidating Trust will not be liable
in any way for any liabilities, obligations, or guarantees of the
Debtors, whether contingent or actual, express or implied, in and
to or arising from the Debtors' relationship with MG Canada.

           Approval of the Global Plan Settlement

The Plan and Disclosure Statement, jointly, will serve as, and
will be deemed to be, a motion for entry of an order under Rule
9019 of the Federal Rules of Bankruptcy Procedure approving the
Global Plan Settlement and the substantive consolidation of the
Debtors' Chapter 11 Cases.

If no objection to the Global Plan Settlement or to substantive
consolidation is timely filed and served by any Holder of an
Impaired Claim affected by the Plan on or before the Voting
Deadline or another date as may be established by the Bankruptcy
Court, the Global Plan Settlement and substantive consolidation
may be approved by the Bankruptcy Court.  However, no party
thereto may object to the Global Plan Settlement.  If any
objections are timely filed and served, a hearing with respect to
the Global Plan Settlement or substantive consolidation and the
objections thereto will be scheduled by the Bankruptcy Court,
which hearing may, but is not required to, coincide with the
Confirmation Hearing.

Accordingly, the Debtors seek Bankruptcy Court approval of the
Global Plan Settlement.  Through the Global Plan Settlement, the
Plan will effect a consensual substantive consolidation of the
Chapter 11 Cases.  Specifically, the Global Plan Settlement
provides that the Debtors' Estates and Chapter 11 Cases will be
substantively consolidated and all Claims based upon guarantees
of collection, payment, or performance made by the Debtors as to
the obligations of another Debtor will be released and of no
further force and effect.

                  Transfer of Estate Assets

Upon the Effective Date, (a) the members of the board of
directors or managers, as the case may be, of each of the Debtors
will be deemed to have resigned; (b) each of the Debtors will
cause all of its Other Assets and the Other Assets of its Estate
to be transferred to the First Lien Term Lenders Liquidating
Trust in accordance with the Plan; and (c) each of the
Debtors will cause the Creditor Funds to be transferred to the
GUC Liquidating Trust in accordance with the Plan.

Upon the payment of the cash equal to the full amount of the
then unpaid and outstanding Revolver Secured Claims to the
Prepetition First Lien Revolver Administrative Agent, the
transfer of the Other Assets to the First Lien Term Lenders
Liquidating Trust in accordance with the Plan and the transfer of
the Creditor Funds to the GUC Liquidating Trust in accordance
with the Plan, the Debtors will have no further duties or
responsibilities in connection with the implementation of the
Plan.

                 Dissolution of the Debtors

On the Effective Date, each of the Debtors will be deemed
dissolved for all purposes without the necessity for any other or
further actions to be taken by or on behalf of the Debtors or
payments to be made in connection therewith.

The attorney-client relationship between the Debtors and their
current counsel, Sonnenschein Nath & Rosenthal LLP and Kutak
Rock, LLP, and between the Committee and its current counsel,
Pachulski Stang Ziehl & Jones LLP, Kelley Drye & Warren LLP, and
Hunton & Williams LLP, will be deemed terminated on a going
forward basis.  None of the Debtors' or the Committee's current
counsel will have any further obligation or responsibility with
respect to the Bankruptcy Cases.

              Sources for Plan Distributions

All Cash necessary for the Debtors or the Liquidating Trustees to
make payments of Cash pursuant to the Plan will be obtained from
these sources:

  (a) Cash on hand as of the Effective Date, with respect to the
      payment by the Debtors of the Revolver Effective Date Cash
      and Distributions to be made by the Debtors to the Holders
      of Administrative Claims or Priority Claims that are
      Allowed Claims as of the Effective Date;

  (b) the Creditor Funds, with respect to the Distributions to
      be made by the GUC Liquidating Trustee to the Holders of
      Allowed Class 5 Claims or to pay the costs and expenses of
      the GUC Liquidating Trustee and the GUC Liquidating Trust;
      or

  (c) the Other Assets -- to the extent reduced to Cash -- with
      respect to the Distributions to be made by the First Lien
      Term Lenders Liquidating Trustee to the Holders of
      Allowed Priority Claims, Allowed Class 2 Claims, Allowed
      Class 3 Claims to the extent not paid in full in Cash on
      the Effective Date, Allowed Class 4 Claims, Administrative
      Claims that become Allowed Claims on or after the
      Effective Date or to pay the costs and expenses (including
      the costs and fees of professionals) of the First Lien
      Term Lenders Liquidating Trustee and the First Lien Term
      Lenders Liquidating Trust.

                      Liquidating Trusts

On the Effective Date, the First Lien Term Lenders Liquidating
Trustee will execute and deliver the First Lien Term Lenders
Liquidating Trust Agreement and accept the Other Assets on behalf
of and for the benefit of the Prepetition First Lien Term Secured
Parties and any other beneficiaries pursuant to the Prepetition
First Lien Liquidating Trust Agreement and for the other uses
provided in the Plan.  The Trustee will be authorized to obtain,
liquidate, and collect all of the Other Assets of the Estates not
in its possession and pursue all of the Causes of Action --
except to the extent waived or released by the Plan.

All Distributions to the Holders of Allowed Priority Claims,
Allowed Class 2 Claims, Allowed Class 3 Claims to the extent not
paid in full in Cash on the Effective Date, Allowed Class 4
Claims and Administrative Claims that become Allowed Claims on or
after the Effective Date will be from Available Cash on hand at
the First Lien Term Lenders Liquidating Trust on the date any
Distribution is made.  The beneficiaries and transferees of the
First Lien Term Lenders Liquidating Trust, including without
limitation, the Prepetition Secured Parties and Lenado and
their Related Parties, will not be personally liable, or
otherwise deemed to be liable, in any manner whatsoever, for any
obligation, liability, action, or omission of the First Lien
Term Lenders Liquidating Trust or First Lien Term Lenders
Liquidating Trustee.  The sole recourse for any liabilities of
the First Lien Term Lenders Liquidating Trust will be limited to
the assets of the First Lien Term Lenders Liquidating Trust.

On the Effective Date, the GUC Liquidating Trustee will execute
and deliver the GUC Liquidating Trust Agreement and accept the
Creditor Funds on behalf of the and for the benefit of the
Holders of General Unsecured Claims as beneficiaries.  The GUC
Liquidating Trust will upon the execution and delivery be deemed
created and effective without any further action by the
Bankruptcy Court or any party.  All Distributions to the Holders
of Allowed Class 5 Claims will be from the GUC Liquidating Trust.
The beneficiaries and transferees of the GUC Liquidating Trust
will not be personally liable, or otherwise deemed to be liable,
in any manner whatsoever, for any obligation, liability, action,
or omission of the GUC Liquidating Trust or GUC Liquidating
Trustee, and the sole recourse for any liabilities of the GUC
Liquidating Trust will be limited to the assets of the GUC
Liquidating Trust.

The Liquidating Trusts will hold and administer these assets:

  A. The First Lien Term Lenders Liquidating Trust will hold and
     Administer the Debtors' Other Assets and the product and
     proceeds of the Assets.

  B. The GUC Liquidating Trust will hold and administer the
     Creditor Funds.

Each Liquidating Trust will have an initial term of five years.
The appointment of each Liquidating Trustee will be effective as
of the Effective Date.

                       Oversight Board

The First Lien Term Lenders Liquidating Trust Oversight Board
will be comprised of five members consisting of representatives
of the Prepetition First Lien Term Lenders chosen pursuant to the
terms of the First Lien Term Lenders Liquidating Trust Agreement.
The rights and duties of the First Lien Term Lenders Trust
Oversight Board will be set forth with specificity in the First
Lien Term Lenders Liquidating Trust Agreement.  The First Lien
Term Lenders Liquidating Trustee will consult regularly with the
First Lien Term Lenders Liquidating Trust Oversight Board when
carrying out the implementation of the Plan.  The members of the
First Lien Term Lenders Liquidating Trust Oversight Board will
not receive compensation, but will be reimbursed for their
reasonable and necessary expenses by the First Lien Term Lenders
Liquidating Trustee.

The GUC Liquidating Trust Oversight Committee will be comprised
of [ ] members consisting of representatives of the Committee
chosen pursuant to the terms of the GUC Liquidating Trust
Agreement.  The rights and duties of the GUC Liquidating Trust
Oversight Committee will be set forth with specificity in the GUC
Liquidating Trust Agreement.

                 Allowance of Certain Claims

The Revolver Secured Claims will be deemed by the Plan to be
Allowed Class 3 Claims in the aggregate amount equal to the sum
of (i) the Revolver Pre-Effective Date Secured Claims and (ii)
the Revolver Post-Effective Date Secured Claims.  Without
limitation of the foregoing, it is acknowledged that, as of the
filing of the Plan, the outstanding principal balance of the
loans extended to the Debtors by the Prepetition First Lien
Revolver Lenders under the Prepetition First Lien Revolving
Credit Facility is $55,000,000.

The Prepetition First Lien Term Loan Secured Claims will be
deemed by the Plan to be Allowed Class 4 Claims.

The Prepetition Second Lien Term Loan Claim will be deemed by the
Plan to be an Allowed Class 5 Claim in the aggregate amount of
$151,623,195.

               Conditions to Confirmation

Conditions precedent to the occurrence of the Confirmation Date
are:

  1. A Final Order finding that the Disclosure Statement
     contains adequate information pursuant to Section 1125 of
     the Bankruptcy Code will have been entered by the
     Bankruptcy Court;

  2. A proposed Confirmation Order in form and substance,
     reasonably acceptable to the Debtors, the Committee and the
     Prepetition Secured Parties will have been filed with the
     Bankruptcy Court;

  3. Approval of all provisions, terms and conditions in
     the Confirmation Order; and

  4. The aggregate amount of Allowed Priority Claims, Allowed
     Administrative Claims, and Allowed Miscellaneous Secured
     Claims will not reasonably be expected to exceed $[ ]
     in the aggregate, as determined by the Debtors and the
     Requisite Lenders of the Prepetition Secured Parties.

                 Conditions to Effective Date

Conditions precedent to the occurrence of the Effective Date,
each of which must be satisfied or waived in writing are:

  1. The Confirmation Order will have been entered and become a
     Final Order;

  2. All Plan Exhibits will be, in form and substance,
     reasonably acceptable to the Debtors, the Committee and the
     Prepetition Secured Parties, and will have been executed
     and delivered by all parties' signatory thereto;

  3. The Debtors will be authorized and directed to take all
     actions necessary or appropriate to enter into, implement
     and consummate the contracts, instruments, releases,
     leases, indentures, and the agreements or documents created
     in connection with, and expressly provided for under, the
     Plan;

  4. The Revolver Effective Date Cash will have been paid by the
     Debtors to the Prepetition First Lien Revolver
     Administrative Agent;

  5. Immediately prior to and as of the Effective Date, the
     Creditor Funds Payment Events have been satisfied and
     would each remain satisfied upon the occurrence of and
     immediately after giving effect to the Effective Date; and

  6. All other actions, documents, and agreements necessary to
     implement the Plan will have been effected or executed.

                         Studio Matters

The Plan further provides that the Debtors have timely performed
all of their payment obligations to the Studios arising under
Section 1(b) of that certain Accommodation Agreement among the
Studios and the Debtors, as approved by the Bankruptcy Court
Order entered on March 23, 2010.  The Studios, Warner Home Video,
or the B Studios will commence any revenue share audits of any
"overages" for any rental or sale of any inventory of the Debtors
no later than ____________, 2010.

A full-text copy of the Liquidation Plan is available for free
at http://bankrupt.com/misc/MG_LiquidationPlan.pdf

                        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).


MXENERGY HOLDINGS: Amends Three Latest Quarterly Reports
--------------------------------------------------------
MXenergy Holdings Inc. filed amended quarterly reports on Form 10-
Q for the quarterly period ended Dec. 31, 2009, Sept. 30, 2009,
and March 31, 2010.  The Company said there were no changes in its
internal control over financial reporting during these periods.

According to the Company, the amendments are being filed to
restate management's conclusion on the effectiveness of the
Company's disclosure controls and procedures based on the
Company's review of certain comments from the staff of the
Securities and Exchange Commission.  No other information included
in the Original Form 10-Q is amended.

A full-text copy of the amended Form 10-Q for the Dec. 31, 2009
Quarter is available at http://ResearchArchives.com/t/s?6669

A full-text copy of the amended Form 10-Q for the Sept. 30, 2009
Quarter is available at http://ResearchArchives.com/t/s?666a

A full-text copy of the amended Form 10-Q for the March 31, 2010
quarter is available at http://ResearchArchives.com/t/s?666b

                           Revised 10-K

MXenergy Holdings Inc. filed an amended annual report on Form 10-K
for the fiscal year ended June 30, 2009, with the Securities and
Exchange Commission.

According to the Company, the amendment corrects the typographical
omission of the signature from the Report of Independent
Registered Public Accounting Firm on the consolidated financial
statements included in the Original Form 10-K.  The properly
executed Report of Independent Registered Public Accounting Firm
from the Company's independent registered public accounting firm,
Ernst & Young LLP, is included in this Amendment.  No information
in the Original Form 10-K other than as set forth above is
amended.

A full-text copy of the Company's amended annual report is
available for free at http://ResearchArchives.com/t/s?666c

                      About MXenergy Holdings

MXenergy Holdings Inc. was founded in 1999 as a retail energy
marketer.  The two principal operating subsidiaries of Holdings
are MXenergy Inc. and MXenergy Electric Inc. which are engaged in
the marketing and supply of natural gas and electricity,
respectively.  Holdings and its subsidiaries operate in 39 market
areas located in 14 states in the United States and in two
Canadian provinces.

The Company's balance sheet at March 31, 2010, showed
$221.4 million in total assets and $134.1 million in total
liabilities, for a $87.3 million total stockholders' equity.

Mxenergy carries Caa3 long term corporate family and Ca/LD
probability of default ratings from  Moody's Investors Service.


NASSER OMARY: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Nasser Omary
        8900 Los Lagos Circle S
        Granite Bay, CA 95746

Bankruptcy Case No.: 10-38182

Chapter 11 Petition Date: July 12, 2010

Court: U.S. Bankruptcy Court
       Eastern District of California (Sacramento)

Judge: Michael S. McManus

Debtor's Counsel: W. Steven Shumway, Esq.
                  2140 Professional Drive, #250
                  Roseville, CA 95661
                  Tel: (916) 789-8821

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

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

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

The petition was signed by the Debtor.


NATIONAL ENVELOPE: Has $134.5 Million Contract with Gores
---------------------------------------------------------
Bill Rochelle at Bloomberg News reports that National Envelope
Corp. has signed a contract to sell its business for
$134.5 million to Gores Group LLC, absent higher and better
offers.  In addition to the purchase price, Gores is offering to
pay the cost of curing defaults in contracts and will assume
accrued liabilities to workers and on employee benefit programs.

According to the report, NEC will ask the bankruptcy court to
approve the auction procedures on July 22.  NEC proposes an
Aug. 16 deadline for competing bids, followed by an auction on
Aug. 20, and an Aug. 23 hearing for approval of the sale.  If
Gores is outbid, it would receive a breakup fee of $2.65 million
and up to $2 million in expense reimbursement, if the judge
agrees.

Cenveo Corp., which calls itself a "major player in the envelope
business," previously filed papers in bankruptcy court saying it
had been "systematically excluded" from the sale process.

                      About National Envelope

Uniondale, New York-based National Envelope Corporation --
http://www.nationalenvelope.com/-- manufactures envelopes.  It
has 14 manufacturing facilities and 2 distribution centers and
approximately 3,500 employees in the U.S. and Canada.

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

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


NORMANDIE CHULA: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Normandie Chula Vista, L.P.
          dba Days Inn
              Howard Johnson Inn
              Milpitas Inn
              Best Western Inn
        112 Summerrain Drive
        South San Francisco, CA 94080

Bankruptcy Case No.: 10-32603

Chapter 11 Petition Date: July 12, 2010

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

Judge: Dennis Montali

Debtor's Counsel: Paul E. Manasian, Esq.
                  Law Offices of Manasian and Rougeau
                  400 Montgomery Street, #1000
                  San Francisco, CA 94104
                  Tel: (415) 291-8425
                  E-mail: manasian@mrlawsf.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 Paresh Gajiwala, president of Normandie
Hospitality Group, Inc., general partner.


NORTEL NETWORKS: Files Joint Chapter 11 Reorganization Plan
-----------------------------------------------------------
Nortel Networks Inc. and its affiliated debtors filed with the
U.S. Bankruptcy Court for the District of Delaware a joint
Chapter 11 plan on July 12, 2010.

The Debtors are not currently proposing the substantive
consolidation of their respective estates under the Plan although
their Chapter 11 cases are jointly administered, according to
John Ray III, a principal officer of Nortel.

Accordingly, although the Plan generally applies to all of the
Debtors, it constitutes 16 distinct Chapter 11 plans, one for
each Debtor; each holder of a claim in a class will vote its
claim in such class by individual Debtor; and the classification
scheme applies to each Debtor.  To the extent there are no claims
in a certain class against a particular Debtor, that class will
be deemed not to exist for any purpose whatsoever in respect of
that particular Debtor.

On the Effective Date of the Plan, reorganized NNI will be vested
with the assets of Debtor NNI and will maintain its current
corporate form for the purpose of fulfilling its obligations
under the certain Section 363 sale agreements, monetizing its
residual assets, and otherwise effectuating all aspects of the
Plan pertaining to it.  Each of the reorganized subsidiaries will
also be formed prior to the Effective Date for the same purpose.

On or immediately after the Effective Date, in the interest of
administering the Plan, the limited liability membership interest
of each of the reorganized subsidiaries including Nortel Networks
CALA Inc., Nortel Networks Capital Corporation, Nortel Altsystems
Inc., Xros Inc., Sonoma Systems, Qtera Corporation, CoreTek Inc.,
Nortel Networks Applications Management Solutions Inc., Nortel
Networks Optical Components Inc., Architel Systems, Nortel
Networks International Inc., Northern Telecom International Inc.
and Nortel Networks Cable Solutions Inc. will be issued to
reorganized NNI.

The limited liability membership interest of reorganized Nortel
Networks HPOCS Inc. will be issued to reorganized NN Optical,
while the limited liability membership interest of reorganized
Nortel Altsystems International will be issued to Nortel
Altsystems.

On the Effective Date, liquidating debtors -- which are yet to be
identified before the hearing on the confirmation of the Plan --
will be deemed dissolved for all purposes.

The Debtors have yet to file a disclosure statement for a
detailed description of the Plan.  Pursuant to a July 6, 2010
order, the Court is giving the Debtors until September 3, 2010 to
file a disclosure statement.

          Plan Advisory Committee, Plan Administrator

The Plan contemplates the appointment of a "Plan Advisory
Committee, to be founded and jointly selected by the Official
Committee of Unsecured Creditors and the ad hoc group of
bondholders.

The Plan Advisory Committee will be composed of up to one member
of the Creditors Committee and two members of the Ad Hoc
Bondholders Group.  Those who will be selected will be required
to notify in writing the Creditors Committee's and the Debtors'
attorneys of their willingness to serve no later than 15 days
prior to the deadline to vote on the Plan.

In the event less than one member of the Creditors Committee or
less than two members of the Bondholders Group served a
notification of their willingness to serve on the Plan Advisory
Committee, the Creditors Committee and the Bondholders Group will
choose from among the holders of unsecured claims to fill any
vacancy until three members have been designated.  Unless and
until that vacancy is filled, the Plan Advisory Committee will
function with reduced membership.

The Plan Advisory Committee will be tasked to advise and approve
the actions of the plan administrator.  John Ray III will serve
as the Plan Administrator for each of the Debtors, the
reorganized Debtors and the liquidating Debtors.  He is entitled
to receive compensation for his services and reimbursement for
his necessary expenses.

                Treatment of Unclassified Claims

The Plan provides for the treatment of administrative expense
claims, priority tax claims and professional claims.

  * Holders of an allowed administrative expense claim will
    receive cash equal to the unpaid portion of that claim, or
    other treatment upon agreement by the Debtors and the
    claim holders.

  * At the option of each Debtor, the holder of an allowed
    priority tax claim will (i) receive cash in an amount equal
    to its claim on the later of the effective date of the Plan,
    or the date that claim is allowed; (ii) equal annual
    installment payments in cash of a total value on the
    Effective Date equal to the allowed amount of that claim,
    over a period not exceeding five years after January 14,
    2009, and in a manner not less favorable than the most
    favored non-priority unsecured claim provided for by
    the Plan; or (iii) other treatment agreed to by the holder
    of the allowed priority tax claim and the concerned Debtor.

  * Professional claims will be paid in full and in cash on the
    date the order granting such award becomes a final order; or
    on other terms as may be mutually agreed upon by the
    claimant and the Debtor obligated to pay the allowed claim.

             Classification of Claims and Interests

The Plan also classifies claims against, and interests in, each
Debtor entity for all purposes, including voting and distribution
pursuant to the Plan:

A.  Nortel Networks Inc.

Class  Designation              Impairment  Entitlement to Vote
-----  -----------              ----------  --------------------
1    Priority Non-Tax Claims  Unimpaired  No (deemed to accept)
2    Secured Claims           Unimpaired  No (deemed to accept)
3    General Unsecured Claims Impaired    Yes
4    Subordinated Claims      Impaired    No (deemed to reject)
5A   NNI Interests            Impaired    No (deemed to reject)
5B   NNI Interests Securities Impaired    No (deemed to reject)
      Fraud Claims

B.  Nortel Networks (CALA) Inc.

Class  Designation              Impairment  Entitlement to Vote
-----  -----------              ----------  --------------------
1    Priority Non-Tax Claims  Unimpaired  No (deemed to accept)
2    Secured Claims           Unimpaired  No (deemed to accept)
3    General Unsecured Claims Impaired    Yes
4    Subordinated Claims      Impaired    No (deemed to reject)
5A   NNCALA Interests         Impaired    No (deemed to reject)
5B   NNCALA Interests         Impaired    No (deemed to reject)
      Securities Fraud Claims

C.  Nortel Networks Capital Corporation

Class  Designation              Impairment  Entitlement to Vote
-----  -----------              ----------  --------------------
1    Priority Non-Tax Claims  Unimpaired  No (deemed to accept)
2    Secured Claims           Unimpaired  No (deemed to accept)
3    General Unsecured Claims Impaired    Yes
4    Subordinated Claims      Impaired    No (deemed to reject)
5A   NNCC Interests           Impaired    No (deemed to reject)
5B   NNCC Interests           Impaired    No (deemed to reject)
      Securities Fraud Claims

D.  Nortel Altsystems Inc.

Class  Designation              Impairment  Entitlement to Vote
-----  -----------              ----------  --------------------
1    Priority Non-Tax Claims  Unimpaired  No (deemed to accept)
2    Secured Claims           Unimpaired  No (deemed to accept)
3    General Unsecured Claims Impaired    Yes
4    Subordinated Claims      Impaired    No (deemed to reject)
5A   Nortel Alt Interests     Impaired    No (deemed to reject)
5B   Nortel Alt Interests     Impaired    No (deemed to reject)
      Securities Fraud Claims

E.  Nortel Altsystems International Inc.

Class  Designation              Impairment  Entitlement to Vote
-----  -----------              ----------  --------------------
1    Priority Non-Tax Claims  Unimpaired  No (deemed to accept)
2    Secured Claims           Unimpaired  No (deemed to accept)
3    General Unsecured Claims Impaired    Yes
4    Subordinated Claims      Impaired    No (deemed to reject)
5A   N. Altsystems Interests  Impaired    No (deemed to reject)
5B   N. Altsystems Interests  Impaired    No (deemed to reject)
      Securities Fraud Claims

F.  Xros Inc.

Class  Designation              Impairment  Entitlement to Vote
-----  -----------              ----------  --------------------
1    Priority Non-Tax Claims  Unimpaired  No (deemed to accept)
2    Secured Claims           Unimpaired  No (deemed to accept)
3    General Unsecured Claims Impaired    Yes
4    Subordinated Claims      Impaired    No (deemed to reject)
5A   Xros Interests           Impaired    No (deemed to reject)
5B   Xros Interests           Impaired    No (deemed to reject)
      Securities Fraud Claims

G.  Sonoma Systems

Class  Designation              Impairment  Entitlement to Vote
-----  -----------              ----------  --------------------
1    Priority Non-Tax Claims  Unimpaired  No (deemed to accept)
2    Secured Claims           Unimpaired  No (deemed to accept)
3    General Unsecured Claims Impaired    Yes
4    Subordinated Claims      Impaired    No (deemed to reject)
5A   Sonoma Interests         Impaired    No (deemed to reject)
5B   Sonoma Interests         Impaired    No (deemed to reject)
      Securities Fraud Claims

H.  Qtera Corporation

Class  Designation              Impairment  Entitlement to Vote
-----  -----------              ----------  --------------------
1    Priority Non-Tax Claims  Unimpaired  No (deemed to accept)
2    Secured Claims           Unimpaired  No (deemed to accept)
3    General Unsecured Claims Impaired    Yes
4    Subordinated Claims      Impaired    No (deemed to reject)
5A   Qtera Interests          Impaired    No (deemed to reject)
5B   Qtera Interests          Impaired    No (deemed to reject)
      Securities Fraud Claims

I.  CoreTek Inc.

Class  Designation              Impairment  Entitlement to Vote
-----  -----------              ----------  --------------------
1    Priority Non-Tax Claims  Unimpaired  No (deemed to accept)
2    Secured Claims           Unimpaired  No (deemed to accept)
3    General Unsecured Claims Impaired    Yes
4    Subordinated Claims      Impaired    No (deemed to reject)
5A   CoreTek Interests        Impaired    No (deemed to reject)
5B   CoreTek Interests        Impaired    No (deemed to reject)
      Securities Fraud Claims

J.  Nortel Networks Applications Management Solutions Inc.

Class  Designation              Impairment  Entitlement to Vote
-----  -----------              ----------  --------------------
1    Priority Non-Tax Claims  Unimpaired  No (deemed to accept)
2    Secured Claims           Unimpaired  No (deemed to accept)
3    General Unsecured Claims Impaired    Yes
4    Subordinated Claims      Impaired    No (deemed to reject)
5A   NN Application Interests Impaired    No (deemed to reject)
5B   NN Application Interests Impaired    No (deemed to reject)
      Securities Fraud Claims

K.  Nortel Networks Optical Components Inc.

Class  Designation              Impairment  Entitlement to Vote
-----  -----------              ----------  --------------------
1    Priority Non-Tax Claims  Unimpaired  No (deemed to accept)
2    Secured Claims           Unimpaired  No (deemed to accept)
3    General Unsecured Claims Impaired    Yes
4    Subordinated Claims      Impaired    No (deemed to reject)
5A   NN Optical Interests     Impaired    No (deemed to reject)
5B   NN Optical Interests     Impaired    No (deemed to reject)
      Securities Fraud Claims

L.  Nortel Networks HPOCS Inc.

Class  Designation              Impairment  Entitlement to Vote
-----  -----------              ----------  --------------------
1    Priority Non-Tax Claims  Unimpaired  No (deemed to accept)
2    Secured Claims           Unimpaired  No (deemed to accept)
3    General Unsecured Claims Impaired    Yes
4    Subordinated Claims      Impaired    No (deemed to reject)
5A   NN HPOCS Interests       Impaired    No (deemed to reject)
5B   NN HPOCS Interests       Impaired    No (deemed to reject)
      Securities Fraud Claims

M.  Architel Systems (U.S.) Corporation

Class  Designation              Impairment  Entitlement to Vote
-----  -----------              ----------  --------------------
1    Priority Non-Tax Claims  Unimpaired  No (deemed to accept)
2    Secured Claims           Unimpaired  No (deemed to accept)
3    General Unsecured Claims Impaired    Yes
4    Subordinated Claims      Impaired    No (deemed to reject)
5A   Architel Interests       Impaired    No (deemed to reject)
5B   Architel Interests       Impaired    No (deemed to reject)
      Securities Fraud Claims

N.  Nortel Networks International Inc.

Class  Designation              Impairment  Entitlement to Vote
-----  -----------              ----------  --------------------
1    Priority Non-Tax Claims  Unimpaired  No (deemed to accept)
2    Secured Claims           Unimpaired  No (deemed to accept)
3    General Unsecured Claims Impaired    Yes
4    Subordinated Claims      Impaired    No (deemed to reject)
5A   NNII Interests           Impaired    No (deemed to reject)
5B   NNII Interests           Impaired    No (deemed to reject)
      Securities Fraud Claims

O.  Northern Telecom International Inc.

Class  Designation              Impairment  Entitlement to Vote
-----  -----------              ----------  --------------------
1    Priority Non-Tax Claims  Unimpaired  No (deemed to accept)
2    Secured Claims           Unimpaired  No (deemed to accept)
3    General Unsecured Claims Impaired    Yes
4    Subordinated Claims      Impaired    No (deemed to reject)
5A   NTI Interests            Impaired    No (deemed to reject)
5B   NTI Interests            Impaired    No (deemed to reject)
      Securities Fraud Claims

P.  Nortel Networks Cable Solutions Inc.

Class  Designation              Impairment  Entitlement to Vote
-----  -----------              ----------  --------------------
1    Priority Non-Tax Claims  Unimpaired  No (deemed to accept)
2    Secured Claims           Unimpaired  No (deemed to accept)
3    General Unsecured Claims Impaired    Yes
4    Subordinated Claims      Impaired    No (deemed to reject)
5A   NN Cable Interests       Impaired    No (deemed to reject)
5B   NN Cable Interests       Impaired    No (deemed to reject)
      Securities Fraud Claims

Holders of Class 1 Allowed Priority Non-Tax Claims will be paid
in cash in an amount equal to the allowed amount of their claims.

Allowed Class 2 Secured Claims will be satisfied either by cash
payments; sale or disposition proceeds of the Collateral securing
the claims; surrender of the Collateral securing the claims; or
other treatment that leave unaltered the rights of the holder of
the Allowed Secured Claims.

Holders of Class 3 General Unsecured Claims will receive their
pro rata share of creditor proceeds.

Holders of Allowed Class 4 Subordinated Claims will not receive
or retain any interest or property under the Plan, provided that
in the event Allowed Claims in Classes 1 through 3 have been
satisfied in full, holders of Class 4 Claims will receive their
pro rata share of any remaining creditors proceeds.

All Class 5 Interests in the Debtors will be cancelled on the
Plan Effective Date.

A full-text copy of the Nortel Joint Chapter 11 Plan is available
for free at http://bankrupt.com/misc/Nortel_Chapter11plan.pdf

                   Disclosure Statement Deadline

The U.S. Bankruptcy Court for the District of Delaware gave
Nortel Networks Inc. and its affiliated debtors until
September 3, 2010, to file a disclosure statement in connection
with a Chapter 11 plan the Debtors intend to file soon.

                       About Nortel Networks

Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/--
delivers communications capabilities that make the promise of
Business Made Simple a reality for the Company's customers.  The
Company's next-generation technologies, for both service provider
and enterprise networks, support multimedia and business-critical
applications.  Nortel's technologies are designed to help
eliminate the barriers to efficiency, speed and performance by
simplifying networks and connecting people to the information they
need, when they need it.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young was appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.

The Monitor sought recognition of the CCAA Proceedings in the U.S.
by filing a bankruptcy petition under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10164).  Mary Caloway,
Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney
PC, in Wilmington, Delaware, serves as the Chapter 15 petitioner's
counsel.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138).
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

Certain of Nortel's European subsidiaries also made consequential
filings for creditor protection.  The Nortel Companies related in
a press release that Nortel Networks UK Limited and certain
subsidiaries of the Nortel group incorporated in the EMEA region
have each obtained an administration order from the English High
Court of Justice under the Insolvency Act 1986.  The applications
were made by the EMEA Subsidiaries under the provisions of the
European Union's Council Regulation (EC) No. 1346/2000 on
Insolvency Proceedings and on the basis that each EMEA
Subsidiary's centre of main interests is in England.  Under the
terms of the orders, representatives of Ernst & Young LLP have
been appointed as administrators of each of the EMEA Companies and
will continue to manage the EMEA Companies and operate their
businesses under the jurisdiction of the English Court and in
accordance with the applicable provisions of the Insolvency Act.

Several entities, particularly, Nortel Government Solutions
Incorporated have material operations and are not part of the
bankruptcy proceedings.

As of September 30, 2008, Nortel Networks Corp. reported
consolidated assets of US$11.6 billion and consolidated
liabilities of US$11.8 billion.  The Nortel Companies' U.S.
businesses are primarily conducted through Nortel Networks Inc.,
which is the parent of majority of the U.S. Nortel Companies.  As
of September 30, 2008, NNI had assets of about US$9 billion and
liabilities of US$3.2 billion, which do not include NNI's
guarantee of some or all of the Nortel Companies' about
US$4.2 billion of unsecured public debt.

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


NORTEL NETWORKS: Asked by Regulator to Back U.K. Pension Fund
-------------------------------------------------------------
A determination panel of the U.K. Pensions Regulator handed down
a ruling to issue a financial support direction against 25
companies in Nortel group in Canada, U.S., Europe and Africa.

The FSD would require the companies within the Nortel Group to
provide financial support up to GBP2.1 billion for the Nortel
Networks UK Pension Plan.  The determination panel found it
reasonable to impose the FSD on the target companies after the
employer of the Nortel Networks UK Pension Plan was found to be
"insufficiently resourced," according to a July 8, 2010 statement
from the UK Pensions Regulator.

The Nortel Pension Plan had allegedly been left underfunded after
the employer, Nortel Networks UK Limited (NNUK), entered
administration in January 2009.  There are about 42,000 members
of the scheme.

The UK Regulator said that in the 12 years prior to 2002, the
Nortel Group benefited by paying little or no contributions to
the pensions scheme, and further benefited from the failure of
the controlling parent companies to address the deficit from 2002
onwards.

June Mulroy, the Pensions Regulator's executive director for
delivery, welcomed the panel's decision.

"It makes clear that companies within the Nortel group benefited
from both the activities of Nortel Networks UK and from the
failure by the controlling Canadian companies to allow the UK
company to repair the sizeable pension deficit," Mr. Mulroy said
in a July 8 statement.

"The FSD is a UK regulatory process and is not an attempt to
enforce outside of the Canadian or US insolvency processes.  It
provides certainty over the size of the pension debt for the
courts and those supervising the Nortel insolvencies," Mr. Mulroy
further said.

Ernst & Young, administrator to Nortel, countered that it does
not accept the panel's findings and intends to defend Nortel's
positions, The Financial Times reported.

Jonathon Land, business recovery services partner at
PricewaterhouseCoopers, who has advised Nortel's pension fund
trustees throughout the company's two-year case, said the
decision by the UK Regulator could prove significant in the
trustees' fight for a share of Nortel's money, according to a
report by U.K.'s The Independent newspaper.  "The pensions
regulator has made the right decision under the circumstances,
particularly given the size of Nortel's pension deficit,"
Independent quoted Mr. Land as saying.

Earlier, the U.S. Bankruptcy Court blocked the pension plan's
trustees and The Board of the Pension Protection Fund from
participating in the U.K. Regulator's administrative case to
recover GBP2.1 billion because it would violate the automatic
stay.  The pension trustees and the PPF eventually filed an
appeal though the matter has yet to reach the hearing stage.

The Ontario Superior Court of Justice, which handles the
insolvency cases of Canada-based Nortel Networks Corp. and its
affiliates, has declared that the FSD process breaches the stay
under the Companies Creditors Arrangement Act and ordered that
any outcome of it will be null and void in the insolvency cases.

Although the Ontario Court of Appeals recently dismissed the UK
Regulator's appeal against the Canadian Court's ruling, it stated
that this should not preclude the trustees or PPF from making a
claim in the Canadian Court.

The parties have 28 days from the date of the determination to
appeal by making a reference to the Tax and Chancery Chamber of
the Upper Tribunal.  The FSD will be issued 28 days after
June 25, 2010, if no reference is made.

                       About Nortel Networks

Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/--
delivers communications capabilities that make the promise of
Business Made Simple a reality for the Company's customers.  The
Company's next-generation technologies, for both service provider
and enterprise networks, support multimedia and business-critical
applications.  Nortel's technologies are designed to help
eliminate the barriers to efficiency, speed and performance by
simplifying networks and connecting people to the information they
need, when they need it.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young was appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.

The Monitor sought recognition of the CCAA Proceedings in the U.S.
by filing a bankruptcy petition under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10164).  Mary Caloway,
Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney
PC, in Wilmington, Delaware, serves as the Chapter 15 petitioner's
counsel.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138).
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

Certain of Nortel's European subsidiaries also made consequential
filings for creditor protection.  The Nortel Companies related in
a press release that Nortel Networks UK Limited and certain
subsidiaries of the Nortel group incorporated in the EMEA region
have each obtained an administration order from the English High
Court of Justice under the Insolvency Act 1986.  The applications
were made by the EMEA Subsidiaries under the provisions of the
European Union's Council Regulation (EC) No. 1346/2000 on
Insolvency Proceedings and on the basis that each EMEA
Subsidiary's centre of main interests is in England.  Under the
terms of the orders, representatives of Ernst & Young LLP have
been appointed as administrators of each of the EMEA Companies and
will continue to manage the EMEA Companies and operate their
businesses under the jurisdiction of the English Court and in
accordance with the applicable provisions of the Insolvency Act.

Several entities, particularly, Nortel Government Solutions
Incorporated have material operations and are not part of the
bankruptcy proceedings.

As of September 30, 2008, Nortel Networks Corp. reported
consolidated assets of US$11.6 billion and consolidated
liabilities of US$11.8 billion.  The Nortel Companies' U.S.
businesses are primarily conducted through Nortel Networks Inc.,
which is the parent of majority of the U.S. Nortel Companies.  As
of September 30, 2008, NNI had assets of about US$9 billion and
liabilities of US$3.2 billion, which do not include NNI's
guarantee of some or all of the Nortel Companies' about
US$4.2 billion of unsecured public debt.

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


NORTEL NETWORKS: CALA Has Plan Exclusivity Until January 2011
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware gave
Nortel Networks (CALA) Inc. until January 13, 2011, to file its
Chapter 11 plan, and to solicit votes for that plan through
March 13, 2011.

                       About Nortel Networks

Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/--
delivers communications capabilities that make the promise of
Business Made Simple a reality for the Company's customers.  The
Company's next-generation technologies, for both service provider
and enterprise networks, support multimedia and business-critical
applications.  Nortel's technologies are designed to help
eliminate the barriers to efficiency, speed and performance by
simplifying networks and connecting people to the information they
need, when they need it.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young was appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.

The Monitor sought recognition of the CCAA Proceedings in the U.S.
by filing a bankruptcy petition under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10164).  Mary Caloway,
Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney
PC, in Wilmington, Delaware, serves as the Chapter 15 petitioner's
counsel.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138).
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

Certain of Nortel's European subsidiaries also made consequential
filings for creditor protection.  The Nortel Companies related in
a press release that Nortel Networks UK Limited and certain
subsidiaries of the Nortel group incorporated in the EMEA region
have each obtained an administration order from the English High
Court of Justice under the Insolvency Act 1986.  The applications
were made by the EMEA Subsidiaries under the provisions of the
European Union's Council Regulation (EC) No. 1346/2000 on
Insolvency Proceedings and on the basis that each EMEA
Subsidiary's centre of main interests is in England.  Under the
terms of the orders, representatives of Ernst & Young LLP have
been appointed as administrators of each of the EMEA Companies and
will continue to manage the EMEA Companies and operate their
businesses under the jurisdiction of the English Court and in
accordance with the applicable provisions of the Insolvency Act.

Several entities, particularly, Nortel Government Solutions
Incorporated have material operations and are not part of the
bankruptcy proceedings.

As of September 30, 2008, Nortel Networks Corp. reported
consolidated assets of US$11.6 billion and consolidated
liabilities of US$11.8 billion.  The Nortel Companies' U.S.
businesses are primarily conducted through Nortel Networks Inc.,
which is the parent of majority of the U.S. Nortel Companies.  As
of September 30, 2008, NNI had assets of about US$9 billion and
liabilities of US$3.2 billion, which do not include NNI's
guarantee of some or all of the Nortel Companies' about
US$4.2 billion of unsecured public debt.

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


NORTEL NETWORKS: Completes Sale of LG-Nortel to Ericsson
--------------------------------------------------------
Nortel Networks Ltd. has completed the sale of its stake in LG-
Nortel Co. Ltd., the company's Korean joint venture with LG
Electronics Inc.

NNL, a subsidiary of Nortel Networks Corp., sold its 50% plus 1
share interest in LG-Nortel to Telefonaktiebolaget LM Ericsson
(Publ) for US$242 million in cash.

"The completion of this acquisition significantly expands our
position in Korea and shows our commitment to the market," Mats
Olsson, President of Ericsson China and North East Asia, said in
a June 30, 2010 statement.

"The skill and experience from the LG-Nortel employees will be
key to continue to provide leading technology and services to our
customers," he said.

In a related statement, Paul House, the outgoing Chairman of the
Board of LG-Nortel, said that LG-Nortel "is now in excellent
hands with Ericsson as the new majority shareholder."

Nortel does not expect that NNC's or NNL's shareholders will
receive any value from the creditor protection proceedings and
expects that the proceedings will result in the cancellation of
those equity interests, the statement noted.

LG-Nortel was established in 2005 through the contribution by LG
Electronics of its telecommunications systems business and by
Nortel of its Korean distribution business.  The focus of the
joint venture has been to develop and market large scale
telecommunications systems such as code division multiple access
(CDMA) for telecom service providers in Korea as well as
enterprise products and services.  In 2009, the joint venture
generated about US$650 million of sales and had 1,300 employees.

The joint venture includes important contracts with Korean
operators, which include KT, LG Telecom and SK Telecom.

                       About Nortel Networks

Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/--
delivers communications capabilities that make the promise of
Business Made Simple a reality for the Company's customers.  The
Company's next-generation technologies, for both service provider
and enterprise networks, support multimedia and business-critical
applications.  Nortel's technologies are designed to help
eliminate the barriers to efficiency, speed and performance by
simplifying networks and connecting people to the information they
need, when they need it.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young was appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.

The Monitor sought recognition of the CCAA Proceedings in the U.S.
by filing a bankruptcy petition under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10164).  Mary Caloway,
Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney
PC, in Wilmington, Delaware, serves as the Chapter 15 petitioner's
counsel.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138).
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

Certain of Nortel's European subsidiaries also made consequential
filings for creditor protection.  The Nortel Companies related in
a press release that Nortel Networks UK Limited and certain
subsidiaries of the Nortel group incorporated in the EMEA region
have each obtained an administration order from the English High
Court of Justice under the Insolvency Act 1986.  The applications
were made by the EMEA Subsidiaries under the provisions of the
European Union's Council Regulation (EC) No. 1346/2000 on
Insolvency Proceedings and on the basis that each EMEA
Subsidiary's centre of main interests is in England.  Under the
terms of the orders, representatives of Ernst & Young LLP have
been appointed as administrators of each of the EMEA Companies and
will continue to manage the EMEA Companies and operate their
businesses under the jurisdiction of the English Court and in
accordance with the applicable provisions of the Insolvency Act.

Several entities, particularly, Nortel Government Solutions
Incorporated have material operations and are not part of the
bankruptcy proceedings.

As of September 30, 2008, Nortel Networks Corp. reported
consolidated assets of US$11.6 billion and consolidated
liabilities of US$11.8 billion.  The Nortel Companies' U.S.
businesses are primarily conducted through Nortel Networks Inc.,
which is the parent of majority of the U.S. Nortel Companies.  As
of September 30, 2008, NNI had assets of about US$9 billion and
liabilities of US$3.2 billion, which do not include NNI's
guarantee of some or all of the Nortel Companies' about
US$4.2 billion of unsecured public debt.

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


N.Y. RACING: May Need 2nd Reorganization, DiNapoli Says
-------------------------------------------------------
The New York Racing Association is facing financial insolvency in
2011 if revenues from the video lottery terminal racino at
Aqueduct Race Track fail to materialize and expenses are not
curtailed, according to an audit released July 12 by State
Comptroller Thomas P. DiNapoli.  Mr. DiNapoli announced that he is
putting auditors on-site at NYRA to provide intensive monitoring
of its fiscal condition and efforts to restructure operations.

"NYRA is still on very shaky financial ground," Mr. DiNapoli said.
"After declaring bankruptcy and getting bailed out by taxpayers,
NYRA continued business as usual for too long.  There's too much
at stake to let NYRA continue its fiscal mismanagement.  My
auditors will begin real-time auditing of NYRA's books.

"The state also has to live up to its end of the deal.  But it
looks like the selection of a VLT operator for Aqueduct is still
an open question.  When you start with six potential bidders and
end up with only one, it begs the question of how the process was
handled and whether the state can actually close the deal. The
fact is NYRA can't make it long without significant restructuring
and revenues from VLTs."

The audit examined NYRA's financial condition as of May 20, 2010
and operations from September 12, 2008 to March 31, 2010.
Mr. DiNapoli had to use his subpoena power to force NYRA to turn
over financial records after it initially refused to give
DiNapoli's auditors access to NYRA records.

Mr. DiNapoli's auditors verified that NYRA would not have had
sufficient cash to run track operations by early June without
external financing.  On May 24, the Legislature approved a $25
million loan for NYRA. Auditors determined that the $25 million
loan should enable NYRA to continue operations through the end of
the state fiscal year.

Auditors identified several reasons for NYRA's continued financial
troubles including:

    * After emerging from bankruptcy in 2008, NYRA continued
      spending more than it was taking in rather than
      restructuring its operations.  NYRA incurred an operating
      deficit of $8.9 million in 2009 and is projecting a
      $19 million deficit in 2010;

    * NYRA has not received more than $47 million in expected
      revenue: $30 million from the VLTs at Aqueduct and more than
      $17 million from the bankrupt New York City Off-Track
      Betting Corporation; and

    * Most of NYRA's revenue is generated from wagers on horse
      races, which declined by 13.2 percent from $2.56 billion to
      $2.22 billion between 2006 to 2009.

Auditors found that NYRA finally began to identify significant
spending reductions in February 2010, more than a year after it
declared bankruptcy and only after the Aqueduct VLT contract was
rejected.  NYRA reduced purses for some races and laid off 12
professional staff, for a total annual savings of $5 million. NYRA
also plans to close the Aqueduct training facility for a savings
of about $3.5 million, as well as a back stretch security barn
saving another $1.2 million annually.

DiNapoli's audit identified an additional $1.2 million in
immediate savings opportunities for NYRA.  Auditors noted that
while NYRA cannot balance its books alone with cuts, there are
steps the organization must take to reduce costs long-term,
including:

    * Since emerging from bankruptcy, NYRA's overall payroll costs
      increased by $1.9 million to $69.2 million.  Seven executive
      staff make from $255,000 up to $460,000.  NYRA has not
      performed a formal staffing analysis to determine the
      optimal number of employees and salaries for its operations;

    * NYRA spent more than $6 million on contracts for personal
      and miscellaneous services.  NYRA did not justify the need
      for or price of these contracts so it is unclear whether
      some of these contracts were necessary; and

    * NYRA spent $900,000 to transport horses between tracks at no
      cost to the trainers or owners.  NYRA should evaluate
      whether, and to what extent, the practice of transporting
      horses between NYRA tracks at no cost is necessary for NYRA
      to remain competitive and, depending on the results of the
      evaluation, consider either charging a fee for the service
      or discontinuing it.

Mr. DiNapoli's auditors will be on-site at NYRA in the near future
and will routinely issue reports on NYRA's real-time fiscal
condition.

NYRA generally agrees with the audit findings but cites that it
reduced operating expenses by 2.2 percent between 2008 and 2010
and operating expenses for 2010 are below those projected in the
bankruptcy reorganization plan. NYRA's full response is included
in the audit.

                           About NYRA

Based in Jamaica, New York, The New York Racing Association
Inc. aka NYRA -- http://www.nyra.com/-- operates racing tracks in
Aqueduct, Belmont Park and Saratoga.

NYRA filed for Chapter 11 protection on Nov. 2, 2006 (Bankr.
S.D.N.Y. Case No. 06-12618).  It emerged from bankruptcy two years
later.  When the Debtor sought protection from its creditors, it
listed assets of $153 million and debts of $310 million.


N.Y.C. OFF-TRACK: Commission Spat Could go to State Board
---------------------------------------------------------
A judge is weighing whether to allow racetrack owners Finger Lakes
Racing Association and Empire Resorts Inc. to go to a state racing
board with contract-related disputes over New York City Off-Track
Betting Corp.'s alleged failure to pay certain commissions,
Bankruptcy Law360 reports.

                           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.


ORLANDO OPERA: Props, Assets Used at Harry Potter Theme Park
------------------------------------------------------------
Jacqueline Palank at Dow Jones Daily Bankruptcy Review reports
that the props from the bankrupt Orlando Opera Co. are getting a
new life as decor in Universal Studios' newly opened Harry Potter
theme park.  The Harry Potter theme park at the Universal Studio
Resort had its grand opening on June 18.

The Orlando Opera Co. filed for Chapter 7 bankruptcy in June 2009,
less than two months after its board of directors voted to stop
the music after its cash dried up.  According to Dow Jones, the
opera company said its only liability was the $200,000 its
subscribers spent on the 2009-2010 season before its cancellation;
the company said it would put the proceeds from the sale of its
props and other assets toward that debt.

According to the Orlando Sentinel, the trunks, tables, lanterns
and cauldrons, that props master Chris Carpenter spent 35 years
building and collecting were sold last summer as part of the opera
company's bankruptcy liquidation.  Among the buyers was a
Universal Studios unit, which, court papers show, picked up the
props for $1,800.  They now can be found within The Wizarding
World of Harry Potter, the Orlando theme park.


PENDLETON APARTMENTS: Section 341(a) Meeting Scheduled for Aug. 24
------------------------------------------------------------------
The U.S. Trustee for Region 7 will convene a meeting of Pendleton
Apartments Ltd.'s creditors on August 24, 2010, at 10:00 a.m.  The
meeting will be held at Suite 3401, 515 Rusk Ave, Houston, TX
77002.

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.

Houston, Texas-based Pendleton Apartments Ltd. filed for Chapter
11 bankruptcy protection on July 2, 2010 (Bankr. S.D. Tex. Case
No. 10-35530).  Kimberly Anne Bartley, Esq., at Waldron &
Schneider, LLP, assists the Company in its restructuring effort.
The Company listed $21,538,928 in assets and $20,445,946 in
liabilities.


PENDLETON APARTMENTS: Wants Waldron & Schneider as Bankr. Counsel
-----------------------------------------------------------------
Pendleton Apartments, Ltd., has asked for authorization from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
Waldron & Schneider, L.L.P., as bankruptcy counsel.

Waldron & Schneider will:

     (a) assist the Debtor in the counseling and professional
         advice regarding continued operation of its business and
         management of its property and duties and
         responsibilities as a Debtor;

     (b) assist the Debtor in preparing on behalf of Debtor all
         necessary applications, notices, answers, adversaries,
         orders, reports and other legal papers;

     (c) assist the Debtor in negotiation of a Plan satisfactory
         to parties in interest, and to prepare a Disclosure
         Statement which will be submitted to parties in interest;
         And

     (d) assist to Debtor in performing all other legal services
         for Debtor which may be necessary and appropriate.

The Debtor and Waldron & Schneider didn't disclose how Waldron &
Schneider will be paid for its services.

Kimberly A. Bartley, Esq., an attorney at Waldron & Schneider,
assures the Court that the firm is "disinterested" as that term is
defined in Section 101(14) of the Bankruptcy Code.

Houston, Texas-based Pendleton Apartments Ltd. filed for Chapter
11 bankruptcy protection on July 2, 2010 (Bankr. S.D. Tex. Case
No. 10-35530).  The Company listed $21,538,928 in assets and
$20,445,946 in liabilities.


RADIENT PHARMACEUTICALS: Enters Letter of Intent with Provista
--------------------------------------------------------------
Radient Pharmaceuticals Corporation entered into a Letter of
Intent with Provista Diagnostics Inc., a Nevada development
company offering laboratory services meeting the Clinical
Laboratory Improvement Act guidelines, with whom the company
intends to acquire if its respective due diligence searches are
successfully completed.

The company said, "Provista has all of the rights and patents and
trademarks for several diagnostic technologies that we believe
will strengthen and complement our business.  These technologies
include a diagnostic blood test for Alzheimers, Breast Cancer,
dementia and other women's cancers. We have a Confidentiality
Agreement with Provista, which shall survive the expiration or
termination of the LOI."

"Pursuant to the LOI, Provista will become our wholly owned
subsidiary.  The valuation of each company shall be determined by
a professional independent valuation company.  The owners of
Provista will exchange all of their shares for a to be determined
percentage of our shares of common stock based upon the valuation
of the companies.  Provista's management will also place a portion
of the shares they receive in escrow; the shares shall be released
when Provista meets certain performance targets, which will be
based on the forecasts provided to us and used to determine
Provista's valuation.  The escrowed shares shall be returned to us
for cancellation if the performance targets are not met.  The
Letter of Intent also provides for each company to nominate three
members to the subsidiary's board of directors; those six members
will appoint three additional members so that the final board
meets the NYSE Amex's independent requirements.  The parties also
agreed to approve an incentive plan.

"The closing of the Transaction is subject to customary closing
conditions, including our shareholder's approving the acquisition
and the satisfactory results of additional legal and operational
due diligence of both companies.  The parties have sixty days to
complete their due diligence and agree to close the acquisition
within the following ninety days, unless mutually extended to
receive the required shareholder approval.  If the conditions to
be satisfied are not fully met in a timely fashion, the
acquisition contemplated by the LOI may not occur.

"In consideration of the undertakings we are taking pursuant to
the LOI, Provista agreed not to solicit or embark on any other
mergers or acquisitions without our permission during the sixty
day due diligence period.  This stand still agreement shall expire
at the end of the due diligence period, unless the parties are
satisfied with their due diligence searches and the stand still
agreement automatically extends for the ninety days during which
the parties negotiate the terms of the acquisition.  The stand
still agreement shall be of no further force or effect if the
discussions are terminated in good faith following the due
diligence period.

A full-text copy of the Letter of Intent is available for free at
http://ResearchArchives.com/t/s?6668

                About Radient Pharmaceuticals

Headquartered in Tustin, Calif., Radient Pharmaceuticals
Corporation -- http://www.Radient-Pharma.com/-- is an integrated
pharmaceutical company devoted to the research, development,
manufacturing, and marketing of diagnostic, and premium skin care
products.

                          *     *     *

As reported in the Troubled Company Reporter on April 19, 2010,
KMJ Corbin & Company LLP, in Costa Mesa, Calif., expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
has incurred a significant operating loss and negative cash flows
from operations in 2009 and has a working capital deficit of
roughly $4.2 million at December 31, 2009.


RIVIERA HOLDINGS: Files Prepack with Stock and Debt for Lenders
---------------------------------------------------------------
Bill Rochelle at Bloomberg News reports that Riviera Holdings
Corp. filed with its Chapter 11 petition a reorganization plan
where secured lenders will receive new debt and stock.  The Plan
was negotiated with holders of more than two thirds of secured
debt totaling over $275 million, including a $225 million term
loan, unpaid interest, and amounts owing on a swap agreement.

According to the report, Starwood Capital Group LLC announced in
March that it was the leader of a group that bought control of the
secured debt.  The proposed disclosure statement accompanying the
Plan doesn't indicate the percentage recovery the lenders can
expect.  General unsecured creditors are to be paid in full so
long as claims in the class as a whole don't exceed $3 million.

Bloomberg continues that the Plan calls for secured lenders to
receive a new $50 million term loan plus 80% of the new stock.
Lenders who provide $20 million in a new money loan will receive
8% of the new stock plus warrants for another 10%.  Creditors who
provide a $10 million working capital loan are to receive 7% of
the new stock.  The last 5% of the new stock goes to the lenders
in return for providing a backstop insuring availability of the
$30 million in loans.  Existing shareholders are to receive
nothing.

                      About Riviera Holdings

The Company, through its wholly-owned subsidiary, Riviera
Operating Corporation, owns and operates the Riviera Hotel &
Casino located in Las Vegas, Nevada, which consists of a hotel
comprised of five towers with 2,075 guest rooms, including 177
suites, and which has traditional Las Vegas-style gaming,
entertainment and other amenities.

The Company, through its wholly-owned subsidiary, Riviera Black
Hawk, Inc., owns and operates the Riviera Black Hawk Casino, a
casino in Black Hawk, Colorado and has various non-gaming
amenities, including parking, buffet-styled restaurant,
delicatessen, a casino bar and a ballroom.

Riviera Holdings together with two affiliates filed for Chapter 11
on July 12 in Las Vegas, Nevada (Bankr. D. Nev. Case No. 10-
22910).  Riviera Holdings' petition listed assets and debts of
$100 million to $500 million.  Attorneys at Gordon Silver
represent the Debtors in the Chapter 11 cases.


RIVIERA HOLDINGS: Case Summary & Lists of Creditors
---------------------------------------------------
Debtor: Riviera Holdings Corporation
        2901 Las Vegas Boulevard South
        Las Vegas, NV 89109

Bankruptcy Case No.: 10-22910

Chapter 11 Petition Date: July 12, 2010

About the Company: The Company, through its wholly-owned
                   subsidiary, Riviera Operating Corporation, owns
                   and operates the Riviera Hotel & Casino located
                   in Las Vegas, Nevada, which consists of a hotel
                   comprised of five towers with 2,075 guest
                   rooms, including 177 suites, and which has
                   traditional Las Vegas-style gaming,
                   entertainment and other amenities.

                   In addition, the Company, through its wholly-
                   owned subsidiary, Riviera Black Hawk, Inc.,
                   owns and operates the Riviera Black Hawk
                   Casino, a casino in Black Hawk, Colorado and
                   has various non-gaming amenities, including
                   parking, buffet-styled restaurant,
                   delicatessen, a casino bar and a ballroom.

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

Judge: Linda B. Riegle

Debtor's Counsel: Thomas H. Fell, Esq.
                  Gordon Silver
                  3960 Howard Hughes Parkway, 9th Floor
                  Las Vegas, NV 89169
                  Tel: (702) 796-5555
                  Fax: (702) 369-2666
                  E-mail: tfell@gordonsilver.com

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

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

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                           Case No.   Petition Date
        ------                           --------   -------------
Riviera Black Hawk, Inc.                 10-22915      07/12/10
  Assets: $50,000,000 to $100,000,000
  Debts: $100,000,000 to $500,000,000
Riviera Operating Corporation            10-22913      07/12/10
  Assets: $10,000,000 to $50,000,000
  Debts: $100,000,000 to $500,000,000

The list of unsecured creditors filed together with Riviera
Holdings' petition does not contain any entry.

The list of 20 largest unsecured creditors filed together with
Riviera Black Hawk's petition is available for free at:

    http://bankrupt.com/misc/nvb10-22915.pdf

The list of 20 largest unsecured creditors filed together with
Riviera Operating's petition is available for free at:

    http://bankrupt.com/misc/nvb10-22913.pdf

The petitions were signed by Tullio Marchionne, secretary.


RUFFIN ROAD: Case Summary & 4 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Ruffin Road Venture Lot 3
        27474 Ynez Road
        Temecula, CA 92591

Bankruptcy Case No.: 10-31628

Chapter 11 Petition Date: July 12, 2010

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

Judge: Meredith A. Jury

Debtor's Counsel: Roger D. Stacy, Esq.
                  3655 Ruffin Road, #210
                  San Diego, CA 92123
                  Tel: (619) 253-8141
                  E-mail: roger@stacylawfirm.com

Estimated Assets: $0 to $50,000

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

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/cacb10-31628.pdf

The petition was signed by Kevin A. Tucker, president.


SAINT VINCENTS: Doctors Challenge Bid to Pay Contractors
--------------------------------------------------------
The U.S. Bankruptcy Court in Manhattan is set to consider St.
Vincent's Hospital's request to pay wages to a group of workers at
a hearing Thursday.

Rachel Feintzeig at Dow Jones Newswires reports that St. Vincent's
request is coming under fire from the medical center's former
interns, residents and fellows, who say the contractors shouldn't
get paid until the physicians get all the benefits they were
promised.  According to the report, members of a union
representing 450 interns, residents and fellows of the shuttered
Greenwich Village hospital have already received the wages they
earned before the hospital's April bankruptcy filing, in addition
to severance payments.  But a move by the hospital to distribute
similar funds to the 46 contractors who provide services like
physical and occupational therapy to patients at the medical
center's three nursing homes, which are still operating, has
sparked the ire of the physician group.  It insists the
contractors shouldn't receive any funds until the physicians
collect on all of their claims, for things like unused vacation
time, travel expenses and educational materials.

The report relates that St. Vincent's, in its request to pay the
contractors, argues that the contractors are entitled to the "same
measure of stability and confidence" that other of its employee
groups have seen: the payment of pre-bankruptcy wages.

                        About St. Vincents

St. Vincents Catholic Medical Centers returned to bankruptcy court
by filing another Chapter 11 petition April 14, 2010, in New York
(Bankr. S.D.N.Y. Case No. 10-11963).  The new petition listed
assets of $348 million against debt totaling $1.09 billion.

Adam C. Rogoff, Esq., and Kenneth H. Eckstein, Esq., at Kramer
Levin Naftalis & Frankel LLP, represent the Debtor in its Chapter
11 effort.

Although the hospitals emerged from the prior reorganization in
July 2007 with a Chapter 11 plan said to have a "a realistic
chance" of paying all creditors in full, the bankruptcy left the
medical center with more than $1 billion in debt.  The new filing
occurred after a $64 million operating loss in 2009 and the last
potential buyer terminated discussions for taking over the
flagship hospital.

Saint Vincents Catholic Medical Centers -- http://www.svcmc.org/
-- is anchored by St. Vincent's Hospital Manhattan, an academic
medical center located in Greenwich Village and the only emergency
room on the Westside of Manhattan from Midtown to Tribeca, St.
Vincent's Westchester, a behavioral health hospital in Westchester
County, and continuing care services that include two skilled
nursing facilities in Brooklyn, another on Staten Island, a
hospice, and a home health agency serving the Metropolitan New
York area.

Saint Vincent Catholic Medical Centers of New York and six of its
affiliates first filed for Chapter 11 protection on July 5, 2005
(Bankr. S.D.N.Y. Case No. 05-14945 through 05-14951).


SAINT VINCENTS: Seeks Court Help to Evict Tenants
-------------------------------------------------
Rachel Feintzeig at Dow Jones Daily Bankruptcy Review reports that
three tenants -- Margaret Wu, Doris Cato and Raj Raval -- are
refusing to leave St. Vincent's Hospital's Greenwich Village staff
house, according to court papers.  The Sixth Avenue property was
used as a home for medical residents before St. Vincent's closed
its doors in April and began selling off its assets.

Dow Jones says St. Vincent's is seeking the court's help to ensure
that the $67.3 million sale to an entity affiliated with New York
real-estate company Stonehenge Partners Inc. closes as planned --
free of liens, claims and hold-outs hiding in their apartments.

Dow Jones says St. Vincent's first sought to empty the building in
April, insisting that the end of the residents' employment also
marked the end of their housing.  St. Vincent's allowed a select
few to extend their stay through the end of June, as they
scrambled to find alternative living arrangements in the wake of
the hospital's closing, but noted that June 30 was the end of the
line.

"These tenants had clear notice of their June 30th departure
deadline and ample opportunity to vacate their apartments by that
time," the hospital said, according to Dow Jones.

A hearing is scheduled for July 22.

                       About Saint Vincents

St. Vincents Catholic Medical Centers returned to bankruptcy court
by filing another Chapter 11 petition April 14, 2010, in New York
(Bankr. S.D.N.Y. Case No. 10-11963).  The new petition listed
assets of $348 million against debt totaling $1.09 billion.

Adam C. Rogoff, Esq., and Kenneth H. Eckstein, Esq., at Kramer
Levin Naftalis & Frankel LLP, represent the Debtor in its Chapter
11 effort.

Although the hospitals emerged from the prior reorganization in
July 2007 with a Chapter 11 plan said to have a "a realistic
chance" of paying all creditors in full, the bankruptcy left the
medical center with more than $1 billion in debt.  The new filing
occurred after a $64 million operating loss in 2009 and the last
potential buyer terminated discussions for taking over the
flagship hospital.

Saint Vincents Catholic Medical Centers -- http://www.svcmc.org/
-- is anchored by St. Vincent's Hospital Manhattan, an academic
medical center located in Greenwich Village and the only emergency
room on the Westside of Manhattan from Midtown to Tribeca, St.
Vincent's Westchester, a behavioral health hospital in Westchester
County, and continuing care services that include two skilled
nursing facilities in Brooklyn, another on Staten Island, a
hospice, and a home health agency serving the Metropolitan New
York area.

Saint Vincent Catholic Medical Centers of New York and six of its
affiliates first filed for Chapter 11 protection on July 5, 2005
(Bankr. S.D.N.Y. Case No. 05-14945 through 05-14951).


SOUTHEAST TELEPHONE: Lightyear Buying Assets in Chapter 11 Plan
---------------------------------------------------------------
Bill Rochelle at Bloomberg News reports that SouthEast Telephone
Inc. is slated for sale to Lightyear Network Solutions Inc. under
a reorganization plan.  A hearing for approval of a disclosure
statement explaining the plan is scheduled for July 16.

Under the Plan, Lightyear, according to the Bloomberg report, will
pay $560,000 cash toward the costs of SouthEast's Chapter 11 case
and transfer 200,000 of its shares to SouthEast's existing equity
holders.  Lightyear will also assume $3.77 million in secured
debt.

Pikeville, Kentucky-based SouthEast Telephone, Inc., operates a
telecommunication business.  The Company filed for Chapter 11 on
Sept. 28, 2009 (Bankr. E.D. Ky. Case No. 09-70731).  Jamie L.
Harris, Esq., and Laura Day DelCotto, Esq., at Wise DelCotto PLLC,
represent the Debtor in its restructuring effort.  In the Debtor's
schedules, it said it has assets of at least $15,573,655, and
total debts of $31,423,707.


SPARKLEBERRY EB: Section 341(a) Meeting Scheduled for August 5
--------------------------------------------------------------
The U.S. Trustee for Region 7 will convene a meeting of
Sparkleberry EB, LLC's creditors on August 5, 2010, at 1:00 p.m.
The meeting will be held at Suite 3401, 515 Rusk Ave, Houston, TX
77002.

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.

Houston, Texas-based Sparkleberry EB, LLC, filed for Chapter 11
bankruptcy protection on July 5, 2010 (Bankr. S.D. Tex. Case No.
10-80395).  Barbara Mincey Rogers, Esq., at Rogers & Anderson,
PLLC, assists the Company in its restructuring effort.  The
Company listed $32,000,601 in assets and $3,545,374 in
liabilities.


SPARKLEBERRY EB: Wants to Hire Rogers & Anderson as Bankr. Counsel
------------------------------------------------------------------
Sparkleberry EB, LLC, has sought permission from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Rogers & Anderson, PLLC, as bankruptcy counsel.

Rogers & Anderson will, among other things:

     a. assist the Debtor with the resolution of contested claims;

     b. assist the Debtor with proposing, prosecuting and
        consummating the plan of reorganization;

     c. advise the Debtor with regard to any litigation matters
        that exist or might arise prior to confirmation of the
        plan of reorganization; and

     d. prepare pleadings required to be filed in the Debtor's
        bankruptcy case.

Rogers & Anderson will be paid based on the hourly rates of its
personnel:

        Barbara Mincey Rogers              $275
        David W. Anderson                  $250

Barbara M. Rogers, an attorney at Rogers & Anderson, assures the
Court that the firm is "disinterested" as that term is defined in
Section 101(14) of the Bankruptcy Code.

Houston, Texas-based Sparkleberry EB, LLC, filed for Chapter 11
bankruptcy protection on July 5, 2010 (Bankr. S.D. Tex. Case No.
10-80395).  The Company listed $32,000,601 in assets and
$3,545,374 in liabilities.


SPHERIS INC: Says Unsecured Creditors May Recover 23%
-----------------------------------------------------
Spheris Inc. fine-tuned the disclosure statement in advance of a
July 13 hearing for approval of the disclosure statement
explaining the liquidating Chapter 11 plan.

The revised disclosure statement says that unsecured creditors and
holders of senior subordinated notes can expect a recovery of
almost 23%.  Bill Rochelle at Bloomberg News reports that should
Spheris fail in its effort at eliminating a $21.3 million disputed
claim asserted by MedQuist Inc., the return to creditors will be
lower, according to the disclosure statement.

BankruptcyData.com relates that according to the revised
Disclosure Statement, non-priority tax claims and other secured
claims have a 100% estimate recovery.  General unsecured claims
and senior subordinated note claims have a 22.85% estimated
recovery.  Subordinated claims' estimated recovery is not
available, and equity interests have a 0% estimated recovery.

                        About Spheris Inc.

Headquartered in Franklin, Tennessee, Spheris Inc. --
http://www.spheris.com/-- is a global provider of clinical
documentation technology and services.

Spheris Inc., along with five affiliates, filed for Chapter 11 on
Feb. 3, 2010 (Bankr. D. Del. Case No. 10-10352).  Attorneys at
Young Conaway Stargatt & Taylor, LLP, and Willkie Farr & Gallagher
LLP represent the Debtors in their Chapter 11 effort.  Jefferies &
Company serve as financial advisors to the Debtors.  Attorneys at
Schulte Roth & Zabel LLP and Landis Rath & Cobb LLP serve as
counsel to the prepetition and DIP lenders.  Garden City Group
Inc. is claims and notice agent.  The petition says that assets
range from $50,000,001 to $100,000,000 while debts range from
$100,000,001 to $500,000,000.

The estate of Spheris Inc. is now formally named SP Wind Down Inc.
after it sold the business in April.  CBay Inc.'s MedQuist Inc.
purchased the domestic business of Spheris for $98.8 million.


STEWART & STEVENSON: S&P Gives Stable Outlook, Affirms 'B-' Rating
------------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Stewart
& Stevenson LLC to stable from negative.  At the same time, S&P
affirmed the ratings, including the 'B-' corporate credit rating,
on the company.

"The outlook revision reflects S&P's expectations for better
financial performance and credit metrics as a result of improved
demand for Stewart & Stevenson's products and services," said
Standard & Poor's credit analyst Kenneth Cox.  Land-based drill
rig counts (particularly for horizontal rigs) have improved
meaningfully, and approximately 25% of the company's revenues are
related to horizontal drilling activities.

The ratings on capital equipment provider Stewart & Stevenson LLC
reflect the company's reliance on historically cyclical end
markets for a meaningful percentage of revenues and cash flow, its
relatively small scale and scope of operations, its short track
record as an operating company in its current configuration, and
its thin margins along with a highly leveraged financial profile.
The ratings also reflect its low annual maintenance capital
spending requirements, adequate liquidity, and its long-standing
relationship with original equipment manufacturer suppliers.

As of May 1, 2010, Houston-based Stewart & Stevenson had
$247.7 million in total debt, adjusted for operating lease
expenses.

Stewart & Stevenson provides capital equipment (e.g., fracturing
equipment, coiled tubing equipment, cementers, and engines) to the
oilfield services industry and other end users (57% of revenues),
as well as related after-market parts and services (40% of
revenues).  The company also has a small but growing rental
equipment business (3% of revenues).

Standard & Poor's characterizes Stewart & Stevenson's business
risk profile as vulnerable due to its dependence on cyclical end
markets for sales of its core products and services.  In fiscal
2009, the company derived 72.2% of total revenues from oilfield-
related end markets.  Despite this exposure and the continuing
uncertainty surrounding the oilfield services industry, Stewart &
Stevenson's backlog has increased to $259.9 million as of May 31,
2010, from $203.3 million on Jan. 31, 2010, reflecting an increase
in new equipment orders.  S&P recognize that its aftermarket
segment provides some level of cash flow stability (about 40% of
cash flow) and its continued expansion of the rental segment has
benefited the company during the current industry downturn.

As of May 1, 2010, Stewart & Stevenson's adjusted debt to
trailing-12-month EBITDA was an extremely aggressive 18.6x.
Adjusted debt to annualized EBITDA for the quarter ending May 1,
2010, was also a very aggressive 11.6x.  However, S&P believes the
recovery in the North American drilling industry will lead to
improved credit metrics going forward.

The oilfield services sector has experienced modest improvement
recently, as exemplified by the increase in backlog for Stewart &
Stevenson's equipment.  The company's cash flow and liquidity
should remain sufficient for the rating, and leverage should fall
considerably from its current levels.

S&P would consider a negative ratings action should Stewart &
Stevenson's liquidity decline materially below current levels.
Although the oilfield services market has stabilized somewhat,
land-based drilling activity could abruptly reverse course given
low natural gas prices; thus, S&P considers a positive ratings
action unlikely in the near term.


SUMMIT HOTEL: Inks Amendment to Loan Deal with First National
-------------------------------------------------------------
Summit Hotel Properties LLC entered into a Second Amendment of the
First Amended and Restated Loan Agreement related to its credit
pool line of credit with First National Bank of Omaha.

The Credit Pool is for the purpose of providing interim financing
for existing, newly acquired and constructed hotels.  Each loan
from the Credit Pool is classified as either a Pool One loan or a
Pool Two loan.  Loans from Pool One pay interest only for a
maximum of two years.  Loans from Pool Two are for a term of five
years, and principal and interest payments are based upon a
twenty-year amortization schedule.

The company said, "The interest rate for Pool One loans is 90-day
LIBOR plus 4.0%, with a floor of 5.50%; the interest rate for Pool
Two loans is 90-day LIBOR plus 4.0%, with a floor of 5.25%.  The
Credit Pool carries a covenant that the Company may not exceed an
aggregate of $450 million outstanding debt without the prior
approval of the lender.  We are further required to maintain a
minimum aggregate debt service coverage ratio of 1.50 to 1.00.
The Second Amendment of First Amended and Restated Loan Agreement
extends the maturity date of the Credit Pool from June 24, 2010 to
July 24, 2010."

          First National Bank of Omaha - Acquisition Line

On June 24, 2010, Summit Hotel entered into a First Amendment of
First Amended and Restated Loan Agreement related to its
acquisition line of credit with First National Bank of Omaha.

The Acquisition Line is for the purpose of temporarily funding
acquisitions and construction of new hotels.  The Acquisition Line
carries an interest rate at 90-day LIBOR plus 4.0%, with a floor
of 5.5%.  The borrowings under the Acquisition Line are repaid as
permanent financing and equity sources for such acquisitions are
secured.  The principal amount of the Acquisition Line is $28.2
million, which is roughly equivalent to the current amount
outstanding under the Acquisition Line, and amounts outstanding
under letters of credit issued by First National Bank of Omaha.
The Company is restricted from taking additional advances under
the Acquisition Line.

The company said, "The Acquisition Line carries a covenant
that the Company may not exceed an aggregate of $450 million
outstanding debt without the prior approval of the lender.  We are
further required to maintain a minimum aggregate debt service
coverage ratio of 1.50 to 1.00.  The First Amendment of First
Amended and Restated Loan Agreement extends the maturity date of
the Acquisition Line from June 24, 2010 to July 24, 2010."

                        About Summit Hotel

Summit Hotel Properties, LLC is a developer, owner and manager of
hotels categorized as mid-scale without food and beverage and
upscale hotels located throughout the United States.  As of
December 31, 2009, the Company owned 65 hotels in 19 states. The
Company's revenues and earnings are derived from hotel operations
of its owned hotels.  An affiliate, The Summit Group, Inc.,
provides a number of services for its hotels, including hotel
operations management, location of acquisition targets and
construction sites, development of construction sites, and
construction supervision.  As of December 31, 2009, Summit Hotel
Properties had two wholly owned limited liability companies that
own hotel properties.  Summit Hospitality I, LLC owns 25 of the
Company's hotels.  In addition, Summit Hospitality V, LLC, is a
wholly owned subsidiary, which owns 13 of the Company's hotels.

                           *     *     *

According to the Troubled Company Reporter on April 29, 2010,
Summit Hotel Properties, LLC's forbearance agreement with Fortress
Credit Corp. has expired on May 3.


TAYLOR BEAN: Rejects 37 De Minimis Properties
---------------------------------------------
Eric Morath at Dow Jones Daily Bankruptcy Review reports that
Taylor Bean & Whitaker Mortgage Corp., once the largest
independent mortgage lender in the country, is seeking bankruptcy
court permission to walk away from 37 properties that borrowers
have long since ditched.  Taylor Bean says the expenses of taxes
and upkeep outweighs the value of the properties.

"It is anticipated that the expense associated with preserving"
the properties "will exceed the estimated recoveries from such
assets by approximately $91,000," Taylor Bean said in court
papers, according to Dow Jones.

According to the report, the properties are in seven states, with
25 in the hard-hit city of Detroit.  In total, Taylor Bean says
the properties are worth less than $100,000.  Taylor Bean,
according to Dow Jones, said a few of the properties it holds
would fetch less than $500.

The report also notes, of the remaining properties Taylor Bean is
seeking to abandon, two are in elsewhere in Michigan, four are in
Georgia, and the rest are in Birmingham, Ala., Chicago, Jackson,
Miss., Milwaukee and St. Louis.

                         About Taylor Bean

Taylor, Bean & Whitaker Mortgage Corp. is a 27-year-old company
that grew from a small Ocala-based mortgage broker to become one
of the largest mortgage bankers in the United States.  In 2009,
Taylor Bean was the country's third largest direct-endorsement
lender of FHA-insured loans of the largest wholesale mortgage
lenders and issuer of mortgage backed securities.  It also managed
a combined mortgage servicing portfolio of approximately
$80 billion.  The company employed more that 2,000 people in
offices located throughout the United States.

Taylor Bean filed for Chapter 11 on August 24 (Bankr. M.D. Fla.
Case No. 09-07047). Taylor Bean filed under Chapter 11 three weeks
after federal investigators searched its offices.  The day
following the search, the Federal Housing Administration, Ginnie
Mae and Freddie Mac prohibited the company from issuing new
mortgages and terminated servicing rights.

Taylor Bean has more than $1 billion of both assets and
liabilities, and between 1,000 and 5,000 creditors, according to
the bankruptcy petition.


TOPSPIN MEDICAL: Files for Chapter 11 Protection
------------------------------------------------
BankruptcyData.com reports that TopSpin Medical filed for
Chapter 11 protection (Bankr. D. Del. Case No. 10-12213).  The
Company is represented by James C. Carignan of Pepper Hamilton.
In October 2008, the Company and its subsidiary, TopSpin Israel
were suspended operations "due to financial considerations."

Based in Givataim, Israel, TopSpin Medical, Inc. was until
October 2008, when activities were suspended due to financial
considerations, engaged through its wholly-owned Israeli
subsidiary, TopSpin Medical (Israel) Ltd., in the design,
research, development and manufacture of imaging devices that
utilize MRI technology by means of miniature probes for various
body organs.


US AIRWAYS: Reports on Financial & Operational Outlook for 2010
---------------------------------------------------------------
US Airways Group, Inc., delivered to the U.S. Securities and
Exchange Commission, on July 6, 2010, a report updating its
financial and operational outlook for 2010:

    * 2010 Capacity Guidance - For 2010, total system capacity
      is expected to be up slightly.  Mainline is forecast to be
      up approximately one percent, with domestic down
      approximately one to two percent and international up
      approximately eight to nine percent.  Express is expected
      to be down approximately one to two percent.

    * Cash - As of March 31, 2010, the Company had approximately
      $2.0 billion in total cash and investments, of which
      $0.4 billion was restricted.  In addition, as of March 31,
      2010, the Company's auction rate securities had a book
      value of $70 million ($114 million par value).

      In April, the Company monetized approximately $11 million
      (book value) of its auction rate securities, and continues
      to look at other opportunities to reduce its exposure to
      these financial instruments.  While these securities are
      held as investments in non-current marketable securities
      on US Airways' balance sheet, they are included in the
      Company's unrestricted cash calculation.

      The Company expects to end the second quarter with
      approximately $2.5 billion in total cash of which
      approximately $0.45 billion is restricted.

    * Fuel - For the second quarter 2010, the Company
      anticipates paying between $2.22 and $2.27 per gallon of
      mainline jet fuel (including taxes).

    * Profit Sharing/CASM - Profit sharing equals 10% of pre-
      tax earnings excluding special items up to a 10% pre-tax
      margin and 15% above the 10% margin.  Profit sharing is
      excluded in the CASM guidance.

    * Cargo/Other Revenue - Cargo revenue, ticket change fees,
      excess/overweight baggage fees, first and second bag
      fees, contract services, simulator rental, airport clubs,
      Materials Services Company (MSC), and inflight service
      revenues.  The Company's a la carte revenue initiatives
      are expected to generate in excess of $500 million in
      revenue in 2010.

    * Taxes/NOL - As of December 31, 2009, net operating
      losses (NOL) available for use by the Company is
      approximately $2.1 billion, all of which is expected to be
      available for use in 2010.  The Company's net deferred tax
      asset, which includes the NOL, is subject to a full
      valuation allowance.  As of December 31, 2009, the
      valuation allowances associated with Federal and state NOL
      are $546 million and $77 million.  In accordance with
      generally accepted accounting principles, future
      utilization of the NOL will result in a corresponding
      decrease in the valuation allowance and offset the
      Company's tax provision dollar for dollar.  As a result,
      income tax benefits are not recognized in the Company's
      statement of operations.

The Company reported a loss in the three months ended March 31,
2010, and did not recognize a tax provision in this period.  To
the extent profitable, the Company will use NOL to reduce federal
and state taxable income in 2010.  The Company also may be
subject to AMT liability and obligated to record and pay state
income tax related to certain states where NOL may be limited or
not available to be used, if profitable in 2010.

A full-text copy of the investor relations update is available
for free at http://ResearchArchives.com/t/s?6608

                      About US Airways

US Airways -- http://www.usairways.com/-- along with US Airways
Shuttle and US Airways Express, operates more than 3,000 flights
per day and serves more than 190 communities in the U.S., Canada,
Mexico, Europe, the Middle East, the Caribbean, Central and South
America.

Under a Chapter 11 plan declared effective on March 31, 2003,
USAir emerged from bankruptcy with the Retirement Systems of
Alabama taking a 40% equity stake in the deleveraged carrier in
exchange for $240 million infusion of new capital.

US Airways and its subsidiaries filed another Chapter 11 petition
on September 12, 2004 (Bankr. E.D. Va. Case No. 04-13820).  Brian
P. Leitch, Esq., Daniel M. Lewis, Esq., and Michael J. Canning,
Esq., at Arnold & Porter LLP, and Lawrence E. Rifken, Esq., and
Douglas M. Foley, Esq., at McGuireWoods LLP, represented the
Debtors in their restructuring efforts.  The USAir II bankruptcy
plan became effective on September 27, 2005.  The Debtors
completed their merger with America West on the same date. (US
Airways Bankruptcy News; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).

                       *     *     *

As of December 31, 2009, US Airways had total assets of
$7,454,000,000, including $2,331,000,000 in total current assets,
against total current liabilities of $2,789,000,000 and total
noncurrent liabilities and deferred credits of $5,020,000,000,
resulting in $355,000,000 stockholders' deficit.

US Airways Group carries Moody's "Caa1" Long-Term rating, LT Corp.
family rating and probability of default rating.  Outlook is
negative.

US Airways Group carries Standard & Poor's "B-" LT Foreign Issuer
Credit rating and LT Local Issuer credit rating.  Outlook is also
negative.

US Airways Group carries Fitch's "CCC" LT Issuer default rating
and "C" Senior unsecured debt rating.  Outlook is also negative.


US AIRWAYS: Spent $450,000 for Lobbying in 1st Quarter of 2010
--------------------------------------------------------------
US Airways Group Inc. spent $450,000 lobbying in the first
quarter of 2010 on aviation-related issues, Bloomberg reported.

According to the report, US Airways had sought to increase its
presence in Reagan National Airport in Washington.

US Airways also proposed a landing rights swap with Delta
Airlines Inc.  However, in May 2010, the Department of
Transportation limited the proposed swap of landing rights in
Washington and New York.  US Airways and Delta intends to take
the case to federal appeals court.

US Airways further lobbied Congress on bills that would limit
speculation on oil prices, pointing to a "severe industry crisis
resulting from the rapid rise in fuel costs."

According to Bloomberg, US Airways spent $438,000 on lobbying
during the first quarter of 2009, and $450,000 in the fourth
quarter.

                      About US Airways

US Airways -- http://www.usairways.com/-- along with US Airways
Shuttle and US Airways Express, operates more than 3,000 flights
per day and serves more than 190 communities in the U.S., Canada,
Mexico, Europe, the Middle East, the Caribbean, Central and South
America.

Under a Chapter 11 plan declared effective on March 31, 2003,
USAir emerged from bankruptcy with the Retirement Systems of
Alabama taking a 40% equity stake in the deleveraged carrier in
exchange for $240 million infusion of new capital.

US Airways and its subsidiaries filed another Chapter 11 petition
on September 12, 2004 (Bankr. E.D. Va. Case No. 04-13820).  Brian
P. Leitch, Esq., Daniel M. Lewis, Esq., and Michael J. Canning,
Esq., at Arnold & Porter LLP, and Lawrence E. Rifken, Esq., and
Douglas M. Foley, Esq., at McGuireWoods LLP, represented the
Debtors in their restructuring efforts.  The USAir II bankruptcy
plan became effective on September 27, 2005.  The Debtors
completed their merger with America West on the same date. (US
Airways Bankruptcy News; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).

                       *     *     *

As of December 31, 2009, US Airways had total assets of
$7,454,000,000, including $2,331,000,000 in total current assets,
against total current liabilities of $2,789,000,000 and total
noncurrent liabilities and deferred credits of $5,020,000,000,
resulting in $355,000,000 stockholders' deficit.

US Airways Group carries Moody's "Caa1" Long-Term rating, LT Corp.
family rating and probability of default rating.  Outlook is
negative.

US Airways Group carries Standard & Poor's "B-" LT Foreign Issuer
Credit rating and LT Local Issuer credit rating.  Outlook is also
negative.

US Airways Group carries Fitch's "CCC" LT Issuer default rating
and "C" Senior unsecured debt rating.  Outlook is also negative.


US AIRWAYS: To Webcast Q2 Financial Conference Call on July 21
--------------------------------------------------------------
US Airways Group, Inc. (NYSE:LCC) will conduct a live audio
webcast of its second quarter 2010 financial results conference
call with the financial community on Wednesday, July 21, 2010, at
1:00 p.m. EDT (10:00 a.m. PDT).  The date was previously Thursday,
July 22 a 1:30 p.m. EDT.

The webcast will be available to the public on a listen-only basis
at the company's Web site, www.usairways.com  An archive of the
webcast will be available on the site through August 22.
Listeners to the webcast will need a current version of Windows
MediaPlayer software and at least a 28.8 kbps connection to the
Internet.

                      About US Airways

US Airways -- http://www.usairways.com/-- along with US Airways
Shuttle and US Airways Express, operates more than 3,000 flights
per day and serves more than 190 communities in the U.S., Canada,
Mexico, Europe, the Middle East, the Caribbean, Central and South
America.

Under a Chapter 11 plan declared effective on March 31, 2003,
USAir emerged from bankruptcy with the Retirement Systems of
Alabama taking a 40% equity stake in the deleveraged carrier in
exchange for $240 million infusion of new capital.

US Airways and its subsidiaries filed another Chapter 11 petition
on September 12, 2004 (Bankr. E.D. Va. Case No. 04-13820).  Brian
P. Leitch, Esq., Daniel M. Lewis, Esq., and Michael J. Canning,
Esq., at Arnold & Porter LLP, and Lawrence E. Rifken, Esq., and
Douglas M. Foley, Esq., at McGuireWoods LLP, represented the
Debtors in their restructuring efforts.  The USAir II bankruptcy
plan became effective on September 27, 2005.  The Debtors
completed their merger with America West on the same date. (US
Airways Bankruptcy News; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).

                       *     *     *

As of December 31, 2009, US Airways had total assets of
$7,454,000,000, including $2,331,000,000 in total current assets,
against total current liabilities of $2,789,000,000 and total
noncurrent liabilities and deferred credits of $5,020,000,000,
resulting in $355,000,000 stockholders' deficit.

US Airways Group carries Moody's "Caa1" Long-Term rating, LT Corp.
family rating and probability of default rating.  Outlook is
negative.

US Airways Group carries Standard & Poor's "B-" LT Foreign Issuer
Credit rating and LT Local Issuer credit rating.  Outlook is also
negative.

US Airways Group carries Fitch's "CCC" LT Issuer default rating
and "C" Senior unsecured debt rating.  Outlook is also negative.


U.S. CONCRETE: Plan Releases Too Broad, U.S. Trustee Says
---------------------------------------------------------
The U.S. Trustee is objecting to the approval of the
reorganization plan of U.S. Concrete Inc.  Bill Rochelle at
Bloomberg reports that the U.S. Trustee said the Plan would
improperly prevent creditors from suing third-parties.  The U.S.
Trustee believes that bankruptcy law doesn't compel a creditor to
give a release to someone not in bankruptcy unless the creditor
affirmatively consents to the release.

The shareholders are opposing the Plan.  They believe they are
entitled to more than warrants for 15% of the stock.

The Plan provides for the conversion of approximately $272 million
of principal amount of 8.375% Senior Subordinated Notes due 2014
into equity in the reorganized company.  Trade creditors are
currently being paid in full in the ordinary course and are
expected to be unaffected by the restructuring.

The confirmation hearing on the Plan is scheduled to begin on
July 23.

                       About U.S. Concrete

Houston, Tex.-based U.S. Concrete, Inc., aka RMX Industries, Inc.,
is a major producer of ready-mixed concrete, precast concrete
products and concrete-related products in select markets in the
United States.

The Company filed for Chapter 11 bankruptcy protection on
April 29, 2010 (Bankr. D. Del. Case No. 10-11407).  Patrick J.
Nash Jr., Esq., and Ross M. Kwasteniet, Esq., at Kirkland & Ellis
LLP, assist the Company in its restructuring effort as bankruptcy
counsel.  James E. O'Neill, Esq., Laura Davis Jones, Esq., and
Mark M. Billion, Esq., at Pachulski Stang Ziehl & Jones LLP, is
the Company's co-counsel.  Epiq Bankruptcy Solutions is the
Company's claims agent.

According to the schedules, the Company says that assets total
$389,160,000 while debts total $399,351,000.

The Debtor's affiliates, Alberta Investments, Inc., et al., filed
separate Chapter 11 petitions on April 29, 2010.


VEBLEN EAST: AgStar Asks Court to Appoint Chapter 11 Trustee
------------------------------------------------------------
AgStar Financial Services, FLCA and AgStar Financial Services,
PCA, have asked the U.S. Bankruptcy Court for the District of
South Dakota to appoint a Chapter 11 trustee for Veblen East Dairy
Limited Partnership.

Debtor is indebted to AgStar in the approximate amount of
$43 million.  The Debtor's sister entity and dairy, Veblen West
Dairy, LLP (West), is indebted to AgStar in the approximate amount
of $18 million 10.  AgStar holds a valid and perfected first
blanket security interest in all of the personal property owned by
the Debtor.  AgStar also holds priority mortgages on the real
estate that underlies Debtor and West.

West filed a Chapter 11 petition on April 7, 2010.  Debtor and
West are part of an integrated dairy production system together
with Debtor's general partner, The Dairy Dozen-Veblen, LLP, which
has filed bankruptcy in the District of South Dakota; The Dairy
Dozen-Milnor, LLP, which has filed bankruptcy in the District of
North Dakota; The Dairy Dozen-Thief River Falls, LLP, which has
filed bankruptcy in the District of Minnesota, along with New
Horizon Dairy, LLP, Vantage Cattle Company, LLP, and Short Foot
Calf Ranch, Inc.  All of the dairy entities are managed by Prairie
Ridge Management, LLC (PRM), which in turn is directed and managed
by Rick Millner.  In addition, there is common, but not mirror
image ownership and management of these various entities,
including most particularly, Rick Millner.  The underlying owners
of some of the entities are also personal guarantors of the AgStar
debt and do business with some of the entities.

Debtor and West are also located in close proximity to one
another.

Prior to filing, the Debtor was under a State Court receivership
ordered by the Minnesota District Court, and an ancillary
appointment of that receiver by Order entered in Marshall County
State Circuit Court on March 23, 2010.  Value-Added Science &
Technologies, L.L.C., acting through Steven Weiss, its Manager, is
serving as court-appointed Receiver.

AgStar claims that because of the highly-interrelated nature of
the ownership and management of Debtor and West, the facts and
circumstances warranting appointment of an operating trustee in
that Chapter 11 case are just as pertinent here.

The Debtor has encountered and continues to confront significant
environmental difficulties with the South Dakota DENR.  It is
reasonable to believe that if PRM (Millner) continues to manage
the Debtor, these problems will be exacerbated.

The Debtor's environmental woes are mirrored by similar or worse
environmental issues in sister bankruptcies in North Dakota, South
Dakota and Minnesota.  The violations in those states also depict
a history of noncompliance with rules, statutes and permits.
Minnesota only recently declared the bankrupt dairy located there
a public health hazard.

According to AgStar, the Debtor isn't in a position to offer
adequate protection for use of cash collateral to AgStar on an
ongoing basis.  AgStar says that the Debtor can't adequately
protect AgStar for use of its cash collateral by offering it
something it already has -- post-petition milk and post-petition
born livestock.

AgStar is represented by Roger W. Damgaard --
Roger.Damgaard@woodsfuller.com -- at Woods, Fuller, Shultz & Smith
P.C.  and Gary W. Koch and Dustan J. Cross at Gislason & Hunter
LLP.

                        About Veblen East

Veblen, South Dakota-based Veblen East Dairy Limited Partnership
filed for Chapter 11 bankruptcy protection on July 2, 2010 (Bankr.
D.S.D. Case No. 10-10146).  The Company estimated its assets and
debts at $50,000,001 to $100,000,000.

The Company's affiliate, Veblen West Dairy, LLP, filed a separate
Chapter 11 petition on April 7, 2010 (Case No. 10-10071).


VEBLEN EAST: Taps Ravich Meyer as Bankruptcy Counsel
----------------------------------------------------
Veblen East Dairy Limited Partnership has asked for authorization
from the U.S. Bankruptcy Court for the District of South Dakota to
employ Ravich Meyer Kirkman McGrath Nauman & Tansey, A
Professional Association, as bankruptcy counsel.

Ravich Meyer will represent the Debtor in connection with matters
relating to the Debtor's Chapter 11 case.

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

     Michael L. Meyer                       $425
     Michael F. McGrath                     $350
     Will Tansey                            $285
     Paralegal                              $150

Michael L. Meyer, a shareholder at Ravich Meyer, assures the
Court that the firm is "disinterested" as that term is defined in
Section 101(14) of the Bankruptcy Code.

                        About Veblen East

Veblen, South Dakota-based Veblen East Dairy Limited Partnership
filed for Chapter 11 bankruptcy protection on July 2, 2010 (Bankr.
D.S.D. Case No. 10-10146).  The Company estimated its assets and
debts at $50,000,001 to $100,000,000.

The Company's affiliate, Veblen West Dairy, LLP, filed a separate
Chapter 11 petition on April 7, 2010 (Case No. 10-10071).


VEBLEN EAST: Wants to Hire Tonner Tobin as Local Counsel
--------------------------------------------------------
Veblen East Dairy Limited Partnership has sought permission from
the U.S. Bankruptcy Court for the District of South Dakota to
employ Tonner, Tobin and King, Aberdeen, South Dakota, as local
counsel.

Tonner Tobin will represent the Debtor as local counsel in
connection with the Debtor's current bankruptcy proceedings.
Tonner Tobin will be paid $200 per hour for its services.

Thomas M. Tobin, a partner at Tonner Tobin, assures the
Court that the firm is "disinterested" as that term is defined in
Section 101(14) of the Bankruptcy Code.

Habbo G. Fokkena, the U.S. Trustee for Region 12, has objected to
the employment of Mr. Tobin, saying that Mr. Tobin's
representation of Veblen West Dairy LLP appears to constitute
representation of an entity with an interest adverse to the estate
of Veblen East Dairy, LLP.

The Trustee stated, "Veblen West Dairy, LLC filed a petition for
chapter 11 bankruptcy relief on April 7, 2010.  Thomas M. Tobin
was approved to serve as local counsel in that case by an Order
entered April 30, 2010.  On June 25, 2010, the receiver for Veblen
East Dairy LLP filed a motion to prohibit or condition the use,
sale or lease of property in the Veblen West LLP case.  In this
motion, Veblen East, through its state court appointed receiver,
seeks to prohibit Veblen West LLP from using feed from a feed pile
because it alleges Veblen West has not paid for feed valued at
$364,246.  During testimony offered in the hearing on AgStar
Financial Services' motion for appointment of trustee, allegations
of improper transfers of debt and resources between Veblen West,
LLC, Veblen East, LLC, and other related entities were made by
AgStar.  These allegations are reiterated in AgStar's motion for
appointment of a trustee."

                        About Veblen East

Veblen, South Dakota-based Veblen East Dairy Limited Partnership
filed for Chapter 11 bankruptcy protection on July 2, 2010 (Bankr.
D.S.D. Case No. 10-10146).  The Company estimated its assets and
debts at $50,000,001 to $100,000,000.

The Company's affiliate, Veblen West Dairy, LLP, filed a separate
Chapter 11 petition on April 7, 2010 (Case No. 10-10071).


VISTEON CORP: Creditors' Panel Doubts Trade Can Block Plan
----------------------------------------------------------
Bill Rochelle at Bloomberg News reports that the Official
Committee of Unsecured Creditors for Visteon Corp. was rebuffed by
the bankruptcy judge on July 12 when it attempted to make an
accelerated motion to investigate claims that a group of trade
suppliers opposed to the reorganization plan holds enough votes to
block the unsecured creditor class from having the requisite "yes"
vote.

According to Bloomberg, the Creditors Committee has said that the
trade suppliers' claim to holding a blocking position is "highly
suspect."  The Creditors Committee believes that the members of
the ad hoc committee have only $17 million in claims, far short of
the required 33% in amount of claims necessary to deliver a
negative vote.  The Committee alleged that the claimed blocking
position is "beyond lobbying and puffery and rises to the level of
unfair chicanery and improper solicitation."

The Creditors Committee says there are currently $300 million in
unsecured claims entitled to vote.  The Committee wanted the
bankruptcy judge to give them rapid authorization to take sworn
testimony from the ad hoc group or demand production of documents
verifying how many unsecured creditors pledged to vote against the
plan.

                         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: 3rd Cir. Reverses Ruling on Retiree Benefits
----------------------------------------------------------
Peg Brickley at Dow Jones Daily Bankruptcy Review reports that the
U.S. Circuit Court of Appeals for the Third Circuit in
Philadelphia Tuesday overturned decisions that allowed Visteon
Corp. to cut off health care benefits to 2,100 retirees.

According to Dow Jones, the Third Circuit said lawmakers "deeply
upset" about the prospect troubled companies would end benefits
during bankruptcy enacted special safeguards for retirees.
Visteon overran those safeguards when it terminated health care
and life insurance for retirees, with the approval of a bankruptcy
judge and a district court judge, the appeals court said.

Visteon argued retiree health care was a "crippling financial and
competitive burden."  Such arguments were no substitute for the
special bankruptcy protections, the appeals court said, according
to Dow Jones, reversing the grant of authority.

                         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)


VYTERIS INC: Files Complaint vs. Ferring in NJ Superior Court
-------------------------------------------------------------
Vyteris Inc. filed a complaint against Ferring Pharmaceuticals,
Inc. entitled "Vyteris, Inc. v. Ferring Pharmaceuticals, Inc." in
the Superior Court of New Jersey, Chancery Division - Essex
County.

By way of background, on December 21, 2009, the company received
notice from Ferring of its termination of the License and
Development Agreement by and between the company and Ferring,
effective January 21, 2010, under Section 9.04 of the Agreement.
Upon a termination by Ferring under Section 9.04, the following
disposition of intellectual property associated with the Agreement
is required to occur pursuant to Section 9.05 of the Agreement:

  a) all licenses and other rights granted to the company
     shall, subject to the continued payment to Ferring of certain
     royalty payments under the Agreement, be converted to and
     continue as exclusive, worldwide irrevocable, perpetual, sub-
     licensable licenses to develop, make, have made, use, sell,
     offer to sell, lease, distribute, import and export the
     Product;

  b) all licenses and other rights granted to Ferring under the
     Agreement shall be terminated as of the effective date of the
     termination;

  c) Ferring shall grant to the company an irrevocable,
     perpetual, exclusive, royalty-free, sub-licensable license to
     practice certain intellectual property jointly developed
     under the Agreement with respect to the iontophoretic
     administration of infertility hormone;

  d) Ferring shall cease to use and shall assign to the company
     all of its rights, title and interest in and to all clinical,
     technical and other relevant reports, records, data,
     information and materials relating exclusively to the Product
     and all regulatory filings relating exclusively to the
     Product and provide the company one copy of each physical
     embodiment of the aforementioned items within thirty (30)
     days after such termination; and

  e) Ferring shall cease to use any Know-How, Information or
     Materials arising under this Agreement to the extent such
     Know-How, Information or Materials is owned by Ferring and
     shall promptly return to the company all such materials.

Subsequent to receipt of such notice, the company attempted to
reach a reasonable resolution of the outstanding matters with
Ferring, including payment of any amounts due.  The negotiations
were unsuccessful as Ferring sought to reach resolutions not
contemplated by the Agreement pursuant to its December 21, 2009
termination under Section 9.04.

In the Lawsuit, Registrant asserts claims against Ferring for
various causes of action, including, but not limited to,
injunctive relief, declaratory judgment, money damages, and
various other claims arising out of Ferring's termination of the
License and Development Agreement in December 2009 and Ferring's
conduct subsequent to the December 2009 termination.  In the
complaint filed with respect to the Lawsuit, Registrant seeks
various types of relief which include:

    i) injunctive relief requiring Ferring to turn over all
       information requested by Vyteris under Section 9.05 of the
       License and Development Agreement;

   ii) a declaratory judgment that Registrant is entitled to
       receive from Ferring, inter alia, all test data, results,
       analyses and intellectual property under Section 9.05, and

  iii) various compensatory, punitive and treble damages, as well
       as costs of suit, interest and attorneys' fees.

The Lawsuit is in its initial stages, and Registrant cannot
predict the outcome of the Lawsuit, or what relief it shall
receive, if it does prevail on the merits.

                        About Vyteris, Inc.

Based in Fair Lawn, New Jersey, Vyteris, Inc. (formerly Vyteris
Holdings (Nevada), Inc., has developed and produced the first FDA-
approved electronically controlled transdermal drug delivery
system that transports drugs through the skin comfortably, without
needles.  This platform technology can be used to administer a
wide variety of therapeutics either directly into the skin or into
the bloodstream.  The Company holds approximately 50 U.S. and 70
foreign patents relating to the delivery of drugs across the skin
using an electronically controlled "smart patch" device with
electric current.

At March 31, 2010, the Company had total assets of $3,551,507
against total liabilities of $13,033,654, resulting in
stockholders' deficit of $9,482,147.  The March 31, 2010 balance
sheet showed strained liquidity: The Company had total current
assets of $1,816,956 against total current liabilities of
$9,984,423.


WASHINGTON MUTUAL: Investment Funds Sue to Claim Securities
-----------------------------------------------------------
Certain holders of trust preferred securities of Washington
Mutual, Inc., ask Judge Walrath to enter a declaratory judgment
that their Securities -- as well as all rights, claims and
entitlements -- are, and at all times have been, the property of
third-party investors and not property of the Chapter 11 estate
of Washington Mutual, Inc.

The Trust Preferred Holders formally filed an adversary complaint
with the U.S. Bankruptcy Court for the District of Delaware on
July 6, 2010, essentially to establish their current ownership of
certain Trust Preferred Securities.

The Plaintiffs consist of investment funds and investment firms,
specifically:

  * Black Horse Capital LP,
  * Black Horse Capital Master Fund Ltd.,
  * Black Horse Capital (QP) LP,
  * Greywolf Capital Partners II,
  * Greywolf Overseas Fund,
  * Guggenheim Portfolio Company VII, LLC,
  * HFR RV A Combined Master Trust,
  * IAM Mini-Fund 14 Limited,
  * LMA SPC for and on behalf of the MAP 89 Segregated
    Portfolio,
  * Lonestar Partners LP,
  * Mariner LDC,
  * Nisswa Convertibles Master Fund Ltd.,
  * Nisswa Fixed Income Master Fund Ltd.,
  * Nisswa Master Fund Ltd.,
  * Paige Opportunity Partners LP,
  * Paige Opportunity Partners Master Fund,
  * Pandora Select Partners, LP,
  * Pines Edge Value Investors Ltd,
  * Riva Ridge Capital Management LP,
  * Riva Ridge Master Fund, Ltd.,
  * Scoggin Capital Management II LLC,
  * Scoggin International Fund Ltd.,
  * Scoggin Worldwide Fund Ltd.,
  * Visium Global Fund, Ltd.,
  * VR Global Partners, L.P.,
  * Whitebox Asymmetric Partners LP,
  * Whitebox Combined Partners, LP,
  * Whitebox Convertible Arbitrage Partners, LP,
  * Whitebox Hedged High Yield Partners, LP, and
  * Whitebox Special Opportunities LP, Series B

The Black Horse Plaintiffs hold, in the aggregate, approximately
$1 billion, in terms of liquidation preference, of the Trust
Preferred Securities.

The Black Horse Plaintiffs are represented by Campbell & Levine
LLC and Brown Rudnick LLP.

The Complaint lists JPMorgan Chase Bank, N.A., JPMorgan Chase &
Co., Washington Mutual, Inc., Washington Mutual Preferred
Funding, LLC, Washington Mutual Preferred Funding (Cayman) I
Ltd., Washington Mutual Preferred Funding Trust I, Washington
Mutual Preferred Funding Trust II, Washington Mutual Preferred
Funding Trust III, and Washington Mutual Preferred Funding Trust
IV, as defendants.

                The Trust Preferred Securities

The Trust Preferred Securities were issued between March 2006 and
October 2007 to raise capital for WaMu Bank.  Wamu Inc.
controlled and dictated the terms on which the Trust Preferred
Securities were formulated and offered to investors.

The Black Horse Plaintiffs are purchasers of the Trust Preferred
Securities, certain of which securities were purchased before the
seizure of WaMu Bank and the sale of WaMu Bank's assets in
September 2008 and certain of which were purchased thereafter.

Each series of the Trust Preferred Securities included a
purported "Conditional Exchange" feature, whereby, upon the
occurrence of certain events, the Trust Preferred Securities
might be exchanged for preferred equity of WaMu Inc.

                   Plaintiffs' Allegations

On behalf of the Black Horse Plaintiffs, Kathleen Campbell Davis,
Esq., at Campbell & Levine LLC, in Wilmington, Delaware, insists
that the purported conditional exchange of the Trust Preferred
Securities for preferred equity interests in WaMu -- which the
Defendants asserted occurred hours before WaMu tumbled into
bankruptcy -- did not occur and cannot be given legal effect.
The Trust Preferred Holders insist that the Trust Preferred
Securities never became property of WaMu's estate for these
reasons:

  (1) The terms of the documents governing the Trust Preferred
      Securities, which were drafted by, or under the direction
      of, WaMu, imposed certain conditions precedent to the
      Exchange, which were never satisfied;

  (2) Applicable law governing the transfer of the Trust
      Preferred Securities mandated certain critical events
      prior to the effectuation of that Exchange, which events
      never occurred; and

  (3) The terms of the Trust Preferred Securities and the
      underlying, governing documents impose strict limitations
      on parties to whom the Trust Preferred Securities may be
      transferred, which limitations precluded and continue to
      preclude WaMu from taking any interest in the Securities.

Moreover, recently concluded Senate investigations have revealed
that during the period in which the Trust Preferred Securities
were used to raise $4 billion, WaMu and certain of its affiliates
were engaged and involved in rampant fraud, misrepresentation and
reckless business practices, Ms. Davis points out.

Ms. Davis avers that by its words and actions, WaMu concedes that
the purported Conditional Exchange never occurred and that
therefore, the Trust Preferred Securities never became part of
WaMu's estate.  However, she complains, WaMu is ignoring the
significant wrongdoing it effected in the structuring and sale of
the Trust Preferred Securities.

The Black Horse Plaintiffs are concerned that as part of its
proposed Chapter 11 Plan, WaMu seeks to exercise its powers to
deliver the Trust Preferred Securities to JPMorgan Chase Bank,
National Association -- a party that is "well aware" of the fraud
and misrepresentations permeating the issuance of the Trust
Preferred Securities and WaMu's operations.

"Given its knowledge of those frauds, [JPMorgan] should not, in
any case, be viewed as a bona fide good faith purchaser of the
Trust Preferred Securities or the value thereof and [JPMorgan's]
claimed right to an interest in the Trust Preferred Securities,
if any, should be subject to the fraud and other claims of
investors in the Trust Preferred Securities," Ms. Davis tells
Judge Walrath.

Accordingly, the Black Horse Plaintiffs ask Judge Walrath to
declare that:

  (a) holders of certificates representing the Trust Preferred
      Securities never delivered the Trust certificates to WaMu;

  (b) the trustees have not recorded WaMu as the holder of the
      Trust Preferred Securities in any of the associated Trust
      Registers;

  (c) the WaMu preferred equity to be exchanged for the Trust
      Preferred Securities was never issued to holders of the
      Trust Preferred Securities;

  (d) the required notice of the purported Conditional Exchange
      was never issued to holders of the Trust Preferred
      Securities;

  (e) the purported Conditional Exchange is null, void and of no
      effect;

  (f) WaMu never obtained an interest in the Trust Preferred
      Securities, and never had any rights to the Trust
      Preferred Securities to transfer to Washington Mutual Bank
      or JPMorgan;

  (g) all right, title and interest in the Trust Preferred
      Securities remains with investors who held such securities
      immediately prior to 8:00 a.m., Eastern Time, on
      September 26, 2008, or to any party to whom the Parties
      subsequently transferred such Trust Preferred Securities;

  (h) the Trust Preferred Securities and applicable governing
      documents impose restrictions on transfer of the Trust
      Preferred Securities, including by establishing
      requirements for an eligible assignee or transferee;

  (i) WaMu is not, and has not been since at least September 25,
      2008, an eligible assignee or transferee of the Trust
      Preferred Securities; and

  (j) the purported Conditional Exchange was void ab initio,
      without force or effect, and did not transfer any right in
      or to the Trust Preferred Securities to WaMu.

In the alternative, the Black Horse Plaintiffs ask the Court to
enter judgment in their favor and declare, among other things,
that:

  (a) through its participation in the issuance of the Trust
      Preferred Securities and its agreements, as set forth in
      the undisclosed Side Letter agreements with WaMu regarding
      contribution of the Trust Preferred Securities to WMB
      following a purported Conditional Exchange, the Office of
      the Thrift Supervision acted in excess of its authority
      and its actions related to the Conditional Exchange
      otherwise should be held to be without force or effect and
      a nullity;

  (b) the OTS's actions aided and abetted a fraud by WaMu
      against holders of the Trust Preferred Securities and
      therefore, exceeded the OTS's authority;

  (c) the purported Conditional Exchange was dependent and
      contingent on actions of the OTS that exceeded the OTS'
      authority;

  (d) JPMorgan had knowledge of the non-disclosure of the Side
      Letters and the misrepresentations regarding the safety
      and soundness of WMB prior to its purchase of the assets
      of WMB;

  (e) JPMorgan cannot be a bona fide purchaser of the Trust
      Preferred Securities; and

  (f) JPMorgan's claim to the Trust Preferred Securities, if
      any, is subject to the fraud claims of investors in the
      Trust Preferred Securities.

The Black Horse Plaintiffs also ask Judge Walrath to award then
damages in an amount to be determined at trial.

    Plaintiffs Seek to File Unredacted Complaint Under Seal

The Black Horse Plaintiffs subsequently sought permission to file
an unredacted version of their Complaint under seal, pursuant to
a confidentiality agreement reached by the Plaintiffs' counsel
with the Debtors.

Under the Confidentiality Agreement, the Debtors seek an
expansive view of confidential information.  "In the event
Claimed Confidential Information, [as defined in the Agreement,]
remains non-public information, Plaintiffs are filing this Motion
so as to be in full compliance with the terms of the
Confidentiality Agreement," Ms. Davis says.

The Plaintiffs clarifies that their request to file the Complaint
under seal is without prejudice to their right to argue that some
or all of the Claimed Confidential Information is not, in fact,
confidential.

A full-text copy of the 97-page Black Horse Complaint is
available for free at:

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

                      About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- is a holding company for Washington Mutual
Bank as well as numerous non-bank subsidiaries.  The Company
operates in four segments: the Retail Banking Group, which
operates a retail bank network of 2,257 stores in California,
Florida, Texas, New York, Washington, Illinois, Oregon, New
Jersey, Georgia, Arizona, Colorado, Nevada, Utah, Idaho and
Connecticut; the Card Services Group, which operates a nationwide
credit card lending business; the Commercial Group, which conducts
a multi-family and commercial real estate lending business in
selected markets, and the Home Loans Group, which engages in
nationwide single-family residential real estate lending,
servicing and capital markets activities.

Washington Mutual Bank was taken over September 25 by U.S.
government regulators.  The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively).  Wamu owns
100% of the equity in WMI Investment.  Weil Gotshal & Manges
represents the Debtors as counsel.  When WaMu filed for protection
from its creditors, it listed assets of $32,896,605,516 and debts
of $8,167,022,695.  WMI Investment listed assets of $500,000,000
to $1,000,000,000 with zero debts.

Peter Calamari, Esq., and David Elsberg, Esq., at Quinn Emanuel
Urquhart Oliver & Hedges, LLP, served as legal counsel to WMI with
responsibility for the litigation.  Brian Rosen, Esq., at Weil,
Gotshal & Manges LLP served as legal counsel to WMI with
responsibility for the Chapter 11 case.

Bankruptcy Creditors' Service Inc. publishes Washington Mutual
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Washington Mutual Inc. (http://bankrupt.com/newsstand/or
215/945-7000).


WASHINGTON MUTUAL: JPM Adv. Proceeding Stayed Until Oct. 31
-----------------------------------------------------------
Chief Judge Gregory M. Sleet of the U.S. District Court for the
District of Delaware clarified in a supplemental order that the
matters in dispute in the adversary proceeding initiated by
JPMorgan Chase Bank N.A. against Washington Mutual, Inc., and the
Federal Deposit Insurance Corporation are stayed until
October 31, 2010.

The Adversary Parties earlier entered into a stipulation to stay
the Adversary Proceeding.  The Parties aim to preserve the status
quo while they attempt to finalize a settlement for the
resolution of their dispute on the $4 billion funds.

JPMorgan previously argued that it owns the disputed $4 billion,
which it views as a capital contribution to WaMu's banking
operations from its holding company.  FDIC officials have
asserted that the process by which WaMu Bank was sold to JPMorgan
was properly conducted.

Chief Judge Sleet also directed the Parties to report to the
District Court in writing as to the status of the Adversary
Matters by October 31, 2010.

                      About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- is a holding company for Washington Mutual
Bank as well as numerous non-bank subsidiaries.  The Company
operates in four segments: the Retail Banking Group, which
operates a retail bank network of 2,257 stores in California,
Florida, Texas, New York, Washington, Illinois, Oregon, New
Jersey, Georgia, Arizona, Colorado, Nevada, Utah, Idaho and
Connecticut; the Card Services Group, which operates a nationwide
credit card lending business; the Commercial Group, which conducts
a multi-family and commercial real estate lending business in
selected markets, and the Home Loans Group, which engages in
nationwide single-family residential real estate lending,
servicing and capital markets activities.

Washington Mutual Bank was taken over September 25 by U.S.
government regulators.  The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively).  Wamu owns
100% of the equity in WMI Investment.  Weil Gotshal & Manges
represents the Debtors as counsel.  When WaMu filed for protection
from its creditors, it listed assets of $32,896,605,516 and debts
of $8,167,022,695.  WMI Investment listed assets of $500,000,000
to $1,000,000,000 with zero debts.

Peter Calamari, Esq., and David Elsberg, Esq., at Quinn Emanuel
Urquhart Oliver & Hedges, LLP, served as legal counsel to WMI with
responsibility for the litigation.  Brian Rosen, Esq., at Weil,
Gotshal & Manges LLP served as legal counsel to WMI with
responsibility for the Chapter 11 case.

Bankruptcy Creditors' Service Inc. publishes Washington Mutual
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Washington Mutual Inc. (http://bankrupt.com/newsstand/or
215/945-7000).


WASHINGTON MUTUAL: Plan Outline Hearing Adjourned to July 20
------------------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware has further adjourned the hearing to
consider the adequacy of the Disclosure Statement explaining
Washington Mutual Inc. and WMI Investment Corp.'s Fifth Amended
Chapter 11 Plan of Reorganization.

The Disclosure Statement hearing is tentatively moved to July 20,
2010.  It was earlier scheduled for July 8.

The hearing on July 8 "was delayed for more than two hours" as
representatives for WaMu, the Company's creditors and
shareholders, along with the Federal Deposit Insurance
Corporation, held talks in the hallway outside the courtroom,
Reuters reported.  The parties consensually agreed to seek the
adjournment "for further talks," Reuters stated.

The Disclosure Statement Hearing has been postponed several times
to make way for discussions between the Debtors and significant
parties-in-interest.  Heavy disputes have arisen regarding the
failure of Washington Mutual Bank in 2008, which the Official
Committee of Equity Security Holders insists should be
investigated.  The Equity Committee has alleged that JPMorgan
Chase Bank, National Association, and the FDIC disclosed "very
little information" relating to WMB's demise as well as the
Global Settlement Agreement that serves as the focal point of
WaMu's bankruptcy plan.

Subsequently, the Official Committee of Unsecured Creditors; a
consortium of investors classified under Class 19 of the Plan and
holding trust preferred securities of WaMu; and the Equity
Committee submitted to the Debtors letters to accompany the
Disclosure Statement and for distribution to creditors and equity
interest holders.

The Letter Attachments will afford the Parties "the option to
state any remaining views in the form [they] deem most
desirable," says Mark D. Collins, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware, on behalf of the Debtors.

Pursuant to the Letter Attachments, the TPS Consortium relates
that it believes that the Plan and Global Settlement Agreement
fail to provide an appropriate recovery on account of their
interests.  Members of Class 19 will benefit by voting against
the Plan and electing to "opt out" of the releases proposed to be
granted to JPMorgan, the FDIC and other parties, the TPS
Consortium maintains.

The Equity Committee, for its part, emphasized that it (i) does
not support the Plan; (ii) does not believe that the Plan is in
the best interests of the holders of preferred equity interests
and common equity interests; and (iii) recommends that preferred
equity security holders vote to reject the Plan.  The Equity
Committee insists that it was excluded from the negotiations that
led to the Global Settlement and the formulation of the Plan.

The Creditors' Committee is "supportive" of the Plan and urges
all unsecured creditors to vote in favor of the Plan.  The
Creditors' Committee clarifies, however, that it "does not
necessarily reflect the views of any of the individual Committee
members."

                      About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- is a holding company for Washington Mutual
Bank as well as numerous non-bank subsidiaries.  The Company
operates in four segments: the Retail Banking Group, which
operates a retail bank network of 2,257 stores in California,
Florida, Texas, New York, Washington, Illinois, Oregon, New
Jersey, Georgia, Arizona, Colorado, Nevada, Utah, Idaho and
Connecticut; the Card Services Group, which operates a nationwide
credit card lending business; the Commercial Group, which conducts
a multi-family and commercial real estate lending business in
selected markets, and the Home Loans Group, which engages in
nationwide single-family residential real estate lending,
servicing and capital markets activities.

Washington Mutual Bank was taken over September 25 by U.S.
government regulators.  The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively).  Wamu owns
100% of the equity in WMI Investment.  Weil Gotshal & Manges
represents the Debtors as counsel.  When WaMu filed for protection
from its creditors, it listed assets of $32,896,605,516 and debts
of $8,167,022,695.  WMI Investment listed assets of $500,000,000
to $1,000,000,000 with zero debts.

Peter Calamari, Esq., and David Elsberg, Esq., at Quinn Emanuel
Urquhart Oliver & Hedges, LLP, served as legal counsel to WMI with
responsibility for the litigation.  Brian Rosen, Esq., at Weil,
Gotshal & Manges LLP served as legal counsel to WMI with
responsibility for the Chapter 11 case.

Bankruptcy Creditors' Service Inc. publishes Washington Mutual
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Washington Mutual Inc. (http://bankrupt.com/newsstand/or
215/945-7000).


WORLD COLOR: Moody's Withdraws 'B2' Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service withdrew World Color Press Inc.'s
ratings as the company has been acquired by Quad/Graphics Inc.
and, as part of the acquisition, all of World Color's rated debt
has been repaid in full.

Rating and Outlook Actions:

Issuer: World Color Press Inc.

  -- Corporate Family Rating, Withdrawn, formerly B2

  -- Probability of Default Rating, Withdrawn, formerly B2

  -- Senior Secured Revolving Credit Facility, Withdrawn, formerly
     B1(LGD3, 33%)

  -- Senior Secured Term Credit Facility, Withdrawn, formerly B1
     (LGD3, 33%)

  -- Outlook, Withdrawn, formerly Stable

Moody's most recent rating action concerning World Color was taken
in June 15, 2009, at which time, among other things, the company's
corporate family and probability of default ratings were
downgraded to B2 from B1.  Moody's assigned ratings to
Quad/Graphics Inc. on March 8, 2010.

World Color's ratings were assigned by evaluating factors
Moody's believes are relevant to the credit profile of the
issuer, such as i) the business risk and competitive position of
the company versus others within its industry, ii) the capital
structure and financial risk of the company, iii) the projected
performance of the company over the near to intermediate term, and
iv) management's track record and tolerance for risk.  These
attributes were compared against other issuers both within and
outside of World Color's core industry and World Color's ratings
are believed to be comparable to those of other issuers of similar
credit risk.

World Color Inc., headquartered in Montreal, Quebec, Canada, is a
wholly-owned subsidiary of Quad/Graphics Inc.

Headquartered in Sussex, Wisconsin, Quad/Graphics, Inc., is a
leading North American commercial printing company.


YRC WORLDWIDE: Expects $35MM-$45MM EBITDA for 2nd Quarter
---------------------------------------------------------
YRC Worldwide Inc. provided an update on its expected second
quarter results including:

   * The company expects second quarter adjusted EBITDA within a
     range of $35 million to $45 million, excluding the YRC
     Logistics segment which will be reported as discontinued
     operations.  When including the expected adjusted EBITDA loss
     from discontinued operations of $9 million to $11 million,
     the company expects second quarter adjusted EBITDA within a
     range of $24 million to $36 million which exceeds the $5
     million covenant level required by its credit agreement. As a
     comparison, the company's adjusted EBITDA for the first
     quarter of 2010 was a loss of $53 million.

   * At June 30, 2010 the company's estimated cash and cash
     equivalents were $142 million, unused restricted revolver
     reserves were $129 million and unrestricted availability was
     $8 million, for a total of $279 million. As a comparison, at
     March 31, 2010 the company's reported cash and cash
     equivalents were $130 million, unused restricted revolver
     reserves were $107 million and unrestricted availability was
     $4 million, for a total of $241 million.

   * For the second quarter of 2010, tonnage per day for YRC
     National was 27,000 and for YRC Regional was 26,900 which
     were 11.0% and 15.2%, respectively, higher than the tonnage
     per day for the first quarter of 2010.

   * The company expects to record an $83 million non-cash
     reduction to its equity-based compensation expense related to
     its March 2010 union equity-based awards. This expense
     reduction reflects the adjusted fair value of these awards
     which were re-measured as of the June 29, 2010 shareholder
     meeting when shareholders formally approved the issuance of
     union stock options to replace previously issued union stock
     appreciation rights.  The expected expense reduction by
     segment is YRC National $64.3 million, YRC Regional $18.3 and
     YRC Truckload $0.4 million.  During the first quarter of 2010
     the company recorded a $108 million non-cash charge related
     to the same March 2010 union equity-based awards.

The Company will hold a conference call for shareholders and the
investment community on August 3, 2010, beginning at 9:30am ET,
8:30am CT. Second quarter earnings will be released the same day,
Tuesday, August 3, 2010, prior to the opening of the market.

A full-text copy of the Company's statement is available for free
at http://ResearchArchives.com/t/s?6666

                        About YRC Worldwide

Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ:
YRCW) -- http://www.yrcw.com/-- is a holding company that through
wholly owned operating subsidiaries offers its customers a wide
range of transportation services.  These services include global,
national and regional transportation as well as logistics.

The Company's balance sheet as of March 31, 2010, showed
$2.919 billion in assets and $3.024 billion of liabilities, for a
stockholders' deficit of $104.9 million.

                          *     *     *

As reported in the Troubled Company Reporter on March 18, 2010,
KPMG LLP, in Kansas City, Missouri, expressed substantial doubt
about YRC Worldwide's ability to continue as a going concern in
its report on the Company's consolidated financial statements as
of and for the year ended December 31, 2009.  The independent
auditors noted that the Company has experienced significant
declines in operations, cash flows, and liquidity.


* Chapter 11 Cases with Assets & Liabilities Below $1,000,000
-------------------------------------------------------------
Recent Chapter 11 cases filed with assets and liabilities below
$1,000,000:

In Re Ellsworth Holding, LLC
   Bankr. D. Conn. Case No. 10-32046
     Chapter 11 Petition Filed July 6, 2010
        Filed As Pro Se

In Re AIM, LLC
   Bankr. M.D. Fla. Case No. 10-16257
     Chapter 11 Petition Filed July 6, 2010
         See http://bankrupt.com/misc/flmb10-16257.pdf

In Re Maryann Deocampo Dantzler
   Bankr. M.D. Fla. Case No. 10-05845
     Chapter 11 Petition Filed July 6, 2010
         See http://bankrupt.com/misc/flmb10-05845.pdf

In Re Paul N. McMillan
   Bankr. M.D. Fla. Case No. 10-05849
     Chapter 11 Petition Filed July 6, 2010
         See http://bankrupt.com/misc/flmb10-05849.pdf

In Re Norma Y. Jennings
   Bankr. S.D. Fla. Case No. 10-29178
     Chapter 11 Petition Filed July 6, 2010
         See http://bankrupt.com/misc/flsb10-29178.pdf

In Re Maze Properties, Inc.
   Bankr. N.D. Ga. Case No. 10-79841
     Chapter 11 Petition Filed July 6, 2010
         See http://bankrupt.com/misc/ganb10-79841.pdf

In Re RTA Enterprises, LLC
        dba Hidden Lakes
   Bankr. N.D. Ga. Case No. 10-79719
     Chapter 11 Petition Filed July 6, 2010
         See http://bankrupt.com/misc/ganb10-79719.pdf

In Re Tingas Personal Residence Trust
   Bankr. N.D. Ga. Case No. 10-79729
      Chapter 11 Petition Filed July 6, 2010
         Filed As Pro Se

In Re John C. Bitley
   Bankr. D. Nev. Case No. 10-22607
     Chapter 11 Petition Filed July 6, 2010
         See http://bankrupt.com/misc/nvb10-22607.pdf

In Re D & G Holding, LLC
        dba Simply Stickley
        fka Simply Stickley, LLC
   Bankr. D. N.M. Case No. 10-13425
     Chapter 11 Petition Filed July 6, 2010
         See http://bankrupt.com/misc/nmb10-13425p.pdf
         See http://bankrupt.com/misc/nmb10-13425c.pdf

In Re Calvin L. Court
   Bankr. E.D. Texas Case No. 10-50155
     Chapter 11 Petition Filed July 6, 2010
         See http://bankrupt.com/misc/txeb10-50155.pdf

In Re All Season LLP
       dba P&C Contractors
       dba A-Quality
   Bankr. N.D. Texas Case No. 10-34820
     Chapter 11 Petition Filed July 6, 2010
         See http://bankrupt.com/misc/txnb10-34820.pdf

In Re Shahnoor Corporation
   Bankr. N.D. Texas Case No. 10-34788
     Chapter 11 Petition Filed July 6, 2010
         See http://bankrupt.com/misc/txnb10-34788.pdf

In Re Michael Charles Eddings, Sr.
   Bankr. S.D. Texas Case No. 10-35747
      Chapter 11 Petition Filed July 6, 2010
         Filed As Pro Se

In Re SCR C24 Investment, L.P.
        dba Shadow Creek Ranch
   Bankr. S.D. Texas Case No. 10-35795
     Chapter 11 Petition Filed July 6, 2010
         See http://bankrupt.com/misc/txsb10-35795.pdf

In Re Andaz Inc.
   Bankr. W.D. Texas Case No. 10-11897
     Chapter 11 Petition Filed July 6, 2010
         See http://bankrupt.com/misc/txwb10-11897.pdf

In Re Seventy-Seven Sunset Strip, L.L.C.
   Bankr. W.D. Texas Case No. 10-11891
     Chapter 11 Petition Filed July 6, 2010
         See http://bankrupt.com/misc/txwb10-11891.pdf

In Re Valerie J. Daniel
   Bankr. E.D. Va. Case No. 10-15680
      Chapter 11 Petition Filed July 6, 2010
         Filed As Pro Se

In Re Grande Bar Italiano, Inc.
        dba Paisano Ristorante Italiano
   Bankr. C.D. Calif. Case No. 10-31081
     Chapter 11 Petition Filed July 7, 2010
         See http://bankrupt.com/misc/cacb10-31081.pdf

In Re Harvest Sharing, Inc.
        dba Food Share America
   Bankr. D. Colo. Case No. 10-26913
      Chapter 11 Petition Filed July 7, 2010
         Filed As Pro Se

In Re Alexander John Drabin, Jr.
      Beverly Renee Drabin
   Bankr. M.D. Fla. Case No. 10-16315
     Chapter 11 Petition Filed July 7, 2010
         See http://bankrupt.com/misc/flmb10-16315.pdf

In Re Kathleen Elizabeth Bell
  Bankr. D. Nev. Case No. 10-22685
     Chapter 11 Petition Filed July 7, 2010
         See http://bankrupt.com/misc/nvb10-22685.pdf

In Re MK&K Leasing, Inc., a Florida Corporation
   Bankr. D. N.J. Case No. 10-30834
     Chapter 11 Petition Filed July 7, 2010
         See http://bankrupt.com/misc/njb10-30834.pdf

In Re Edward Morreale
      Mary Ellen Morreale
  Bankr. E.D. N.Y. Case No. 10-46403
     Chapter 11 Petition Filed July 7, 2010
         See http://bankrupt.com/misc/nyeb10-46403.pdf

In Re Frank Isaac Robinson
      Tomsiena W. Robinson
  Bankr. D. S.C. Case No. 10-04877
     Chapter 11 Petition Filed July 7, 2010
         See http://bankrupt.com/misc/scb10-04877.pdf

In Re Marquis Development, Incorporated
   Bankr. W.D. Wash. Case No. 10-17869
     Chapter 11 Petition Filed July 7, 2010
         See http://bankrupt.com/misc/wawb10-17869.pdf

In Re NW Van & Motor Home Rental LLC
        dba Five Corners RV
   Bankr. W.D. Wash. Case No. 10-17877
     Chapter 11 Petition Filed July 7, 2010
         See http://bankrupt.com/misc/wawb10-17877.pdf

In Re Jin Quan, Inc.
        dba Ocean's 111 Bar & Grill
   Bankr. C.D. Calif. Case No. 10-31253
     Chapter 11 Petition Filed July 8, 2010
         See http://bankrupt.com/misc/cacb10-31253.pdf

In Re O & O, LLC
   Bankr. D. Conn. Case No. 10-32062
     Chapter 11 Petition Filed July 8, 2010
         See http://bankrupt.com/misc/ctb10-32062p.pdf
         See http://bankrupt.com/misc/ctb10-32062c.pdf

In Re Neja Enterprises II, Inc.
        dba Friendly City Car Wash
   Bankr. M.D. Fla. Case No. 10-16413
     Chapter 11 Petition Filed July 8, 2010
         See http://bankrupt.com/misc/flmb10-16413.pdf

In Re New Fellowship Baptist Church, Inc.
   Bankr. D. Md. Case No. 10-25431
     Chapter 11 Petition Filed July 8, 2010
         See http://bankrupt.com/misc/mdb10-25431.pdf

In Re Bahama Bob's Worcester, Inc.
        dba Fifth Amendment
   Bankr. D. Mass. Case No. 10-43453
     Chapter 11 Petition Filed July 8, 2010
         See http://bankrupt.com/misc/mab10-43453.pdf

In Re Patio Properties, Inc.
   Bankr. E.D. Mich. Case No. 10-62021
     Chapter 11 Petition Filed July 8, 2010
         See http://bankrupt.com/misc/mieb10-62021.pdf

In Re Gunther Edmondson & Turner, Inc.
  Bankr. D. Nev. Case No. 10-22722
     Chapter 11 Petition Filed July 8, 2010
         See http://bankrupt.com/misc/nvb10-22722.pdf

In Re Q.S. Janitorial Maintenance, Inc.
   Bankr. E.D. N.Y. Case No. 10-46422
      Chapter 11 Petition Filed July 8, 2010
         Filed As Pro Se

In Re The Blue Room Cafe Lounge Corp.
   Bankr. E.D. N.Y. Case No. 10-46430
      Chapter 11 Petition Filed July 8, 2010
         Filed As Pro Se

In Re Coll, LLC.
   Bankr. E.D. Pa. Case No. 10-15590
      Chapter 11 Petition Filed July 8, 2010
         Filed As Pro Se

In Re Chaleco Tuxedo Gallery, Corp.
  Bankr. D. Puerto Rico Case No. 10-06106
     Chapter 11 Petition Filed July 8, 2010
         See http://bankrupt.com/misc/prb10-06106.pdf

In Re Rhino Financial Inc.
   Bankr. S.D. Texas Case No. 10-35860
      Chapter 11 Petition Filed July 8, 2010
         Filed As Pro Se

In Re Eulis Dale Markham
        dba Lazy Day Farms
      Beverly P. Markham
  Bankr. W.D. Tenn. Case No. 10-12201
     Chapter 11 Petition Filed July 8, 2010
         See http://bankrupt.com/misc/tnwb10-12201.pdf

In Re Edward Wrathall
      Delores Wrathall
   Bankr. E.D. Wis. Case No. 10-31291
     Chapter 11 Petition Filed July 8, 2010
         See http://bankrupt.com/misc/wieb10-31291.pdf

In Re T & L Outdoors, LLC
   Bankr. N.D. Ala. Case No. 10-41937
     Chapter 11 Petition Filed July 11, 2010
         See http://bankrupt.com/misc/alnb10-41937.pdf

In Re David Lee Tomblin
      Ann Margaret Tomblin
   Bankr. C.D. Calif. Case No. 10-38256
     Chapter 11 Petition Filed July 9, 2010
         See http://bankrupt.com/misc/cacb10-38256p.pdf
         See http://bankrupt.com/misc/cacb10-38256c.pdf

In Re Gary S. Houck
   Bankr. N.D. Calif. Case No. 10-12592
      Chapter 11 Petition Filed July 9, 2010
         Filed As Pro Se

In Re Embee Atlantic Corporation
        dba Delray Cleaners
   Bankr. S.D. Fla. Case No. 10-29524
     Chapter 11 Petition Filed July 9, 2010
         See http://bankrupt.com/misc/flsb10-29524.pdf

In Re Al Binaa Trading & Construction Co. LLC
   Bankr. D. Md. Case No. 10-25523
     Chapter 11 Petition Filed July 9, 2010
         See http://bankrupt.com/misc/mdb10-25523.pdf

In Re Teeco Equipment Repair, Inc.
   Bankr. N.D. Miss. Case No. 10-13309
     Chapter 11 Petition Filed July 9, 2010
         See http://bankrupt.com/misc/msnb10-13309.pdf

In Re P.S. Inc.
        aka Diamond Jubilee
   Bankr. D. Mont. Case No. 10-61663
      Chapter 11 Petition Filed July 9, 2010
         Filed As Pro Se

In Re TJG Properties, LLC
   Bankr. D. N.J. Case No. 10-31105
     Chapter 11 Petition Filed July 9, 2010
         See http://bankrupt.com/misc/njb10-31105.pdf

In Re A&H Property Holding
   Bankr. E.D. N.Y. Case No. 10-75327
      Chapter 11 Petition Filed July 9, 2010
         Filed As Pro Se

In Re Jeffrey H. Frand, DMD, PC
   Bankr. W.D. Pa. Case No. 10-24911
     Chapter 11 Petition Filed July 9, 2010
         See http://bankrupt.com/misc/pawb10-24911p.pdf
         See http://bankrupt.com/misc/pawb10-24911c.pdf

In Re Dwight J. Pennington
   Bankr. M.D. Tenn. Case No. 10-07138
      Chapter 11 Petition Filed July 9, 2010
         See http://bankrupt.com/misc/tnmb10-07138.pdf

In Re Craig Holt Concrete Inc.
   Bankr. D. Utah Case No. 10-29217
      Chapter 11 Petition Filed July 9, 2010
         Filed As Pro Se

In Re LaVerne Joy Rettkowski
        dba T & L Farms, Sole Proprietorship
   Bankr. E.D. Wash. Case No. 10-04018
      Chapter 11 Petition Filed July 9, 2010
         See http://bankrupt.com/misc/waeb10-04018p.pdf
         See http://bankrupt.com/misc/waeb10-04018c.pdf

In Re L5 Enterprises Inc.
        dba Tutoring Club
   Bankr. W.D. Wash. Case No. 10-17956
      Chapter 11 Petition Filed July 9, 2010
         See http://bankrupt.com/misc/wawb10-17956.pdf

In Re Morrison Plumbing, Inc.
   Bankr. W.D. Wash. Case No. 10-17991
      Chapter 11 Petition Filed July 9, 2010
         See http://bankrupt.com/misc/wawb10-17991.pdf

In Re William L. Obrock
   Bankr. W.D. Wash. Case No. 10-17951
      Chapter 11 Petition Filed July 9, 2010
         See http://bankrupt.com/misc/wawb10-17951.pdf



                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard
C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez,
Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2010.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


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