TCR_Public/100727.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Tuesday, July 27, 2010, Vol. 14, No. 206

                            Headlines


621 STOCKTON: Asks for Court Okay to Use Cash Collateral
621 STOCKTON: Section 341(a) Meeting Scheduled for August 24
9339 ALONDRA: Case Summary & 7 Largest Unsecured Creditors
ACACIA AUTOMOTIVE: Posts $115,700 Net Loss in Q1 2010
AFC ENTERPRISES: Morgan Stanley No Longer Holds Shares

ALIMENTATION COUCHE-TARD: Moody's Reviews 'Ba1' Rating on Notes
ALION SCIENCE: Ret. Gen. Hayden Elected to Board of Directors
ALMATIS B.V.: Proposes Butzel Long as Special Counsel
ALMATIS B.V.: Schedules & Statements Due July 30
AMERICA'S SUPPLIERS: Board Seek Replacement to Deceased CEO

AMERICAN AXLE: S&P Hikes Outlook to Positive; 'B-' Rating Affirmed
AMERICREDIT CORP: $3.5-Bil. GM Deal Cues Fitch's Evolving Watch
AMSTED INDUSTRIES: S&P Withdraws 'BB-' Rating on Senior Facility
AUTOZONE INC: Director Crowley, Tynan Report Sale of Shares
AUTOZONE INC: Eddie Lampert Reports Sale of Shares

AVISTAR COMMS: Posts $2.4 Million Net Loss for June 30 Quarter
AXIA INC: Bankruptcy Cases Converted to Chapter 7
BALTIMORE AND CHARLES: Files for Chapter 11 Bankruptcy
BAYOU GROUP: Goldman Seeks to Overturn $21MM Arbitration Award
BERNARD MADOFF: Trustee Preparing Suits vs. Individual Investors

BLUE WILLOW: Case Summary & 20 Largest Unsecured Creditors
BOSQUE POWER: Lenders Win Bid to Cut Exclusivity Period by 60 Days
BUILDERS FIRSTSOURCE: Posts $19 Million Net Loss for June 30 Qtr
CABLEVISION SYSTEMS: Fitch Affirms 'BB-' Issuer Default Ratings
CAPITAL GROWTH: Files for Chapter 11 Protection

CHEMITEK 2006: Reorganization Case Dismissed for Bad Faith Filing
CITIGROUP INC: Treasury Selling 1.5 Billion of Common Stock
COEUR D'ALENE: Inks Master Lease Agreement with Mitsubishi
COLONIAL BANCGROUP: SEC May Revoke Registration of Securities
CONCORDIA LUTHERAN: Case Summary & 3 Largest Unsecured Creditors

CONSPIRACY ENT: To Sell $600,000 Promissory Notes to Subscribers
CONTINENTAL AIRLINES: Posts $233 Million Net Income for 2nd Qtr
CONTINENTAL AIRLINES: Files Guidance for 3rd Qtr & Full Year 2010
CORRELOGIC OF GERMANTOWN: Files for Chapter 11 Protection
COVER-ALL HOLDING: U.S. Court Recognizes Chapter 15 Proceeding

CROWN EUROPEAN: S&P Assigns 'BB-' Senior Unsecured Debt Rating
DELTA AIR: Inks $450 Million Equipment Notes Purchase Deal
DELTA AIR: Inks Pacts to Sell Mesaba, Compass Subsidiaries
DELTA AIR: Swings to $549 Mil. Net Income for Q2 2010
DENNY'S CORP: New Director Dedrick Doesn't Hold Securities

DRAGON PHARMACEUTICAL: Deregisters Unsold Shares Following Merger
DRAGON PHARMACEUTICAL: Datong Investment Merger Approved
DREIER LLP: Judge Approves Verition, Trustee Settlement Deals
DOUG VAUGHAN: Bankruptcy Trustee to Sell Mansion for $2.5 Million
DT LAS VEGAS: Case Summary & 20 Largest Unsecured Creditors

DUBAI WORLD: DLF Aims to Buy Half of India Realty Joint Venture
E*TRADE FINANCIAL: Posts $35 Mil. Net Income for June 30 Quarter
E*TRADE FINANCIAL: DBRS Rates Issuer & Senior Debt at 'B'
ENRON CORP: ECRC Submits 23rd Post-Confirmation Report
ENRON CORP: Newby, et al., Seek to End ESL3624 Web Site

ES ENERGY: Voluntary Chapter 11 Case Summary
FAIRFIELD SENTRY: Kenneth Krys & Christopher Stride as Liquidators
FAIRFIELD SENTRY: Secures Chapter 15 Creditor Protection
FONTAINEBLEAU L.V.: Court OKs Ch. 7 Trustee Bond Premium Budget
FONTAINEBLEAU L.V.: District Court Remands Appeals on DIP Order

FONTAINEBLEAU L.V.: Ex-Employees Seek Payment of Unpaid Wages
FORUM HEALTH: MBIA Discovery on Buyer Partially Approved
FREDE ENTERPRISES: Files for Chapter 11 Bankruptcy Protection
GARLOCK SEALING: Anchor Packing Files Schedules & Statement
GARLOCK SEALING: Committee Proposes Katten Muchin as Counsel

GARLOCK SEALING: Submits Rule 2015.3 Report for July
GARLOCK SEALING: Wins Nod to Hire Bates White as Consultant
GENERAL GROWTH: Wins OK for $400 Million DIP Deal with Barclays
GLIMCHER REALTY: Commences Offering of 12 Million Shares
GLOBAL CASH: S&P Gives Negative Outlook; Affirms 'BB-' Rating

GOLDSPRING INC: Changes Company Name to Comstock Mining
GREAT ATLANTIC: Directors Acquire Phantom Stock Units
GREEKTOWN HOLDINGS: Buchwald to Take Over Suit vs. Papases
GREEKTOWN HOLDINGS: Enters into $30MM Exit Revolver with Comerica
GREEKTOWN HOLDINGS: Names Buchwald Capital as Litigation Trustee

GREEKTOWN HOLDINGS: Superholdings Sues Jim Papas for $7 Million
GREENFIELD POWER: Moody's Assigns 'B1' Rating on $335 Mil. Loan
GTC BIOTHERAPEUTICS: 3 Directors Receive Shares as Retainer Fees
GTC BIOTHERAPEUTICS: Inks Agreement with Lundbeck Inc
HOTCOPRI, LLC: Case Summary & 18 Largest Unsecured Creditors

HUDSON'S FURNITURE: Gets Final Approval to Access Cash Collateral
HUDSON'S FURNITURE: Plan Contemplates Consolidation of Debtors
HVHC INC: S&P Affirms Counterparty Credit Rating at 'BB'
INDUSTRY WEST: Promises to Pay 100% of Unsecured Creditors' Claims
INNKEEPERS USA: Court Grants Interim Access to Cash Collateral

INNKEEPERS USA: Hires Omni Management as Claims Agent
INNKEEPERS USA: Proposes Moelis as Financial Advisor
INNKEEPERS USA: Schedules Deadline Extended to September 1
IRVINE SENSORS: Inks Subscription Deal with 12 Investors
JERRY MCWILLIS: BofA's Liquidating Plan OK'd; Files Amended Plan

JETBLUE AIRWAYS: Earns $30 Million for Second Quarter 2010
JEVIC TRANSPORTATION: Interline Trust Fund Dispute Going to Trial
JILLPLEX LLC: Case Summary & 6 Largest Unsecured Creditors
KENNETH STARR: Seeks Release on $2 Million Bail
LEHMAN BROTHERS: BNY Mellon Opposes Substantive Consolidation

LEHMAN BROTHERS: Has Paid $873,090,000 to Advisors So Far
LEHMAN BROTHERS: Insists on McIssac Testimony Against Barclays
LEHMAN BROTHERS: Wins Nod of Deal With Silver Lake, et al.
LEHMAN BROTHERS: Has Nod to Transfer Servicing Rights to Aurora
LEHMAN BROTHERS: Wins OK to Sell New Silk Stake to Berkeley

LEVI STRAUSS: Names Fernando Aguirre as Chief Executive Officer
LINEAR TECHNOLOGY: Directors Acquire 3,000 Shares on July 22
LINEAR TECHNOLOGY: Posts $124.5MM Net Income for June 27 Quarter
LITTLE TOKYO: Asks for Court Okay to Use Cash Collateral
LITTLE TOKYO: Section 341(a) Meeting Scheduled for August 26

LODGENET INTERACTIVE: Black Horse Sells 1-Mil. Shares
LODGENET INTERACTIVE: PAR Investment Reports Equity Stake
LODGENET INTERACTIVE: Stockholders Elect 3 Directors
MALANDRIN LLC: Case Summary & 18 Largest Unsecured Creditors
METALS USA: Posts $2.5 Million Net Income for June 30 Quarter

MIRAMAX FILMS: Disney Wants Buyer to Advance $40MM by Wednesday
NEWLOOK INDUSTRIES: Expects to Submit Annual Report by July 31
NPS PHARMACEUTICALS: Completes Patient Randomization in Phase 3
MODOC COUNTY: California Considers Loan for Troubled County
OAK SONG: Voluntary Chapter 11 Case Summary

ON SEMICONDUCTOR: S&P Puts 'BB-' Rating on CreditWatch Positive
PACIFIC AVENUE: Has 90 Days to File Plan to Save Company
PACIFIC ENERGY: Files Liquidating Plan and Disclosure Statement
PAJAAMCO FAMILY: Can Sell O&E Condominiums to Pay Rio Bank
PEPPERWELL OAKS: Case Summary & 6 Largest Unsecured Creditors

PICCADILLY INN: Files Voluntary Petition for Chapter 11
PMP II: to Convey Asset for a 25% Membership Interest in HKMP LLC
POWER EFFICIENCY: Three Resign from Board of Directors
PRIUM MEEKER: Section 341(a) Meeting Scheduled for August 18
QSGI INC: Inks Settlement Agreement with John Riconda

RIALTO HEIGHTS: Voluntary Chapter 11 Case Summary
RICCO INC: Bankruptcy Counsel Withdrawn from Reorganization Case
RIVERHEAD PARK: Files Amended Plan of Reorganization
RJ YORK: Automatic Stay Lifted on Property; Case Dismissed
RMA REAL ESTATE: Involuntary Case Dismissed

ROTHSTEIN ROSENFELDT: Banyon Fund & George Levin Settle
ROTHSTEIN ROSENFELDT: Ex-Partner Adler Concern Over Dual Claims
ROTHSTEIN ROSENFELDT: Judge to Hire Own Expert in Qtask Case
SAC II: Files Amended Schedules of Assets and Liabilities
SAC II: Files List of Largest Unsecured Creditors

SAINT VINCENTS: Has OK to Auction Off Home Healthcare Program
SEA LAUNCH: Boeing, Aker Object to Reorganization Plan
SNOWFLAKE WHITE: Files for Bankruptcy to Stop Salt River
SOL DE IBIZA: Sale Woes Prompt Chapter 11 Bankruptcy Filing
SPECIALTY ACQUISITION: Files New Schedules of Assets and Debts

SPECIALTY TRUST: Can Sell Las Vegas Property to SDMI Centennial
STANDFAST INDUSTRIES: Case Summary & 19 Largest Unsec. Creditors
STATION CASINOS: Further Revises Chapter 11 Plan
STATION CASINOS: Wins Nod to Enter Into Insurance Pact With FIFC
STATION CASINOS: Wins OK to Settle FTB Disputes for $2.8 Million

STONE*WALL FARM: Case Summary & 20 Largest Unsecured Creditors
SUNESIS PHARMA: Committee Approves Cash Bonuses to Executives
TEXAS RANGERS: Cuban Deal May Be Like Phoenix Coyotes Scenario
TRILOGY INTERNATIONAL: Moody's Assigns 'Caa1' Rating on Notes
UAL CORP: Continental & UAL Reach Transition Pact with Pilots

UAL CORP: Provides Financial Projections for 3rd Quarter
UAL CORP: Reports First Quarterly Profit Since 2007
ULICO STANDARD: A.M. Best Withdraws B- Financial Strength Rating
UNO RESTAURANT: Emerges from Chapter 11
US CONCRETE: Put Option Parties Commit to Purchase $50MM of Notes

USG CORP: Posts $74 Million Net Loss for June 30 Quarter
VANTAGE DRILLING: S&P Assigns 'B-' Corporate Credit Rating
VIKING SYSTEMS: Directors Acquire Stock Options
VIKING SYSTEMS: To Report Strategic Plan & Market Opportunities
VISTEON CORP: Union Wants to Reinstate Retiree's Insurance

VITERRA INC: Moody's Assigns 'Ba1' Rating on Senior Unsec. Notes
WILDWING DEV'T: Unable to Obtain Funding, Wants Case Dismissed
WILLIAM ROSE: Voluntary Chapter 11 Case Summary
WYNN RESORTS: Moody's Affirms Corporate Family Rating at 'Ba3'
XODTEC LED: Posts $614,400 Net Loss in Q1 Ended May 31

ZALE CORP: Bank Can End Deal If Credit Sales Fall Below Threshold

* Florida Lawyer Gets 8 Years for $2.6 Million Fraud Scheme

* Large Companies With Insolvent Balance Sheets


                            ********


621 STOCKTON: Asks for Court Okay to Use Cash Collateral
--------------------------------------------------------
621 Stockton DE, LLC, and Bay Citi Properties have asked for
authorization from the U.S. Bankruptcy Court for the Northern
District of California to use cash collateral through October 31,
2010.

The Debtors and their affiliates are engaged in the business of
owning and operating investment real property, including 8
separate multi-family apartment buildings within the City of San
Francisco.  The rental income from these properties constitute
cash collateral of certain secured lenders.  The apartment
buildings are subject to a single, blanket senior deed of trust
held and serviced by LNR Real Estate Partners and a second deed of
trust held by Oxford Investments & Mortgages, for various
beneficiaries.  All of the properties require payment of critical
operating expenses to preserve their value.

John H. MacConaghy, Esq., at MacConaghy & Barnier, Plc, the
attorney for the Debtors, explains that the Debtors need to use
cash collateral to fund their Chapter 11 cases, pay suppliers and
other parties.  The Debtors will use the collateral pursuant to a
budget, a copy of which is available for free at:

         http://bankrupt.com/misc/621_STOCKTON_budget.pdf

To provide adequate protection to their secured creditors, the
Debtors seek authority to maintain the "soft lock-box" account
arrangement now in place with LNR Real Estate Partners.  Pursuant
to this arrangement, the resident managers of each property pay
all gross rent receipts into a controlled account at Westamerica
Bank, LNR Real Estate Partners authorizes periodic disbursements
for critical operating expenses, and the balance is periodically
swept as debt service.

LNR, represented by Duane Morris LLP, does not consent to the use
or expenditure of the Rents by Debtor or any other person, and any
such use or expenditure is prohibited.  It demands that rents be
segregated and that Debtors immediately provide an accounting of
the cash collateral.

                         About 621 Stockton

San Francisco, California-based 621 Stockton DE, LLC, filed for
Chapter 11 bankruptcy protection on July 15, 2010 (Bankr. N.D.
Calif. Case No. 10-32661).  John H. MacConaghy, Esq., at
MacConaghy and Barnier, assists the Company in its restructuring
effort.  The Company estimated its assets and debts at $10,000,001
to $50,000,000.

Various affiliates, including Bay Citi Properties II DE, LLC (Case
No. 10-32662), also filed for Chapter 11.  Bay City estimated its
assets and debts at $10,000,001 to $50,000,000.


621 STOCKTON: Section 341(a) Meeting Scheduled for August 24
-----------------------------------------------------------
The U.S. Trustee for Region 17 will convene a meeting of the
creditors of 621 Stockton DE, LLC and Bay Citi Properties II DE,
LLC, on August 24, 2010, at 10:30 a.m.  The meeting will be held
at San Francisco U.S. Trustee Off, Office of the U.S. Trustee, 235
Pine Street, Suite 850, San Francisco, CA 94104.

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 621 Stockton

San Francisco, California-based 621 Stockton DE, LLC, filed for
Chapter 11 bankruptcy protection on July 15, 2010 (Bankr. N.D.
Calif. Case No. 10-32661).  John H. MacConaghy, Esq., at
MacConaghy and Barnier, assists the Company in its restructuring
effort.  The Company estimated its assets and debts at $10,000,001
to $50,000,000.

Various affiliates, including Bay Citi Properties II DE, LLC (Case
No. 10-32662), also filed for Chapter 11.  Bay City estimated its
assets and debts at $10,000,001 to $50,000,000.


9339 ALONDRA: Case Summary & 7 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: 9339 Alondra Blvd, LLC
        156 S. Clark Drive
        Beverly Hills, CA 90211

Bankruptcy Case No.: 10-39725

Chapter 11 Petition Date: July 20, 2010

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

Judge: Ernest M. Robles

Debtor's Counsel: Michael Jay Berger, Esq.
                  9454 Wilshire Boulevard, 6th Floor
                  Beverly Hills, CA 90212-2929
                  Tel: (310) 271-6223
                  Fax: (310) 271-9805
                  E-mail: michael.berger@bankruptcypower.com

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

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

A copy of the Company's list of 7 largest unsecured
creditors filed together with the petition is available for
free at http://bankrupt.com/misc/cacb10-39725.pdf

The petition was signed by Javid Somekh, managing member.


ACACIA AUTOMOTIVE: Posts $115,700 Net Loss in Q1 2010
-----------------------------------------------------
Acacia Automotive, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $115,745 on $978,144 of revenue for the
three months ended March 31, 2010, compared with a net loss of
$37,444 on $321,650 of revenue for the same period of 2009.

The Company's balance sheet at March 31, 2010, showed $2,086,986
in assets, $1,921,440 of liabilities, and $165,546 of
stockholders' equity.

As reported in the Troubled Company Reporter on June 8, 2010,
Killman, Murrell & Company, P.C., in Odessa, Texas, expressed
substantial doubt about the Company's ability to continue as a
going concern after auditing the Company's financial statements
for the year ended December 31, 2009.  The independent auditors
noted that the Company has suffered recurring losses from
operations and has limited capital resources.

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

               http://researcharchives.com/t/s?670c

Based in Ocala, Fla., Acacia Automotive, Inc. (PNK: ACCA.PK) --
http://www.acacia.bz/-- is engaged in acquiring and operating
automotive auctions, including automobile, truck, equipment, boat,
motor home, RV, motorsports, and other related vehicles.


AFC ENTERPRISES: Morgan Stanley No Longer Holds Shares
------------------------------------------------------
Morgan Stanley disclosed that as of June 30, 2010, it no longer
held shares of common stock in AFC Enterprises Inc.

Atlanta, Georgia-based AFC Enterprises, Inc. (NASDAQ: AFCE) --
http://www.afce.com/-- is the franchisor and operator of
Popeyes(R) restaurants, the world's second-largest quick-service
chicken concept based on number of units.  As of April 18, 2010,
Popeyes had 1,944 operating restaurants in the United States,
Puerto Rico, Guam and 27 foreign countries.

At April 18, 2010, the Company had $114.6 million in total
assets against $34.1 million in total current liabilities and
$92.0 million in total long-term liabilities, resulting in
$11.5 million in stockholders' deficit.

                          *     *     *

As reported by the Troubled Company Reporter on December 18, 2009,
Moody's Investors Service affirmed all ratings of AFC Enterprises,
including its B1 Corporate Family Rating and Ba3 rating of its
senior secured credit facilities, with a stable outlook.  Its
Speculative Grade Liquidity rating was affirmed at SGL-3
concurrently.


ALIMENTATION COUCHE-TARD: Moody's Reviews 'Ba1' Rating on Notes
---------------------------------------------------------------
Moody's Investors Service is continuing to review the Ba1 senior
subordinate rating of Alimentation Couche-Tard Inc. for possible
downgrade.  The continuance of the review follows yesterday's
announcement by ACT that it has increased its initial tender offer
to acquire all of the outstanding common shares of Casey's General
Stores, Inc., by 2% to $36.75/share, representing an enterprise
value of $1.9 billion.

Moody's review will focus on ACT's plans to finance the potential
transaction (committed financing is a condition to completing the
transaction), including an assessment of its resulting balance
sheet, liquidity profile and plans for future debt reduction.  The
review will also focus on ACT's integration plans for Casey's,
including the potential for any cost synergies recognizing that
Casey's largely rural footprint differs from ACT's current
concentration in more urban areas.  Finally, Moody's will consider
ACT's appetite to pursue any future leveraged transactions.
Moody's anticipates that it will resolve its review once the
outcome of the potential transaction becomes highly likely.  ACT's
offer to acquire Casey's currently expires August 6, 2010.

The last rating action for ACT was on April 12, 2010, when the
company's senior subordinate rating was placed under review for
possible downgrade.

Alimentation Couche-Tard Inc., headquartered in Laval, Quebec,
owns and licenses 5,878 convenience stores across North America,
of which 4,408 are company operated, under the "Circle K",
"Couche-Tard", "Mac's", and other banners.  Revenue for the fiscal
year ending April 25, 2010, totaled roughly $16.4 billion.


ALION SCIENCE: Ret. Gen. Hayden Elected to Board of Directors
-------------------------------------------------------------
General Michael V. Hayden, (Ret.) was elected to the Board of
Directors of Alion Science and Technology Corporation and was
appointed to the Registrant's Corporate Governance and Compliance
Committee effective as of July 16, 2010.

General Hayden is a retired United States Air Force General and is
a former Director of the National Security Agency, a former
Director of the Central Intelligence Agency, and a former
Principal Deputy Director of National Intelligence.  General
Hayden entered active duty in 1969 after earning a bachelor's
degree in history in 1967 and a master's degree in modern American
history in 1969, both from Duquesne University.  He is a
distinguished graduate of the university's ROTC program.

General Hayden served as Commander of the Air Intelligence Agency
and as Director of the Joint Command and Control Warfare Center.
He has also served in senior staff positions at the Pentagon,
Headquarters U.S. European Command, National Security Council and
the U.S. Embassy in the People's Republic of Bulgaria. Hayden also
served as Deputy Chief of Staff, United Nations Command and U.S.
Forces Korea, Yongsan Army Garrison, South Korea.  He currently
serves as a Distinguished Visiting Professor at George Mason
University School of Public Policy and as a Principal at the
Chertoff Group.

                        About Alion Science

Alion Science and Technology Corporation, based in McLean, VA, is
an employee-owned company that provides scientific research,
development, and engineering services related to national defense,
homeland security, and energy and environmental analysis.
Particular areas of expertise include communications, wireless
technology, netcentric warfare, modeling and simulation, chemical
and biological warfare, program management.

As of December 30, 2009, the Company had total assets of
$639,046,000 against total current liabilities of $169,588,000,
senior term loan payable, excluding current portion of
$226,969,000, senior unsecured notes of $245,462,000, subordinated
note payable of $45,715,000, redeemable common stock of
$187,112,000, and accumulated deficit of $282,500,000.

                           *     *     *

Alion carries 'Caa3' corporate family and probability of default
ratings from Moody's.  Alion carries a 'B-' corporate credit
rating from Standard & Poor's.


ALMATIS B.V.: Proposes Butzel Long as Special Counsel
-----------------------------------------------------
Almatis B.V. and its affiliated debtors seek approval from the
U.S. Bankruptcy Court to employ Butzel Long as their special
litigation conflicts counsel effective as of June 25, 2010.

The Debtors will tap Butzel Long to represent them in litigation
matters where their general bankruptcy counsel, Gibson Dunn &
Crutcher LLP, has a potential conflict, says Remco de Jong,
Almatis chief executive officer.

Butzel Long is a full-service law firm with a strong litigation
practice, the Debtors aver.  The Debtors selected Butzel due to
the firm's reputation in litigation matters, according to Mr. de
Jong.

Butzel Long has been assisting the Debtors in serving subpoenas
and other items related to their ongoing litigation in connection
with their proposed plan of reorganization since last month.

In return for its services, Butzel Long will be paid on an hourly
basis and will be reimbursed of its necessary expenses.  The
firm's attorneys expected to provide services and their hourly
rates are:

  Professionals           Position       Hourly Rates
  -------------           --------       ------------
  Martin Karlinsky        Shareholder       $675
  Regina Alter            Shareholder       $425
  Maria Caceres-Boneau    Associate         $325

Mr. Karlinsky, Esq., of Butzel Long assures the Court that his
firm does not hold nor represent interest that is adverse to the
Debtors' estates.

The Court will consider approval of the proposed employment at an
August 16, 2010 hearing.  Any objections should be filed no later
than August 6.

                      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)


ALMATIS B.V.: Schedules & Statements Due July 30
------------------------------------------------
Judge Martin Glenn is giving Almatis B.V. and its affiliated
debtors until July 30, 2010, to file their schedules of assets
and liabilities and statements of financial affairs.

The Debtors earlier sought for a schedules filing extension
through August 27, 2010.

Judge Glenn ruled that no further extension of the deadline to
file the Schedules and Statements will be granted to the Debtors.

                      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)


AMERICA'S SUPPLIERS: Board Seek Replacement to Deceased CEO
-----------------------------------------------------------
America's Suppliers Inc.'s Board of Directors said it is now
seeking to fill the vacancies caused by the death of Peter Engel,
the Company's chairman, chief executive officer and president.
Day to day operations of DollarDays International, the Company's
wholly owned subsidiary and sole operating business, will remain
unaffected with Marc Joseph continuing as President and COO and
Michael Moore as CFO of DollarDays.

                     About America's Suppliers

Scottsdale, Ariz.-based America's Suppliers, Inc. through its
wholly-owned subsidiary DDI Inc., develops software programs that
allow the Company to provide general merchandise from third party
manufacturers and suppliers for resale to businesses through the
Company's Web site at http://www.DollarDays.com

The Company's balance sheet as of March 31, 2010, showed
$1,243,385 in assets and $1,574,646 of liabilities, for a
shareholders' deficit of $331,261.

As reported in the Troubled Company Reporter on March 26, 2010,
MaloneBailey, LLP, in Houston, expressed substantial doubt about
the Company's ability to continue as a going concern.  The
independent auditors noted that Company has suffered an
accumulated deficit of $6,949,006 as of December 31, 2009.


AMERICAN AXLE: S&P Hikes Outlook to Positive; 'B-' Rating Affirmed
------------------------------------------------------------------
Standard & Poor's Ratings Services said it has revised its outlook
on American Axle & Manufacturing Holdings Inc. to positive from
stable and affirmed its ratings on the company, including the 'B-'
corporate credit rating.

"The outlook revision reflects S&P's opinion that American Axle's
credit profile could support a higher corporate credit rating if
the recovery in North American auto demand continues and leads to
a sustainable expansion in gross margins," said Standard & Poor's
credit analyst Lawrence Orlowski.  The company's first-quarter
results improved significantly over those of 2009.  Revenue was
$521.9 million, up almost 30% year over year, helped by a 25%
increase in production of light trucks and SUVs in North America.

S&P expects U.S. light-vehicle sales to rise this year by about
12%, to 11.5 million units, compared with the 10.3 million units
sold in 2009.  S&P assume the pace of economic recovery will be
gradual and consumer confidence, a measure of light-vehicle sales,
to be fragile.  S&P's estimate of 2011 sales (13.1 million) would
still be below 2008's weak levels.  Still, S&P believes American
Axle will generate a significant amount of positive free cash flow
in 2010 because of its improved cost structure.

The company has reduced its overall cost structure by 50% in the
past two years.  As a result of major customers' extended
production shutdowns during 2009, the company hastened its
restructuring actions.

American Axle's revenue is heavily dependent on sales of General
Motors Co.'s SUVs and pickup trucks, and GM's long-term prospects
will remain a major factor in determining American Axle's future
credit quality until the company achieves greater diversification
in customer revenue.  S&P believes credit measures could improve
throughout 2010 and 2011, but a key variable will be how GM's and
Chrysler Group LLC's market shares and production volumes will
affect American Axle's cash flow and earnings.

The outlook is positive.  S&P could raise its rating if light-
vehicle demand continues to rise and GM's share in the full-size
pickup and large SUV markets at least remains intact, leading to a
sustainable expansion in American Axle's gross margins.  For
example, S&P believes American Axle could benefit if GM's share of
the full-size pickup segment exceeds 40% (it was 38.6% for the
first six months of 2010) and if full-size pickups exceed 11% of
the overall U.S. light-vehicle market (they were 10.8% for the
first six months).  Under such a scenario, S&P believes credit
measures could improve to levels that would support a higher
rating, given the company's lower breakeven point.  For example,
revenue growth of more than 30% and gross margins greater than
17.5% in 2010 (compared with weak levels in 2009) could result in
an upgrade.

S&P could revise the outlook to stable if the current increase in
North American light-vehicle demand weakens or if GM's share of
the light-truck market declines significantly and it appears that
leverage would rise above 5x on a sustained basis into 2011.  This
could occur if, for instance, revenue grew less than 30% in 2010
and gross margins were below 17.5%.


AMERICREDIT CORP: $3.5-Bil. GM Deal Cues Fitch's Evolving Watch
---------------------------------------------------------------
Fitch Ratings has placed the ratings of AmeriCredit Corp. on
Rating Watch Evolving following the announcement that General
Motors would acquire the company for $3.5 billion in an all-cash
transaction.  The merger, which is subject to ACF shareholder
approval, is expected to close in the fourth quarter of 2010.
Approximately $532.6 million of ACF debt, at par, is affected by
this action.

Fitch has placed these ratings on Rating Watch Evolving:

AmeriCredit Corp.

  -- Long-term Issuer Default Rating 'B+';
  -- Senior debt 'BB-/RR3'.

Resolution of the Rating Watch will be driven by Fitch's ability
to complete an analysis of GM's credit profile and its structural
relationship with ACF.  While ACF is expected to maintain direct
access to the capital markets, its credit ratings will be affected
by the relative strength of its parent.  Positive rating momentum
could be driven by the determination that GM has a superior credit
profile relative to ACF's existing ratings, while negative rating
action would result should Fitch believe GM has a higher default
probability.  If Fitch is unable to complete a thorough analysis
of both entities, ACF's ratings could be withdrawn upon closing of
the merger transaction.

ACF, based in Fort Worth, Texas, was established in 1992 as an
independent subprime auto lender, originating contracts by buying
loans primarily from franchised dealers.  ACF had $8.8 billion in
managed receivables as of March 31, 2010.  The company's stock
trades on the NYSE under the ticker ACF.


AMSTED INDUSTRIES: S&P Withdraws 'BB-' Rating on Senior Facility
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it withdrew its
ratings on Chicago-based Amsted Industries Inc.'s (BB-/Stable/--)
senior secured revolving credit facility at the company's request.


AUTOZONE INC: Director Crowley, Tynan Report Sale of Shares
-----------------------------------------------------------
AutoZone Inc. director William C. Crowley filed two Form 4s with
the Securities and Exchange Commission on Friday reporting that he
sold off 882 company shares between July 21 and 23.  Mr. Crowley
reduced his stake to 16,846 shares following those sales.

Tynan, LLC, a limited liability company of which Mr. Crowley is
the manager and a member, also sold off 1,269 shares during the
period.  Tynan reduced its stake to 24,251 shares following the
sales.  Mr. Crowley may be deemed to indirectly hold those Tynan
shares.

The sales were executed at prices ranging from $207.00 to $207.56
per Share.

Mr. Crowley is also the President and Chief Operating Officer of
ESL Investments, Inc., which together with various of its
affiliates beneficially owns AutoZone securities.

                        About AutoZone

As of February 13, 2010, in Memphis, Tenn.-based AutoZone, Inc.
(NYSE:AZO) sells auto and light truck parts, chemicals and
accessories through 4,289 AutoZone stores in 48 U.S. states plus
the District of Columbia and Puerto Rico and 202 stores in Mexico.
AutoZone is a retailer and distributor of automotive replacement
parts and accessories in the United States.  AutoZone does not
derive revenue from automotive repair or installation.

As of February 14, 2010, the Company had $5,424,992,000 in total
assets, including $2,648,713,000 in total current assets; against
total current liabilities of $2,749,324,000; debt of
$2,774,700,000; and other liabilities of $322,639,000; resulting
in stockholders' deficit of $421,671,000.


AUTOZONE INC: Eddie Lampert Reports Sale of Shares
--------------------------------------------------
Edward S. Lampert filed two Form 4 documents with the Securities
and Exchange Commission on Friday, disclosing his selling of
214,849 AutoZone Inc. shares between July 21 and 23.  The sales
were executed at prices ranging from $207.05 to $207.73 per Share.
Mr. Lampert directly holds 4,073,013 shares following the sales.

ESL Partners, L.P., and other funds affiliated with Mr. Lampert
also sold AutoZone shares during the period.  Mr. Lampert may be
deemed to indirectly hold those shares.  A full-text copy of
Mr. Lampert's disclosure is available at no charge at:

               http://ResearchArchives.com/t/s?6701
               http://ResearchArchives.com/t/s?6702

                        About AutoZone

As of February 13, 2010, in Memphis, Tenn.-based AutoZone, Inc.
(NYSE:AZO) sells auto and light truck parts, chemicals and
accessories through 4,289 AutoZone stores in 48 U.S. states plus
the District of Columbia and Puerto Rico and 202 stores in Mexico.
AutoZone is a retailer and distributor of automotive replacement
parts and accessories in the United States.  AutoZone does not
derive revenue from automotive repair or installation.

As of February 14, 2010, the Company had $5,424,992,000 in total
assets, including $2,648,713,000 in total current assets; against
total current liabilities of $2,749,324,000; debt of
$2,774,700,000; and other liabilities of $322,639,000; resulting
in stockholders' deficit of $421,671,000.


AVISTAR COMMS: Posts $2.4 Million Net Loss for June 30 Quarter
--------------------------------------------------------------
Avistar Communications Corporation reported its financial results
for the three and six months ended June 30, 2010.

Financial highlights included:

   * Total revenue for the second quarter of 2010 was $1.0
     million, as compared to $2.9 million for the quarter ended
     June 30, 2009, reflecting lower product and services revenue
     during a period of intense new product development.

   * Operating expense was $3.3 million for the second quarter of
     2010, as compared to $2.8 million for the quarter ended June
     30, 2009.  The increase was due to additional investments in
     product development and engineering to develop new products
     in the Unified Communications and Virtual Desktop
     Infrastructure markets.

   * Net loss in the second quarter of 2010 was $2.4 million, or
     $0.06 per basic and diluted share, as compared to a net loss
     of $151,000, or $0.00 per share, in the second quarter of
     2009.

   * Cash and cash equivalents balance as of June 30, 2010 was
     $1.0 million.  Cash generated from operations during the six
     months ended June 30, 2010 was $8.4 million, compared to cash
     used in operations of $3.0 million for the six months ended
     June 30, 2009.

   * Adjusted EBITDA profit for the six months ended June 30, 2010
     was $8.6 million compared to an adjusted EBITDA profit of
     $711,000 for the same period in 2009.

Avistar's total debt balance was $3.7 million on June 30, 2010, a
significant reduction from $11.3 million at December 31, 2009.

The Company's balance sheet for June 30, 2010, showed $2.2 million
in total assets and $7.4 million in total liabilities, for a
stockholders' deficit of $5.1 million.

Bob Kirk, CEO of Avistar, said, "This quarter saw the continued
development of a new line of products for emerging UC and VDI
markets.  With industry analysts predicting growth of VDI adoption
reaching 49 million units by 2013, our investment in the Avistar
C3 Integrator solution and our completely virtualized set of
software endpoints and infrastructure is a key component in our
revenue growth strategy.  This architecture, plus our all-software
and industry-leading suite of video conferencing components, make
Avistar a unique value proposition to both OEM partners who want
to expand the value of their communications portfolio and
businesses that need to deploy a commercial-grade, scalable and
economical desktop visual communications experience."

Kirk added, "Based upon our successful OEM partnerships with IBM,
Logitech, LifeSize and others, and our clients, some of which are
rolling out as many as 30,000 Avistar endpoints, our business has
a strong foundation and we expect that the investments we've now
made in our VDI and UC offerings will lead to strong growth in the
quarters ahead. As we've stated in earlier releases, we expect
that all these factors, combined with strong VDI and UC market
growth, will propel Avistar forward and allow us to emerge as the
leader in software-based, desktop visual communications."

Significant recent developments included:

   * Avistar's Business Pro Edition was launched in June, adding
     Avistar's next generation of advanced bandwidth management
     capabilities -- the Avistar C3 Command solution, in addition
     to the Avistar C3 Call Control solution, delivering fully
     scalable endpoint registration, H.323 interoperability, call
     reporting and management, at a price point that is unrivaled
     in the video communications industry.

   * The Avistar C3 Integrator solution was demonstrated to key
     industry analysts such as Wainhouse Research at InfoComm 2010
     -- marking the industry's first desktop visual communications
     application designed to operate and scale on a thin terminal
     and within a VDI environment.

   * The Avistar C3 Integrator solution was awarded Best of
      Synergy at Citrix Synergy, San Francisco.

Kirk concluded, "We're seeing significant growth in our markets,
and we fully intend to participate in that growth.  Based upon
innovative products, outstanding partnerships, and a driven sales,
marketing and business development team, we see 2010 as a
formative year for Avistar.  I am confident that our entire team
is working diligently to ensure our success."

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6707

                   About Avistar Communications

Headquartered in San Mateo, California, Avistar Communications
Corporation (Nasdaq: AVSR) -- http://www.avistar.com/-- holds a
portfolio of 80 patents for inventions in video and network
technology and licenses IP to videoconferencing, rich-media
services, public networking and related industries.  Current
licensees include Sony Corporation, Sony Computer Entertainment
Inc. (SCEI), Polycom Inc., Tandberg ASA, Radvision Ltd. and
Emblaze-VCON.


AXIA INC: Bankruptcy Cases Converted to Chapter 7
-------------------------------------------------
Judge Christopher Sontchi of the U.S. Bankruptcy Court for the
District of Delaware entered an order converting the Chapter 11
cases of Ames Holding Corp. and its affiliates to Chapter 7
liquidation, effective as of August 1, 2010, netDockets Blog
reports.

According to the report, the companies, which filed for chapter 11
protection on December 14, 2009, formerly designed and
manufactured automatic taping and finishing (or ATF) tools used in
interior drywall finishing.  The report relates that the companies
sold the vast majority of their assets and ceased business
operations in March.

The companies which are covered by Friday's order are:

   * AATT011, Inc. (f/k/a Ames Holding Corp.)
   * AATT008, Inc. (f/k/a Axia Incorporated)
   * AATT009, Inc. (f/k/a TapeTech Tool Co., Inc.)
   * AATT001, Inc. (f/k/a Ames Taping Tool Systems, Inc.)

                         About Axia Inc.

Axia Inc. and Ames Taping manufacture automatic taping and drywall
finishing tools.  Ames' principal business is the rental and
service of its fleet of over 220,000 ATF tools under its flagship
Bazooka(R) brand name through its network of over 200 Company-
owned stores, franchised locations, field vans, and rental
stations located throughout the U.S. and Canada.  Ames also sells
ATF tools in the U.S. and Canada under the broadly recognized
brand name TapeTech(R) through a network of over 200 independent
dealers, and internationally, under the brand name Premier
International(R).  The Companies are controlled by Aurora Equity
Partners.

Axia Inc. and three affiliates filed for Chapter 11 on Dec. 14,
2009 (In re Ames Holding Corp., Bankr. D. Del. Case No. 09-14406).

Assets at Oct. 30, 2009, were $178 million.  Liabilities include
$69.2 million on a senior secured term loan and a $91.8 million
subordinated secured term loan.

Attorneys at Richards, Layton & Finger, P.A., represents the
Debtors.


BALTIMORE AND CHARLES: Files for Chapter 11 Bankruptcy
------------------------------------------------------
Daniel J. Sernovitz at Business Journal of Baltimore reports that
Baltimore and Charles Associates LLC filed for Chapter 11
protection in the U.S. Bankruptcy Court in Baltimore.

According to Mr. Sernovitz, the filing came a day before the
company was due in court to defend itself from several contractors
seeking $630,000 in unpaid wages on the hotel project.  The
Company is attempting to restructure several million dollars in
debt it took out to buy and renovate its former headquarters.  The
Company said it owes $48 million to Capmark Bank and $11 million
to National Penn Bank.

Baltimore and Charles Associates LLC owner and developer of B&O
building in Baltimore.  Attorneys at Logan, Yumkas, Vidmar &
Sweeney LLC of Annapolis represent the Company in the Chapter 11
case.


BAYOU GROUP: Goldman Seeks to Overturn $21MM Arbitration Award
--------------------------------------------------------------
Bankruptcy Law360 reports that Goldman Sachs Group Inc. has
reportedly filed a lawsuit seeking to overturn an arbitration
panel's decision requiring two Goldman units to pay $20.6 million
to unsecured creditors of now-defunct hedge fund Bayou Group LLC.

In a suit filed Friday in the U.S. District Court for the Southern
District of New York, Goldman claims the panel "manifestly
disregarded the law and exceeded its authority," according to
Law360.

                         About Bayou Group

Based in Chicago, Illinois, Bayou Group LLC operated and managed
hedge funds.  The hedge fund that turned out to be a Ponzi scheme
and a receiver was subsequently appointed.  The Company and its
affiliates were sent to Chapter 11 on May 30, 2006 (Bankr.
S.D.N.Y. Lead Case No. 06-22306) to pursue recoveries for the
benefit of defrauded investors.  Elise Scherr Frejka, Esq., at
Dechert LLP, represents the Debtors in their restructuring
efforts.  Joseph A. Gershman, Esq., and Robert M. Novick, Esq., at
Kasowitz, Benson, Torres & Friedman, LLP, represent the Official
Committee of Unsecured Creditors.  Kasowitz, Benson, Torres &
Friedman LLP is counsel to the Unofficial Committee of the Bayou
Onshore Funds.  Sonnenschein Nath & Rosenthal LLP represents
certain investors.  When the Debtors filed for protection from
their creditors, they reported estimated assets and debts of more
than $100 million.

Bayou has filed lawsuits against former investors who allegedly
received fictitious profits and an inequitably large return of
their principal investments.  Jeff J. Marwil, Esq., at Jenner &
Block, was appointed on April 28, 2006, as the federal equity
receiver.  The receiver commenced adversary proceedings to recover
certain fraudulent transfers made by Bayou Group to investors.

The Bayou fraud resulted in three guilty pleas. Daniel Marino, the
head of finance, was sentence to a 20-year prison term despite his
cooperation with prosecutors. James Marquez, a Bayou co-founder,
was sentenced to four years and three months in prison and told to
pay $6.2 million in restitution. Another founder, Samuel Israel
III, was sentenced to 20 years following his guilty plea in
September 2005.


BERNARD MADOFF: Trustee Preparing Suits vs. Individual Investors
----------------------------------------------------------------
Michael Rothfeld at The Wall Street Journal reports that Irving
Picard, the court-appointed trustee for Bernard L. Madoff
Investment Securities LLC, is preparing a wave of new lawsuits
seeking to wrest funds away from investors who also were duped by
the Ponzi scheme.

According to The Journal, Mr. Picard said in an interview he could
wind up suing about half the estimated 2,000 individual investors
he has called "net winners" from their dealings with Mr. Madoff.
Such investors withdrew more from Mr. Madoff's firm than the
amount of principal they invested.

"The people who made money, who got more, have made money at the
expense of the people who didn't," said Mr. Picard, according to
the report.

Mr. Picard must file any so-called clawback lawsuits by December,
the two-year anniversary of Mr. Madoff's arrest and the filing of
regulatory proceedings against him. "We're not going to wait until
the last minute," Mr. Picard told the Journal.

The report says Mr. Picard intends to sue several kinds of Madoff
investors before the deadline.  The report notes Mr. Picard has so
far recovered about $1.5 billion in assets for victims of Mr.
Madoff.  Mr. Picard has filed about 15 civil suits seeking more
than $15 billion on a combined basis from Mr. Madoff's brother and
sons, investment funds that fed money to the firm, wealthy
investors close to Mr. Madoff who redeemed large amounts of cash,
and other defendants.

Most of the defendants are resisting Mr. Picard's clawback
efforts, though some have indicated they intend to settle,
according to the report.

                      About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC and Bernard L.
Madoff orchestrated the largest Ponzi scheme in history, with
losses topping US$50 billion.

On December 15, 2008, the Honorable Louis A. Stanton of the
U.S. District Court for the Southern District of New York granted
the application of the Securities Investor Protection Corporation
for a decree adjudicating that the customers of BLMIS are in need
of the protection afforded by the Securities Investor Protection
Act of 1970.  The District Court's Protective Order (i) appointed
Irving H. Picard, Esq., as trustee for the liquidation of BLMIS,
(ii) appointed Baker & Hostetler LLP as his counsel, and (iii)
removed the SIPA Liquidation proceeding to the Bankruptcy Court
(Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.).

On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893).  The case is before Hon. Burton Lifland.  The
petitioning creditors -- Blumenthal & Associates Florida General
Partnership, Martin Rappaport Charitable Remainder Unitrust,
Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert
$64 million in claims against Mr. Madoff based on the balances
contained in the last statements they got from BLMIS.

On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).

The Chapter 15 case was later transferred to Manhattan.  In June
2009, Judge Lifland approved the consolidation of the Madoff SIPA
proceedings and the bankruptcy case.

Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to
150 years of life imprisonment for defrauding investors in
United States v. Madoff, No. 09-CR-213 (S.D.N.Y.)


BLUE WILLOW: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Blue Willow Inn Gift Shop, Inc.
        P.O. Box 465
        Social Circle, GA 30025

Bankruptcy Case No.: 10-31270

Chapter 11 Petition Date: July 20, 2010

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

Judge: James P. Smith

Debtor's Counsel: Martha A. Miller, Esq.
                  Martha A. Miller, P.C.
                  2415 International Tower
                  229 Peachtree Street, NE
                  Atlanta, GA 30303
                  Tel: (404) 607-9008
                  Fax: (404) 607-9068
                  E-mail: mmiller@rbspg.com

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

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

The petition was signed by E. Louis Van Dyke, president.

Debtor-affiliates filing separate Chapter 11 petition:

        Entity                            Case No.   Petition Date
        ------                            --------   -------------
Blue Willow Inn Restaurant, Inc.          10-31267        07/20/10
  Assets: $100,001 to $500,000
  Debts: $1,000,001 to $10,000,000
Blue Willow Village, Inc.                 --              07/20/10
E. Louis Van Dyke and Billie R. Van Dyke  --              07/20/10

According to its schedules, Blue Willow Inn Gift Shop has assets
totaling $187,984 and debts totaling $3,457,509.  A copy of the
Company's list of 20 largest unsecured creditors filed together
with the petition is available for free at
http://bankrupt.com/misc/gamb10-31270.pdf

According to its schedules, Blue Willow Inn Restaurant says that
assets total $143,050 while debts total $3,659,544.  A copy of its
list of 20 largest unsecured creditors filed together with the
petition is available for free at
http://bankrupt.com/misc/gamb10-31267.pdf


BOSQUE POWER: Lenders Win Bid to Cut Exclusivity Period by 60 Days
------------------------------------------------------------------
Judge Ronald B. King of the U.S. Bankruptcy Court for the Western
District of Texas has granted a bid by senior lenders of Bosque
Power Co. LLC to shorten the Debtor's exclusivity period for
gaining support for its proposed blueprint for reorganization,
ruling that the nature of the case warrants creditors being
allowed an earlier choice between competing plans, according to
Bankruptcy Law360.

                        About Bosque Power

Laguna Park, Texas-based Bosque Power Company, LLC, owns and
operates a natural gas fired power plant with a capacity of 800
megawatts.  The power-generating facility, located in Laguna Park,
commenced operations as a natural-gas power plant in 2000.  Bosque
Power Partners owns 100% of the membership interest in
Bosque Power.

Bosque Power filed for Chapter 11 on March 24, 2010, (Bankr. W.D.
Tex. Case No. 10-60348).  Henry J. Kaim, Esq., at King & Spalding
LLP, serve as bankruptcy counsel to the Debtor.  The Debtor tapped
Morgan, Lewis & Bockius LLP as special corporate counsel;
Greenhill & Co. LLC as financial advisor; and Kurtzman Carson
Consultants LLC as claims agent.  In its petition, the Debtor
listed assets and debts both ranging from $100,000,001 to
$500,000,000.


BUILDERS FIRSTSOURCE: Posts $19 Million Net Loss for June 30 Qtr
----------------------------------------------------------------
Builders FirstSource Inc. reported its financial results for the
second quarter ended June 30, 2010.  Net loss was $19.0 million,
or $0.20 loss per diluted share, compared to net loss of $22.6
million, or $0.58 loss per diluted share.

"Our sales for the second quarter of 2010 were $211.5 million, up
20.5 percent over sales of $175.5 million one year ago," said
Floyd Sherman, Builders FirstSource Chief Executive Officer.
"Fueled by the federal tax credit for first-time homebuyers, the
seasonally adjusted annual rate for U.S. single-family starts
increased to 563,000 as of April, but fell to 454,000 as of June,
down 4.6 percent from one year ago, as the tax credit expired.
For the current quarter, actual U.S. single-family housing starts
were 142,000, up 14.8 percent from the same quarter last year, but
the number of single-family units under construction fell 6.6
percent."   Mr. Sherman continued, "The South Region, as defined
by the U.S. Census Bureau and which encompasses our entire
geographic footprint, fared slightly better as actual single-
family housing starts were 72,000, up 18.0 percent from the second
quarter of 2009, and single-family units under construction were
up 1.1 percent over the same period."

"While we enjoyed improved building activity and increased sales
during the quarter, extremely volatile commodity prices coupled
with intensely competitive pricing conditions had a negative
impact on gross margins.  Commodity prices rose over 22 percent
from the end of March through the end of April, and then fell
sharply, decreasing 35 percent from the end of April through the
end of June.  This volatility in the commodity markets, combined
with excess capacity in the supply chain chasing a limited number
of units under construction, contributed to our gross margins
declining 4.0 percentage points compared to the second quarter of
2009.  From an operating expense perspective, we continued our
focus on controlling costs as selling, general and administrative
expenses increased only 2.2 percent compared to a 11.2 percent
increase in sales volume."

Chad Crow, Builders FirstSource Senior Vice President and Chief
Financial Officer, added, "We ended the quarter with approximately
$125 million in cash and over $141 million of available liquidity,
as we had $16.6 million of net borrowing availability under our
revolver.  Our cash balance at quarter-end was on forecast and our
available liquidity was slightly higher than forecast.  Cash used
for the quarter, excluding the $33.8 million federal income tax
refund we received in April, was $34.0 million.  Of the $34.0
million of cash used, $15.1 million was due to an increase in
working capital, $4.8 million related to capital expenditures, and
the remaining $14.1 million of cash was used to fund operating
losses.  Our working capital management continues to be effective
as accounts receivable days decreased to 34.5 days, compared to
39.1 days in the same quarter last year.  Inventory turns improved
to 9.8x, up from 9.2x for the second quarter of 2009, and our
accounts payable days remained flat quarter-over-quarter.  Our
continued focus on our working capital management resulted in cash
conversion days dropping to 41.1 days for the quarter, a 6.9 day
improvement over the second quarter of 2009, and a slight decrease
on a sequential quarter basis. Working capital expressed as a
percentage of sales for the quarter was 8.8 percent compared to
9.6 percent a year ago."

Liquidity and Capital Resources:

   * available cash at June 30, 2010 was approximately $125
     million.  Total liquidity at quarter-end was over $141
     million, as the company has $16.6 million in borrowing
     availability under our revolver.

   * Operating cash flow was $4.5 million compared to $29.1
     million for the second quarter of 2009, the primary
     difference being the effect of changes in working capital.
     Operating cash flow includes federal income tax refunds of
     $33.8 million and $31.8 million in the second quarters of
     2010 and 2009, respectively.

   * Capital expenditures were $4.8 million in the current quarter
     and are expected to be $2.0-$3.0 million over the remainder
     of the year, relating primarily to buyouts of vehicle and
     equipment leases.  Capital expenditures in the second quarter
     of 2009 were $0.3 million.

                              Outlook

Mr. Sherman concluded, "An extremely volatile commodity market
during the quarter added to what was already one of the toughest
housing markets in our nation's history.  Through these
challenging conditions, we remain focused on prudently managing
cash and positioning the company to take advantage of a housing
recovery.  Our use of cash through June is consistent with
forecast, and we believe seasonal reductions in working capital
will help reduce our use of cash over the remainder of the year.
However, it now appears building activity in the back half of 2010
may not be as strong as had been anticipated which could result in
our use of cash for fiscal 2010 being somewhat higher than the
$60-$70 million we originally forecasted.  There still appears to
be a significant amount of uncertainty in the macro-economic
factors that drive our business. We will continue managing our
business in the same conservative manner as we have over the past
several years and will do so until greater clarity returns to the
homebuilding sector."

"My sincere appreciation goes out to all Builders FirstSource
employees. These are extremely difficult times in our industry and
our employees' dedication and positive attitude make me very
grateful to be part of the Builders FirstSource team."

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?670a

Headquartered in Dallas, Texas, Builders FirstSource Inc. --
http://www.bldr.com/-- is a supplier and manufacturer of
structural and related building products for residential new
construction.  The company operates in 9 states, principally in
the southern and eastern United States, and has 55 distribution
centers and 51 manufacturing facilities, many of which are located
on the same premises as its distribution facilities.

The Company's balance sheet at March 31, 2010, showed
$491.0 million in total assets and $282.4 million in total
liabilities, for a $218.6 million stockholders' equity.

                           *     *     *

According to the Troubled Company Reporter on Jan. 28, 2010,
Standard & Poor's Ratings Services raised its corporate credit
rating on Dallas-based Builders FirstSource Inc., a manufacturer
and supplier of building products for new residential
construction, to 'CCC+' from 'SD'.  The outlook is positive.


CABLEVISION SYSTEMS: Fitch Affirms 'BB-' Issuer Default Ratings
---------------------------------------------------------------
Fitch Ratings has affirmed the 'BB-' Issuer Default Ratings
assigned to Cablevision Systems Corporation and its wholly owned
subsidiary CSC Holdings LLC.  In addition, Fitch has affirmed
specific issue ratings assigned to CVC and CSC as outlined below.
The Rating Outlook is Stable.  As of March 31, 2010, CVC had
approximately $11.4 billion of debt outstanding.

Fitch's affirmation of CVC's ratings recognizes the solid
operating profile and competitive strength of CVC's core cable
business.  In Fitch's opinion the operating profile of CVC's cable
segment is an industry leader and has proven to be resilient to
persistent competitive pressures and weak housing and employment
markets.  CVC's cable business consistently produces industry
leading service penetration levels, average revenue per unit
(ARPU), ARPU growth rates, and operating margins in an
increasingly competitive operating environment.

The strength of CVC's cable business is based in the company's
tightly clustered subscriber base, its efficiently managed cable
plant, and growing revenue and customer diversity owing to the
ongoing success of CVC's commercial business segment.  CVC's scale
and system clustering provide the company with competitive
advantages in terms of driving higher operating efficiencies
through its cable plant, taking cost out of customer premise
equipment, lowering programming costs growth, and positioning the
company to enhance its product offerings so that it can
differentiate them from the competition's offering.  Innovative
service offerings such as the company's deployment of a WI-FI
broadband wireless network and the introduction of a remote
storage digital video recorder service enhance the company's
competitive position.  These factors have translated into
sustainable strong operating performance and free cash flow
growth.

Fitch's ratings incorporate the continuing strengthening of CVC's
credit profile, the company's improved liquidity position and
financial flexibility and Fitch's expectation of sustainable free
cash flow generation.  Fitch believes that CVC's credit profile is
strongly positioned within the current ratings category.  On a
consolidated basis, CVC's leverage metric for the last 12 months
ended March 31, 2010, was 4.4 times reflecting the steady
improvement from 6.86x as of year-end 2006.  Looking ahead, Fitch
expects CVC's operating profile, characterized by modest revenue
growth (relative to historical performance) stable EBITDA margins
and declining capital intensity, should lead to modest improvement
of CVC's credit profile.  Fitch anticipates that CVC's leverage as
of year-end 2010 will be consistent with current measures and
expects leverage to approach 4.1x by the end of 2011.  After
generating nearly $383 million of free cash flow during 2008, CVC
produced nearly $750 million of free cash flow during the last 12
months ended March 31, 2010.  Based on Fitch's expectation of a
stable operating profile and modestly declining capital intensity,
Fitch believes that CVC is positioned to generate consistent
levels of free cash flow during the current rating horizon.

Ratings concerns center on CVC's ability to:

  -- Maintain its relative competitive position given the changing
     competitive and economic environment;

  -- Grow revenues beyond its core triple play service offering;
     and

  -- Efficiently manage its cable plant to maximize desirable
     high-definition content while balancing capital expenditures
     to maximize free cash flow generation.

Fitch believes event risks surrounding CVC's acquisition and non-
core investment strategy as well as its financial policies related
to the allocation of capital to CVC shareholders is expected to
remain a key rating consideration.

Importantly the transaction and financing related to CVC's
acquisition of Bresnan Communications LLC, the nation's 13th
largest cable multiple system operator, will be structured outside
of the company's core cable operations and its restricted group.
Bresnan will become an unrestricted subsidiary of CVC with a
financing structure that is non-recourse to CVC and CSCH.  The
acquisition of Bresnan does not complement CVC's existing cable
service area or enhance the company's competitive position within
its core markets in and surrounding New York City.  The $1 billion
incremental debt expected to be incurred to acquire Bresnan will
modestly increase CVC's consolidated leverage metric, but Fitch
believes that the company has adequate capacity at the current
ratings level to accommodate this non-core investment.

From Fitch's perspective the company's liquidity position and
financial flexibility have strengthened when considering the
company's improved free cash flow generation, access to
approximately $1.4 billion of available borrowing capacity from
revolvers, the company's recent refinancing activities along with
the amendment of CSCH's credit facility.  The amended credit
facility, among other things, increased the size of CSCH's
revolver by $410 million, extended the commitment termination date
with respect to $820 million of revolver commitments and extended
the final maturity date and amortization schedule related to
certain term loans.  A key priority for the company entering 2010
was to lengthen its maturity profile and to reduce the volume of
maturities in the 2012 and 2013 timeframe, which as of year end
2009 totaled approximately $4.9 billion.  Fitch estimates that
maturities during the 2012 and 2013 timeframe have been reduced by
over $2.6 billion or nearly 54%.  As of March 31, 2010, after
considering refinancing activities and the credit facility
amendment, Fitch estimates that remaining 2010 maturities total
approximately $295 million (including monetization contracts) and
2011 and 2012 maturities total $742 million and $1.1 billion
respectively.

Signaling a shift of management's focus away from its debt
structure and maturity schedule, Cablevision's board of directors
has authorized a $500 million stock repurchase program.  While no
timeframe for the timing of the execution of the stock buyback was
provided by management, Fitch believes that the company has
sufficient financial flexibility within the current rating
category to accommodate share repurchases that are funded
primarily through free cash flow generation.

The Stable Rating Outlook reflects Fitch's expectation that the
company's operating profile will remain relatively consistent
during the near term recognizing competitive pressures and weak
economic conditions.  Additionally, the ratings recognize that
ARPU, revenue and EBITDA growth rates will slow relative to
historical growth rates.  Further, the Stable Outlook considers
the company accommodating non-core acquisitions, and investments
in a credit neutral manner and the absence of other leveraging
transactions.

Key considerations that can lead to positive rating actions
include further strengthening of the company's credit profile and
reduction of leverage to levels approaching 4x while demonstrating
that its operating profile will not materially decline in the face
of competition and the poor housing and employment environment.

Negative ratings actions would likely coincide with the company's
decision to leverage the company to repurchase shares, fund a
large dividend or fund a non-core investment or acquisition.

Fitch has affirmed these ratings with a Stable Outlook:

Cablevision Systems Corporation

  -- IDR at 'BB-';
  -- Senior Unsecured Debt at 'B-'.

CSC Holdings LLC

  -- IDR at 'BB-'
  -- Senior Secured Credit Facility at 'BB+'
  -- Senior Unsecured Debt at 'BB'


CAPITAL GROWTH: Files for Chapter 11 Protection
-----------------------------------------------
Capital Growth Systems and its affiliates filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 10-12302),
BankruptcyData.com reports.

The Company, which offers telecommunications information and
logistics, is represented by Francis A. Monaco, Jr. of Womble
Carlyle Sandridge & Rice.

The Company states that the Chapter 11 "process will enable [it]
to emerge as a stronger, more profitable company that is well
positioned to continue delivering the products and services that
customers and the market have come to expect..Through this
process, the Company is expected to substantially strengthen its
balance sheet, organizing its debt obligations and past due trade
payables.  These changes will enable the Company to drive organic
growth and to further invest in innovation.  The process is
expected to complete prior to year end."  The Company secured a
commitment for a capital infusion (debtor-in-possession
financing), which will be used to organize and satisfy payables to
critical vendors and fund working capital.

"As we have stated to the market over the last several quarters,
the number one concern that Global Capacity has as a company is
our balance sheet, and specifically the amount of trade payables,
convertible debentures, and senior debt that sit on the balance
sheet.  Customers and suppliers have made it very clear to the
Company that addressing those balance sheet concerns is an
absolute requirement," says Patrick Shutt, Company .C.E.O.

"Entering a formal restructuring process is not something the
Company takes lightly, and is a course of last resort. However,
the Company's attempts to restructure the balance sheet in an
informal process over the past 14 months have been unsuccessful,
and we were left with no choice but to pursue a formal process to
organize the payables, reduce or eliminate the debt, and provide
the Company with a balance sheet strong enough to enable the
business to grow."

                   About Capital Growth Systems

Headquartered in Chicago, Illinois, Capital Growth Systems, Inc.,
and its subsidiaries operate in one reportable segment as a single
source telecom logistics provider in North America and the
European Union.  The Company helps customers improve efficiency,
reduce cost, and simplify operations of their complex global
networks -- with a particular focus on access networks.

As of December 31, 2009, the Company was not in compliance with
the EBITDA covenant under a loan agreement with ACF CGS, L.L.C.,
and a forbearance agreement was obtained.  That forbearance
expired April 12, 2010.  On May 3, 2010, Pivotal Global Capacity,
LLC, an affiliate of the Pivotal Group of companies engaged in the
private equity business and based in Phoenix, Arizona, acquired
all rights and obligations of ACF CGS with respect to the Loan.

Asher & Company, Ltd., in Philadelphia, Pa., expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that of the Company's recurring
operating losses, negative cash flows from operations, net working
capital deficiency, shareholders' deficit and debt covenant
violations and related penalties.


CHEMITEK 2006: Reorganization Case Dismissed for Bad Faith Filing
-----------------------------------------------------------------
The Hon. Donald H. Steckroth of the U.S. Bankruptcy Court for the
District of New Jersey dismissed the Chapter 11 cases of Chemitek
2006, LLC and Palisades Park Plaza North, Inc., for engaging in
bad faith and other wrongful conduct in connection with the
Chapter 11 proceeding.

As reported in the Troubled Company Reporter on May 4, 2010, the
Court issued an order resolving PRIF II Chemtek, LLC, and P II
River Vale GC Funding, LLC's motions to dismiss the Debtor's
Chapter 11 case or, alternatively, grant relief from the automatic
stay provisions of Section 362(d) of the U.S. Bankruptcy Code.

TCR reported on February 16, that the mortgagees said that the
dispute arose from two separate judicial foreclosure proceedings
against the Debtors.  According to the mortgagees, it is those
foreclosure proceedings which precipitated the bad faith filings
by Debtors as a means to stonewall and delay the exercise of the
Mortgagees' unequivocal right to foreclose.

The outstanding mortgage debt is $21,132,339 as of February 1,
which exceeds the value of the mortgaged property. This deficiency
will only continue to increase unless the mortgagees are permitted
to proceed with their foreclosure and pursue a sale of the
property at public auction.

                     About Chemitek 2006, LLC

River Vale, New Jersey-based Chemitek 2006, LLC, dba River Vale
Country Club, filed for Chapter 11 bankruptcy protection on
February 5, 2010 (Bankr. D. N.J. Case No. 10-13393).  Vincent F.
Papalia, Esq., at Saiber, LLC, assisted the Debtor in its
restructuring effort.  The Company listed $10,000,001 to
$50,000,000 in assets and $10,000,001 to $50,000,000 in
liabilities.


CITIGROUP INC: Treasury Selling 1.5 Billion of Common Stock
-----------------------------------------------------------
The U.S. Department of the Treasury on Friday announced its
continued sale of its holdings of Citigroup common stock.
Treasury has entered into a third pre-arranged written trading
plan under which Morgan Stanley, as Treasury's sales agent, will
have discretionary authority to sell 1.5 billion shares of
Citigroup common stock under certain parameters.

Treasury received 7.7 billion shares of Citigroup common stock
last summer as part of the exchange offers conducted by Citigroup
to strengthen its capital base.  Treasury exchanged the
$25 billion in preferred stock it received in connection with
Citigroup's participation in the Capital Purchase Program for
common shares at a price of $3.25 per common share.

Treasury currently owns approximately 5.1 billion shares of
Citigroup common stock and expects to continue selling its shares
in the market in an orderly fashion.  On July 1, Treasury
announced the completion of its sale of a total of approximately
2.6 billion shares of Citigroup common stock across two trading
plans and its receipt of approximately $10.5 billion in gross
proceeds from the sale.

As part of the disposition program, Morgan Stanley agreed to
provide opportunities for involvement by small broker-dealers,
including minority-, women-, and veteran-owned broker-dealers.
Morgan Stanley has entered into agreements with the following
12 broker-dealers: Cabrera Capital Markets, LLC; Great Pacific
Securities, Inc.; Guzman & Company; Kaufman Bros., L.P.; Loop
Capital Markets; M. Ramsey King Securities, Inc.; Mischler
Financial Group; M.R. Beal & Company; Sturdivant & Co. Inc.;
Valdes and Moreno, Inc.; The Williams Capital Group, L.P.; and Wm
Smith & Co.

Because Treasury will not sell shares during the blackout period
set by Citigroup in advance of its third quarter earnings release,
which period is expected to begin on October 1, this third trading
plan will terminate on September 30 even if all shares have not
been sold by that time.

The offering will be made only by means of a prospectus.  Morgan
Stanley & Co. Incorporated is acting as a sales agent to Treasury.
Copies of the prospectus supplement and accompanying prospectus
relating to the offering may be obtained from Morgan Stanley & Co.
Incorporated, Attn: Prospectus Department, 180 Varick Street, New
York, NY 10014, by e-mailing prospectus@morganstanley.com or by
calling toll-free in the United States 1-866-718-1649


COEUR D'ALENE: Inks Master Lease Agreement with Mitsubishi
----------------------------------------------------------
Coeur d'Alene Mines Corporation is party to a Master Lease
Agreement dated December 18, 2008, establishing a gold lease
facility with Mitsubishi International Corporation.

Pursuant to this facility, the Company may lease amounts of gold
from MIC and is obligated to deliver the same amounts back to MIC
and to pay specified lease fees to MIC that are equivalent to
interest at current market rates on the value of the gold leased.
The facility is intended to increase the Company's liquidity.  As
of July 22, 2010, the Company is leasing approximately 15,000
ounces of gold under the facility.  Pursuant to a Second Amended
and Restated Collateral Agreement, the Company's obligations under
the facility are secured by certain collateral.  The collateral
agreement specifies the maximum amount of gold the Company may
lease from MIC, as well as the amount and type of collateral.

On July 16, 2010, the Company and MIC entered into an Amendment
No. 4 to the Second Amended and Restated Collateral Agreement to
increase the availability under the facility.  Under the amended
agreement, the maximum amount the Company may lease under the
facility, aggregated with lease fees, is $49.5 million.  In
addition, the amended agreement provides for a customary
commitment fee.  The Company agreed to secure its obligations
under the facility with up to $29.7 million of collateral.  The
initial collateral consists of silver and gold inventory held at a
specified refiner.  The amendment also requires the Company to
lease at least an additional 10,000 ounces of gold within 30 days.

The collateral agreement contains usual and customary covenants
and agreements, including limitations on the Company's ability to
sell or grant liens in the collateral, as well as covenants as to
cooperation, payment of charges and protection of security.

The collateral agreement and the master lease agreement governing
the gold lease facility both contain customary events of default.

A full-text copy of the Two-Way Metal Lease Agreement is available
for free at:

               http://ResearchArchives.com/t/s?6703

A full-text copy of the Second Amended and Restated Collateral
Agreement is available for free at:

               http://ResearchArchives.com/t/s?6704

A full-text copy of the 4th Amended to Second Amended and Restated
Collateral Agreement is available for free at:

               http://ResearchArchives.com/t/s?6705

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

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

                           *     *     *

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


COLONIAL BANCGROUP: SEC May Revoke Registration of Securities
-------------------------------------------------------------
The Securities and Exchange Commission has instituted an
administrative proceeding to revoke the registration of The
Colonial BancGroup, Inc.'s securities registered under Section 12
of the Securities Exchange Act of 1934, as amended, pursuant to an
Order Instituting Administrative Proceedings and Notice of Hearing
Pursuant to Section 12(j) of the Securities Exchange Act of 1934,
dated July 14, 2010, Commission Release No. 62497.

A hearing in this Administrative Proceeding has been scheduled for
August 9, 2010, and the Company expects to file an Answer to the
Order prior to that date.  The Company believes that it is likely
that the Securities and Exchange Commission will revoke the
registration of the Company's securities in connection with the
Administrative Proceeding.

Colonial BancGroup's common stock is registered with the
Commission pursuant to Exchange Act Section 12(g) and is quoted on
the "Pink Sheets" under the symbol "CBCGQ" or "CBCGQ.PK."
Colonial BancGroup has not filed an annual report since March 2,
2009, and has not filed quarterly reports since May 8, 2009.

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

               http://researcharchives.com/t/s?66ff

Headquartered in Montgomery, Alabama, The Colonial BancGroup, Inc.
(NYSE: CNB) was holding company to Colonial Bank, N.A, its
banking subsidiary.  Colonial bank -- http://www.colonialbank.com/
-- operated 354 branches in Florida, Alabama, Georgia, Nevada and
Texas with over $26 billion in assets.  On August 14, 2009,
Colonial Bank was seized by regulators and the Federal Deposit
Insurance Corporation was named receiver.  The FDIC sold most of
the assets to Branch Banking and Trust, Winston-Salem, North
Carolina.  BB&T acquired $22 billion in assets and assumed
$20 billion in deposits of the Bank.

The Colonial BancGroup filed for Chapter 11 bankruptcy protection
on August 25, 2009 (Bankr. M.D. Ala. Case No. 09-32303).  W. Clark
Watson, Esq., at Balch & Bingham LLP and Rufus T. Dorsey IV,
Esq., at Parker Hudson Rainer & Dobbs LLP, assist the Company in
its restructuring effort.  The Company listed $45,000,000 in
assets and $380,000,000 in debts in its bankruptcy filing.


CONCORDIA LUTHERAN: Case Summary & 3 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Concordia Lutheran Church of the Lutheran Church
        Missouri Synod
        7424 North Second Street
        Machesney Park, IL 61115

Bankruptcy Case No.: 10-73608

Chapter 11 Petition Date: July 20, 2010

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

Judge: Manuel Barbosa

Debtor's Counsel: Stephen G. Balsley, Esq.
                  Barrick, Switzer, Long, Balsley, et al
                  6833 Stalter Drive
                  Rockford, IL 61108
                  Tel: (815) 962-6611
                  E-mail: sbalsley@bslbv.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 3 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ilnb10-73608.pdf

The petition was signed by Charles O'Brien, president.


CONSPIRACY ENT: To Sell $600,000 Promissory Notes to Subscribers
----------------------------------------------------------------
Conspiracy Entertainment Holdings Inc. a entered into a
Subscription Agreement, dated June 30, 2010, pursuant to which it
agreed to sell subscribers up to $600,000 of principal amount of
promissory in one or more closings and issue the Subscribers one
Class A Warrant for each two shares which would be issued upon the
full conversion of the Promissory Notes.

Under the Subscription Agreement, the Company issued and sold
secured convertible notes in the aggregate principal amount of
$300,000 to the Subscribers and issued warrants to purchase
7,500,000 shares of the Company's Common Stock at $.02 per share.

On July 16, 2010 pursuant to the Subscription Agreement, the
Company sold an additional Subscriber a Note having a principal
amount of $125,000 and issued the Subscriber a Warrant to purchase
3,125,000 shares of the Company's common stock at $.02 per share.
Immediately following the closing, there were 25,069,701
outstanding shares of the Company's common stock.

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

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

             About Conspiracy Entertainment Holdings

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

                          *     *     *

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


CONTINENTAL AIRLINES: Posts $233 Million Net Income for 2nd Qtr
---------------------------------------------------------------
Continental Airlines reported second quarter 2010 net income of
$233 million.  Excluding $24 million of merger-related costs and
other special charges, Continental recorded second quarter net
income of $257 million.

Operating income for the second quarter of 2010 was $328 million,
up $482 million compared to the same period of 2009.

"I want to thank my co-workers for delivering solid second-quarter
profitability," said Jeff Smisek, chairman, president and chief
executive officer.  "Their hard work and continued focus on
running a clean, safe and reliable airline give us great momentum
as we head into the second half of the year."

                Second Quarter Revenue and Capacity

Total revenue for the second quarter of 2010 was $3.7 billion, an
increase of 18.6 percent compared to the same period in 2009.
Passenger revenue for the second quarter rose 19.7 percentcompared
to the same period in 2009.

Consolidated revenue passenger miles for the second quarter of
2010 increased 2.0 percent while capacity remained flat year-over-
year, resulting in a record second quarter consolidated load
factor of 84.6 percent.

Consolidated yield for the quarter increased 17.3 percent year-
over-year.  Combined with the 1.9 point year-over-year increase in
consolidated load factor, second quarter 2010 consolidated
passenger revenue per available seat mile) increased 19.9 percent.

Continental's mainline yield increased 16.3 percent in the second
quarter over the same period in 2009.  Mainline load factor of
85.0 percent was also a second quarter record, up 1.8 points year-
over-year.  Second quarter 2010 mainline RASM increased 18.8
percent year-over-year. Mainline RPMs in the second quarter of
2010 increased 1.5 percent on a mainline capacity decrease of 0.7
percent year-over-year.

                     Second Quarter Operations

Continental's employees earned a total of $6 million in cash
incentives for on-time performance during the quarter.  The
company recorded a DOT on-time arrival rate of 83.1 percent and a
systemwide mainline segment completion factor of 99.3 percent
during the quarter, despite record load factors and flight
disruptions due to the volcanic ash plume that closed European
airspace for several days during the quarter.

Notable Accomplishments and Product Update

Continental announced service to new international destinations
during the quarter.  The company plans to begin nonstop Boeing 787
flights to Auckland, New Zealand and Lagos, Nigeria, from its
Houston hub.  Both routes are expected to start in November 2011
and are subject to government approval.  In addition, Continental
announced nonstop Boeing 777 flights to Cairo, Egypt, from its New
York hub at Newark Liberty International Airport, beginning May
2011, subject to government approval.

"We are proud to be the first airline in the world to announce
specific route plans for the 787 Dreamliner, as it will allow us
to meet the business demand for new international destinations,"
said Jim Compton, Continental's executive vice president and chief
marketing officer. "Our participation in Star Alliance and
investment in our product continue to bring benefits to our
customers and will help ensure success of these new markets."

Continental continued to install new flat-bed BusinessFirst seats
on its Boeing 777 and 757-200 aircraft during the quarter, with 25
aircraft now completed.  The flat-bed seats will also be installed
on substantially all of Continental's Boeing 767-400 aircraft and
on the Boeing 787 fleet as the new aircraft are delivered to the
company.

In addition, Continental continued to install DIRECTV on its
aircraft during the quarter, with the service now offered on 123
narrowbody aircraft.  The company has completed installation of
DIRECTV on its Boeing 737-900ER fleet and will install DIRECTV on
substantially all of its Boeing 737 Next-Generation and 757-300
aircraft.

Continental completed extensive renovations at its Houston hub in
the second quarter.  The company expanded the Terminal C ticketing
lobby and check-in area and made improvements to the baggage claim
and surrounding curbside areas.

Continental also completed installation of winglets on all 21 of
its Boeing 757-300 aircraft during the quarter, and now has
winglets installed on its entire narrowbody fleet.

            Second Quarter Costs and End of Quarter Cash

Continental's mainline cost per available seat mile increased 3.9
percent in the second quarter 2010 compared to the same period
last year.  Mainline fuel prices for the second quarter increased
8.7 percent compared to the second quarter of 2009, while mainline
fuel consumption declined 1.1 percent year-over-year on 0.7
percent less mainline capacity. Holding fuel rate constant and
excluding special charges and merger-related costs, second quarter
2010 mainline CASM increased 2.2 percent compared to the second
quarter of 2009.

"These results represent another quarter of strong operational
performance and cost control by the entire Continental team," said
Zane Rowe, Continental's executive vice president and chief
financial officer.  "While there is still a lot of work ahead in
order to sustain profitability, we are pleased with this quarter's
results."

Through June 30, 2010, the company has accrued $18 million under
its current year profit sharing plan. The actual amount of profit
sharing that the company will distribute to eligible employees in
February 2011 depends on the company's full year financial
results.

During the second quarter of 2010, Continental contributed $40
million to its defined benefit pension plans.  The company
contributed an additional $38 million to its defined benefit plans
earlier this month, bringing its total year-to-date contributions
to $112 million.

In the second quarter of 2010, Continental recorded $18 million of
merger-related costs, relating to financial advisor, legal,
accounting and consultant fees and communication costs.  The
company also had $6 million of special charges in the second
quarter of 2010, primarily related to a change in the company's
reserve for unused space at its maintenance facility in Denver.

Continental ended the second quarter with $3.5 billion in
unrestricted cash, cash equivalents and short-term investments.

                         Merger with United

In May, Continental and United announced a merger of equals,
bringing together two of the world's premier airlines to create a
combined company that will be well-positioned to succeed in an
increasingly competitive global aviation environment.

The merger is expected to deliver $1.0 billion to $1.2 billion in
net annual synergies by 2013, including between $800 million and
$900 million of incremental annual revenues, in large part from
expanded customer options resulting from the greater scope and
scale of the network, and additional international service enabled
by the broader network of the combined carrier.  The companies
continue to make good progress with merger integration planning
and have achieved important milestones on their path toward
closing the merger, including making required filings with the
Department of Justice, the Department of Transportation and the
European Commission, and launching functional teams to oversee and
implement integration planning. The companies remain on track to
close the merger in the fourth quarter of 2010.

"I look forward to working together with all the employees of the
combined carrier as we create the world's leading airline," Smisek
said.

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?670d

                   About Continental Airlines

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

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

                          *     *     *

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

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


CONTINENTAL AIRLINES: Files Guidance for 3rd Qtr & Full Year 2010
-----------------------------------------------------------------
Continental Airlines provided information on its guidance for the
third quarter and full year 2010, as well as certain historical
information pertaining to the second quarter of 2010 on a
standalone basis, and does not take into account any changes that
could result from the proposed merger with United.

                    Advanced Booked Seat Factor

Compared to the same period last year, for the next six weeks,
mainline domestic advanced booked seat factor is down 1 to 2
points, mainline Latin advanced booked seat factor is down 2 to 3
points, Transatlantic advanced booked seat factor is flat to up 1
point, Pacific advanced booked seat factor is up 10 to 11 points,
and regional advanced booked seat factor is flat to down 1 point.

Last year at this time, due to declining business mix and weakness
in leisure yields, the Company made more domestic leisure
inventory available for sale earlier in the booking curve.  This
year the Company has seen a modest improvement in business demand
and stronger leisure yields and, therefore, has returned to a more
normal management of its domestic leisure inventory, thus
affecting the domestic booking curve.

For the third quarter of 2010, the Company expects both its
consolidated and mainline load factors to be flat to up slightly
year-over-year compared to the same period in 2009.

              Unrestricted Cash, Cash Equivalents and
                  Short Term Investments Balance

The Company anticipates ending the third quarter of 2010 with an
unrestricted cash, cash equivalents and short-term investments
balance of approximately $3.5 billion.

                  Cargo, Mail, and Other Revenue

The Company's Cargo, Mail, and Other Revenue for the third quarter
of 2010 is expected to be between $370 and $380 million.

A full-text copy of the Company's investor update is available for
free at http://ResearchArchives.com/t/s?670e

                   About Continental Airlines

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

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

                          *     *     *

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

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


CORRELOGIC OF GERMANTOWN: Files for Chapter 11 Protection
---------------------------------------------------------
Robert Rand at Maryland Community Newspaper Online reports that
Correlogic of Germantown filed for Chapter 11 bankruptcy
protection, listing assets and debts of between $1 million and $10
million.  Most of the Company's debt is $1.1 million in back wages
owed to its employees, including $414,663 to the Company's CEO and
co-founder Peter J. Levine.

According to the report, the bankruptcy court granted a motion to
reject two contracts filed by the Company.  One of the contracts
was with one of the company's investors, Quest Diagnostics of
Teterboro, N.J., which owns 2.89 million shares of B preferred
stock.

Correlogic of Germantown develops software for blood assays.


COVER-ALL HOLDING: U.S. Court Recognizes Chapter 15 Proceeding
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Pennsylvania
ordered that:

   -- the CCAA Termination order in the Chapter 15 cases of Cover-
      All Holding Corp. and its debtor-affiliates, is given full
      force and effect in the United States, and Ernst & Young,
      Inc., will be afforded all of the rights and benefits of the
      CCAA Tennination order in the United States; and

   -- the receivership order is given full force and effect in the
      U.S., and PricewaterhouseCoopers Inc., as foreign
      representative, will be afforded all of the rights and
      benefits of the receivership order in the U.S.

Saskatoon, SK, Canada-based Cover-All Holding Corp. with its
debtor-affiliates, filed for Chapter 15 on March 25, 2010 (Chapter
15 E.D. Penn. Case No. 10-20835.)  Morton R. Branzburg, Esq., at
Klehr Harrison Harvey Branzburg & Ellers, assists the Debtor in
the Chapter 15 proceeding.  In its petition, the Debtor listed
assets and liabilities both ranging from $50,000,001 to
$100,000,000.


CROWN EUROPEAN: S&P Assigns 'BB-' Senior Unsecured Debt Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'BB-'
senior unsecured debt rating (one notch below the corporate credit
rating) and a recovery rating of '5' to Crown European Holdings
S.A.'s Eur500 million notes due 2018.  These ratings indicate
S&P's expectation for modest (10% to 30%) recovery in the event of
a payment default.  Crown intends to use the note proceeds to
repay all or a portion of the remaining EUR150 million of senior
secured notes due 2011, repay $200 million of senior unsecured
notes due 2013, and for general corporate purposes.

At the same time, S&P affirmed its 'BB' corporate credit rating on
Crown as well as its ratings on the company's unsecured debt.  The
outlook is positive.

In addition, S&P is raising its senior secured debt rating on
Crown to 'BBB-' (two notches above the corporate credit rating)
with a recovery rating of '1' from 'BB+' with a recovery rating of
'2'.  The new ratings indicate S&P's expectation of very high (90%
to 100%) recovery for senior secured lenders in the event of a
payment default.  The upgrade is a result of S&P's expectation
that following the planned refinancing there will be less senior
secured debt outstanding at the time of default.

"S&P believes that continued strong operating performance and
moderate further debt reduction could lead to sufficient
strengthening of the financial profile to warrant a one-notch
upgrade during the next few quarters," said Standard & Poor's
credit analyst Cynthia Werneth.

For S&P to consider a higher rating, funds from operations to
adjusted total debt would have to consistently meet or exceed 20%.
The factors that would most likely slow down the improvement in
credit metrics are a larger-than-expected debt-funded acquisition
or larger-than-expected shareholder rewards.  The probability of a
downgrade appears remote at this time.

Following the planned debt issue and refinancing, S&P expects
adjusted debt to total about $4 billion.  S&P adjusts debt to
include about $1 billion of tax-effected unfunded postretirement
and asbestos liabilities and capitalized operating leases.


DELTA AIR: Inks $450 Million Equipment Notes Purchase Deal
----------------------------------------------------------
Delta Air Lines Inc., informed the U.S. Securities and Exchange
Commission that on July 2, 2010, it entered into a Note Purchase
Agreement with U.S. Bank Trust National Association, as
Subordination Agent and Pass Through Trustee under the pass
through trust newly formed by the Company; U.S. Bank National
Association, as Escrow Agent under the Escrow Agreement; and U.S.
Bank Trust National Association as Paying Agent under the Escrow
Agreement.

Delta Vice President and Chief Financial Officer Hank Halter
relates that the Note Purchase Agreement provides for future
issuance by the Company of Series A equipment notes in the
aggregate principal amount of $450,000,000 secured by the 2000-1
Aircraft, which were delivered new to the Company in 1999 and
2000, as well as the 2010 Aircraft, which were delivered new to
the Company in 2010.

As previously reported, on June 28, 2010, Delta entered into an
underwriting agreement with Goldman, Sachs & Co. and Credit Suisse
Securities (USA) LLC, as representatives of the underwriters in
connection with the issuance and sale of a total of $450,000,000
of Pass Through Certificates, Series 2010-1A.  The Certificates
are being offered pursuant to the Prospectus Supplement dated
June 28, 2010, which forms a part of the Company's automatic shelf
registration statement on Form S-3, filed with the Securities and
Exchange Commission.

The Underwriting Agreement contains customary representations,
warranties, covenants and closing conditions.  It also contains
provisions pursuant to which the Company agrees to hold harmless
and indemnify the Underwriters against damages under certain
circumstances, which are customary for a transaction of this type,
according to Mr. Halter.

Delivery of the Certificates was made under the Underwriting
Agreement on July 2, 2010 with an interest rate of 6.20% per
annum.  The Certificates were issued by a Pass Through Trust, from
which the Underwriters purchased Certificates at 100% of the
principal amount.  The Pass Through Trust will use the proceeds
from the sale of Certificates to acquire equipment notes from the
Company.  The equipment notes will be secured by 24 Boeing
aircraft owned by the Company.  Payments on the equipment notes
held in the pass through trust will be passed through to the
certificate holders of the Trust.

The Company expects to use the proceeds from the issuance of the
equipment notes to refinance, in part, 22 aircraft currently
supporting its outstanding 2000-1 EETC after the final maturity in
November 2010 and to finance, in part, 2 aircraft delivered
earlier in 2010.  The Company will use any proceeds not used in
connection with the refinancing or financing to pay fees and
expenses related to the offering and for general corporate
purposes.

Mr. Halter explains that from time to time in the ordinary course
of their business, the Underwriters and certain of their
affiliates have engaged, and in the future may engage in,
investment and commercial banking or other transactions of a
financial nature with the Company and its affiliates, including
the provision of certain advisory services, making loans to the
Company and its affiliates and serving as counterparties to
certain fuel hedging arrangements.  The Underwriters and their
affiliate have received, and in the future may receive, customary
fees and expenses and commissions for these transactions,
according to Mr. Halter.

The Note Purchase Agreement also provides for the possible future
issuance of another series of equipment notes to be secured by the
Aircraft.  Pursuant to the Note Purchase Agreement, the Trustee
will purchase the Series A Equipment Notes by December 31, 2010,
with respect to the 2000-1 Aircraft and within 90 days of the date
of the execution of the Note Purchase Agreement with respect to
the 2010 Aircraft. The Series A Equipment Notes will be issued
under an Indenture and Security Agreement with respect to each
Aircraft to be entered into by the Company and U.S. Bank Trust
National Association, as Loan Trustee, Mr. Halter disclosed.

Each Indenture contemplates the issuance of Series A Equipment
Notes, bearing interest at the rate of 6.20% per annum in the
aggregate principal amount, once all the Series A Equipment Notes
have been issued, equal to $450,000,000.  The Series A Equipment
Notes will be purchased by the Trustee, using the proceeds from
the sale of the Certificates.

Pending the purchase of the Series A Equipment Notes, the proceeds
from the sale of the Certificates were placed in escrow by the
Trustee pursuant to an Escrow and Paying Agent Agreement, dated as
of July 2, 2010, among U.S. Bank National Association; Goldman,
Sachs & Co.; Credit Suisse Securities (USA) LLC; Citigroup Global
Markets Inc.; Deutsche Bank Securities Inc.; and Banc of America
Securities LLC; and the Trustee.  The escrowed funds were
deposited with the Bank of New York Mellon, under a Deposit
Agreement, according to Mr. Halter.

The interest on the escrowed funds is payable on January 2, 2011,
and interest on the Series A Equipment Notes is payable semi-
annually on each January 2 and July 2, beginning on January 2,
2011.  The principal payments on the Series A Equipment Notes are
scheduled on January 2 and July 2 of certain years, beginning on
January 2, 2011.  The final payments will be due on July 2, 2018.

Maturity of the Series A Equipment Notes may be accelerated upon
the occurrence of certain events of default, including failure by
the Company to make payments under the applicable Indenture when
due or to comply with certain covenants, as well as certain
bankruptcy events involving the Company.  The Series A Equipment
Notes issued with respect to each Aircraft will be secured by a
lien on the Aircraft and will also be cross-collateralized by the
other Aircraft financed pursuant to the Note Purchase Agreement,
Mr. Halter told the SEC.


DELTA AIR: Inks Pacts to Sell Mesaba, Compass Subsidiaries
----------------------------------------------------------
Delta Air Lines, Inc., has entered into definitive agreements
dated July 1, 2010, to sell two of its wholly owned regional
airline subsidiaries, Mesaba and Compass Airlines.  Mesaba has
been sold to Memphis, Tennessee-based Pinnacle Airlines Corp. for
$62.0 million, and Compass has been sold to St. Louis-based Trans
States Holdings, Inc., for $20.5 million.

Pinnacle and Trans States are both large and experienced regional
airline operators, with Pinnacle currently serving as one of
Delta's largest regional carriers.

Under the terms of the agreements, Mesaba and Compass will
continue to serve Delta customers with long-term, extendable
agreements, ranging from seven to 12 years depending on aircraft
type.  Both Mesaba and Compass will continue to be headquartered
in Minneapolis-St. Paul with current presidents John Spanjers and
Tim Campbell, respectively, leading the airlines under new
ownership.

In an official statement, Delta Connection Senior Vice President
Don Bornhorst noted that the Agreements "[reflect] our continued
focus on streamlining the portfolio of Delta Connection carriers
serving our customers to ensure each partner airline is
independently positioned for success with a competitive cost
structure and an industry-leading focus on safety, reliability and
customer service."

"In recent years, the Delta Connection carriers have made
substantial progress in creating a consistent customer experience
across our brand with more First Class cabins, enhanced food
service, jetbridge boarding and other amenities Delta customers
expect when they fly Delta or Delta Connection flights.  This
transaction is another step in positioning our regional airlines
for future success and we look forward to delivering even more
improvements to customers in the more than 260 communities our
partners serve," Mr. Bornhorst added.

The structure of the Mesaba and Compass transactions provides for
long-term competitive cost structures at both airlines, as well as
incentives to reward Mesaba and Compass for operational excellence
and cost improvement.

                Customer Service and Routes

In conjunction with the sale of both carriers, Delta will enter
into new Delta Connection agreements under which Mesaba and
Compass Airlines will continue to serve as Delta Connection
carriers.

Current plans are for Mesaba and Compass Airlines to operate as
wholly owned subsidiaries of Pinnacle Airlines Corp, Inc. and
Trans States Holdings, Inc.   The transactions are not expected to
result in any changes in flight schedules or locations served.
Compass and Mesaba's combined fleet of nearly 130 aircraft will
continue to be dedicated to flying Delta routes.

Compass and Mesaba's new owners -- Pinnacle and Trans States ?-
are long-standing regional airline operators with years of
experience working with Delta and other major airlines.

Pinnacle Airlines Corp., an airline holding company, is the parent
company of Pinnacle Airlines, Inc. and Colgan Air, Inc.  Pinnacle
Airlines, Inc. operates a fleet of 142 regional jets under the
Delta Connection brand.  Colgan Air, Inc. operates a fleet of 48
regional turboprops as Continental Connection, United Express and
US Airways Express.

Trans States Holdings, Inc. is the parent company of two regional
airlines -- Trans States Airlines and GoJet Airlines.  Together,
Trans States Holdings' regional airlines' 1,400 employees serve
nearly five million passengers annually to 69 cities on 330 daily
flights.  Trans States currently operates flights as United
Express and US Airways Express.

The proceeds from these transactions will be used by Delta for
general corporate purposes.


DELTA AIR: Swings to $549 Mil. Net Income for Q2 2010
-----------------------------------------------------
Delta Air Lines reported on July 19, 2010, financial results for
the June 2010 quarter.  Key points include:

  * Delta's net income for the June 2010 quarter was
    $549 million, or $0.65 per diluted share, excluding special
    items.  This is a $748 million improvement year over year.

  * Delta's net income was $467 million, or $0.55 per diluted
    share, for the June 2010 quarter.

  * Results include $90 million in profit sharing expense, in
    recognition of Delta employees' achievements toward meeting
    the company's financial targets.

  * Delta generated more than $1 billion in operating cash flow
    and ended the June 2010 quarter with $6.0 billion in
    unrestricted liquidity.

"Delta's profit this quarter is our best result in a decade and
proof that our plan has positioned us well as the economy begins
its recovery," said Richard Anderson, Delta's chief executive
officer.  "These results would not have been possible without the
dedication and determination of Delta people.  We're happy to
recognize our employees' contributions with $90 million in profit
sharing."

                      Revenue Environment

Delta's operating revenue grew $1.2 billion, or 17% in the June
2010 quarter compared to the 2009 quarter.

  * Passenger revenue increased 19%, or $1.1 billion, compared
    to the prior year period on 1% lower capacity.  Passenger
    unit revenue (PRASM) increased 19.4%, driven by a 17%
    improvement in yield and a 1.9 point improvement in load
    factor.

  * Cargo revenue increased 22%, or $38 million, on higher cargo
    volume and yield.

  * Other, net revenue increased 3%, or $24 million, primarily
    due to increased baggage fees.

Comparisons of revenue-related statistics are:

                                       Increase (Decrease)
                                          2Q10 versus 2Q09
                                 -------------------------------
                                 Change   Unit

Passenger Revenue     2Q10 ($M)    YOY    Revenue Yield  Capacity
                     -------------------------------------------
Domestic               $3,152     15.7%    14.1%  14.2%    1.4%
Atlantic                1,358     19.4%    30.1%  25.1%   (8.2)%
Pacific                   634     52.3%    36.2%  22.5%   11.8%
Latin America             336     16.9%    11.9%  10.4%    4.5%
                    ----------
Total mainline          5,480     20.0%    19.9%  17.3%    0.1%
Regional                1,529     14.2%    19.4%  16.7%   (4.4)%
                    ----------
Consolidated           $7,009     18.7%    19.4%  16.7%   (0.6)%

"We are seeing strong improvements in these early stages of the
economic recovery and believe there's room for more revenue growth
as the economy continues to stabilize," said Ed Bastian, Delta's
president.  "We anticipate double-digit year over year unit
revenue gains for the September quarter."

                      Cost Performance

In the June 2010 quarter, Delta's operating expense increased
$317 million year over year due to higher fuel price and profit
sharing expense, which were partially offset by incremental merger
cost synergies.

Consolidated unit cost (CASM(2)), excluding fuel expense, profit
sharing and special items, was flat in the June 2010 quarter on a
year-over-year basis, despite 1% lower capacity.  Consolidated
CASM increased 5% due to higher fuel price and profit sharing
expense.

              Fuel Price and Related Hedges

Delta hedged 51% of its fuel consumption for the June 2010
quarter, for an average fuel price of $2.32 per gallon.  The fuel
hedges Delta had in place as of July 16, 2010 are:

                                 3Q10       4Q10       2011
                                 ---------------------------
Call options                       29%        20%        21%
Collars                            16%        20%         7%
Swaps                               5%        10%         0%
                                 ---------------------------
Total                              50%        50%        28%

Average crude call strike          $82        $83        $85
Average crude collar cap            81         87         88
Average crude collar floor          72         75         74
Average crude swap                  84         89         78

                      Liquidity Position

As of June 30, 2010, Delta had $6.0 billion in unrestricted
liquidity, including $4.4 billion in cash and $1.6 billion in
undrawn revolving credit facilities.  During the quarter, the
company prepaid its $914 million revolving credit facility, which
is now fully undrawn and available for future cash needs.

Operating cash flow during the June 2010 quarter was $1 billion,
driven by the company's profitability and advance ticket sales,
and free cash flow was $778 million.  In the June quarter, Delta
contributed nearly $500 million to its pension plans and completed
its required 2010 pension funding.  Year to date, Delta has
generated $2.0 billion in operating cash flow and $1.4 billion in
free cash flow.

Capital expenditures during the quarter were $283 million, which
included $154 million for investments in aircraft, parts and
modifications.

Subsequent to the end of the quarter, Delta completed its
$450 million 2010-1A enhanced equipment trust certificate (EETC)
offering.  The certificates will be secured by 22 aircraft that
are currently included in Delta's 2000-1 EETC, which matures in
November 2010, and two 777LR aircraft which were delivered in
March 2010.

Total debt payments in the June 2010 quarter were $345 million, of
which $70 million was paid before scheduled maturity.  At June 30,
Delta's adjusted net debt was $15.6 billion, an $800 million
reduction from March 31, 2010.

"Delta exhibited strong cost performance this quarter as merger
synergies and productivity offset cost pressures in the business.
Synergies have exceeded our expectations and will be a key factor
as we strive to keep our non-fuel unit costs flat for the full
year," said Hank Halter, Delta's chief financial officer.  "In
addition, we continue to make excellent progress in delivering our
balance sheet -- generating nearly $800 million in free cash flow
this quarter and reducing adjusted net debt to $15.6 billion."

                    Company Highlights

Delta has a strong commitment to employees, customers and the
communities it serves.  Key accomplishments in 2010 to date
include:

  * Accruing $90 million in employee profit sharing, in
    recognition of the achievements of all Delta employees
    toward meeting the company's financial targets;

  * Bolstering Delta's trans-Atlantic joint venture with Air
    France-KLM with the addition of Alitalia, Italy's flag
    carrier;

  * Increasing Delta's global reach through alliance and
    codeshare partnerships, including plans to codeshare with
    GOL airlines, a Brazilian carrier, and the 10-year
    anniversary celebration of the SkyTeam global airline
    alliance with the addition of Vietnam Airlines and TAROM,
    Romania's flag carrier;

  * Selling Mesaba and Compass Airlines, two wholly owned
    regional airline subsidiaries, to Pinnacle Airlines Corp.
    and Trans States Holdings, Inc.;

  * Obtaining approval from the U.S. Department of
    Transportation to offer customers nonstop service between
    Tokyo's Haneda Airport and Detroit and Los Angeles as well
    as between Sao Paulo, Brazil and Detroit;

  * Furthering Delta's efforts to become the leading airline of
    New York with the launch of Delta Shuttle service between
    New York-LaGuardia and Chicago-O'Hare International
    airports;

  * Committing to expand First Class availability to all
    domestic markets longer than 750 miles, or about two and
    one-half hours of flight time, beginning this fall;

  * Allowing customers to book scheduled commercial flights and
    on-demand private jet service in a single transaction
    through Delta AirElite;

* Partnering with American Express to offer select Delta
   SkyMiles Credit Card members the opportunity to check a first
   bag free for up to nine people in the same reservation; and

* Raising $1 million for the Martin Luther King Jr. National
   Memorial in Washington, D.C., with the support of our
   employees and customers.

                        Special Items

Delta recorded special items totaling $82 million in the June 2010
quarter, including:

  * $46 million in merger-related expenses; and

  * $36 million in asset impairment charges related to aircraft
    retirements.

Delta recorded $58 million in merger-related expense items in the
June 2009 quarter.

               September 2010 Quarter Guidance

Delta's projections for the September 2010 quarter are:

                                           3Q 2010 Forecast
                                           ----------------
Fuel price, including taxes& hedges              $2.33
Operating margin                                10 - 12%
Capital expenditures                          $250 million
Total liquidity at end of period              $6.3 billion

                                            3Q 2010 Forecast
                                          (compared to 3Q 2009)
                                           --------------------

Consolidated unit costs, excluding fuel
expense and profit sharing                         Flat

Mainline unit costs, excluding fuel
expense and profit sharing                       Up 0 - 2%

System capacity                                  Up 0 - 2%
Domestic                                        Up 0 - 2%
International                                   Up 2 - 4%

Mainline capacity                                Up 1 - 3%
Domestic                                        Up 1 - 3%
International                                   Up 2 - 4%


                     DELTA AIR LINES, INC.
                  Selected Balance Sheet Data
                      As of June 30, 2010

Cash and cash equivalents                        $4,434,000,000

Short-term investments                                         -

Restricted cash and cash equivalents
(short-term and long-term)                         447,000,000

Total assets                                     43,809,000,000

Total debt and capital leases, including
current maturities                              15,783,000,000

Total stockholders' equity                          199,000,000



                     DELTA AIR LINES, INC.
         Unaudited Consolidated Statements of Operations
              Three Months Ended June 30, 2010

Consolidated Operating Revenue:
Passenger
  Mainline                                       $5,480,000,000
  Regional Carriers                               1,529,000,000
                                                ---------------
Total Passenger Revenue                           7,009,000,000

Cargo                                              211,000,000
Other, net                                         948,000,000
                                                ---------------
Total Operating Revenue                           8,168,000,000

Operating expenses:
Aircraft fuel and related taxes                  1,960,000,000
Salaries and related costs                       1,702,000,000
Contract carrier arrangements                      972,000,000
Aircraft maintenance materials
  & outside repairs                                 395,000,000
Depreciation and amortization                      379,000,000
Contracted services                                366,000,000
Passenger commissions
  & other selling expenses                          377,000,000
Landing fees and other rents                       324,000,000
Passenger service                                  165,000,000
Aircraft rent                                      101,000,000
Profit sharing                                      90,000,000
Restructuring and merger-related items              82,000,000
Other                                              403,000,000
                                                ---------------
Total operating expense                           7,316,000,000
                                                ---------------
Operating Income                                    852,000,000

Other (expense) income:
Interest expense                                  (315,000,000)
Interest expense                                     3,000,000
Miscellaneous, net                                 (72,000,000)
                                                ---------------
Total other expense, net                           (384,000,000)
                                                ---------------
Income (Loss) before income taxes                  468,000,000
Income tax provision                                (1,000,000)
                                                ---------------
Net Income (Loss)                                  $467,000,000
                                                ===============

                       About Delta Air Lines

Atlanta, Georgia-based Delta Air Lines (NYSE: DAL) --
http://www.delta.com/or http://www.nwa.com/-- provides scheduled
air transportation for passengers and cargo throughout the United
States, and around the world.  The Company's route network is
centered on the hub system it operate at airports in Atlanta,
Cincinnati, Detroit, Memphis, Minneapolis/St. Paul, New York-JFK,
Salt Lake City, Paris-Charles de Gaulle, Amsterdam and Tokyo-
Narita. The hub operations include flights, which gather and
distribute traffic from markets in the geographic region
surrounding the hub to domestic and international cities and to
other hubs. The network is supported by a fleet of aircraft, which
is varied in terms of size and capabilities.  On December 31,
2009, the Company's wholly owned subsidiary Northwest Airlines,
Inc., merged with and into Delta.  The wholly owned subsidiary of
the Company is Northwest Airlines Corporation.

Northwest and 12 affiliates filed for Chapter 11 protection on
September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930).
On May 21, 2007, the Court confirmed the Northwest Debtors'
amended plan.  That amended plan took effect May 31, 2007.

Delta and 18 affiliates filed for Chapter 11 protection on
September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented
the Delta Debtors in their restructuring efforts. On April 25,
2007, the Court confirmed the Delta Debtors' plan.  That plan
became effective on April 30, 2007.

(Bankruptcy Creditors Service Inc. publishes Delta Air Lines
Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000).

                        *     *     *

Delta Air Lines and Northwest Airlines carry a 'B/Negative/--'
corporate ratings from Standard & Poor's.  They also continue to
carry 'B2' corporate family ratings from Moody's and "B-" LT
Issuer Default rating from Fitch.

Delta Air carries a 'B-' issuer default rating from Fitch Ratings.


DENNY'S CORP: New Director Dedrick Doesn't Hold Securities
----------------------------------------------------------
Gregg R. Dedrick disclosed in a Form 3 filing with the Securities
and Exchange Commission that he doesn't hold any securities in
Denny's Corporation.

Denny's appointed Mr. Dedrick to its Board of Directors on
July 15.  Mr. Dedrick, 51, was a co-founder of Whole Strategies,
an organizational consulting firm, in 2009.  Prior to that, he was
President and Chief Concept Officer at KFC for five years where he
led the development of the company's grilled chicken product.  He
previously served as EVP, People and Shared Services at Yum
Brands; Chief People Officer at Yum Brands; and SVP Human
Resources for Pizza Hut and KFC.

                    About Denny's Corporation

Based in Spartanburg, South Carolina, Denny's Corporation (NASDAQ:
DENN) -- http://www.dennys.com/-- is one of America's largest
full-service family restaurant chains, consisting of 1,322
franchised and licensed units and 237 company-owned units, with
operations in the United States, Canada, Costa Rica, Guam, Mexico,
New Zealand and Puerto Rico.

According to the Troubled Company Reporter on June 14, 2010,
Moody's Investors Service stated that the B2 Corporate Family and
Probability of Default ratings and the Stable rating outlook for
Denny's Holdings, Inc., will not immediately be affected by the
departure of Nelson Marchioli as Chief Executive Officer.


DRAGON PHARMACEUTICAL: Deregisters Unsold Shares Following Merger
-----------------------------------------------------------------
Dragon Pharmaceutical Inc. filed with the Securities and Exchange
Commission a Post-Effective Amendment No. 1 relating to the
Registration Statement on Form S-8 (File No. 333-55794) filed on
February 16, 2001 with respect to a total of 3,050,000 shares of
the Company's voting common stock, par value $0.001 per share,
issued or reserved for issuance to directors, technical advisors
and employees of the Company under stock option agreements.  The
Post-Effective Amendment No. 1 is being filed to remove from
registration all securities that were registered but that remain
unsold under the Registration Statement.

On July 22, 2010, pursuant to the Agreement and Plan of Merger
dated as of March 26, 2010, by and among the Company, Chief
Respect Limited, a Hong Kong corporation, Datong Investment Inc.,
a Florida corporation, and Mr. Yanlin Han, the MergerSub merged
with and into the Company, with the Company being the surviving
corporation.  The Merger was approved by the Company's
shareholders at a special meeting of the Company's shareholders
held on July 20, 2010 and became effective on July 22, 2010, upon
acceptance of the Articles of Merger for filing by the Florida
Secretary of State.  Pursuant to the Merger Agreement, at the
Effective Time, (a) each share of Common Stock (other than shares
owned by Mr. Han and shares held by any of the Company's
shareholders who are entitled to and who properly exercised their
appraisal rights under Florida law) was converted into the right
to receive $0.82 per share in cash, without interest, less any
applicable withholding taxes, (b) each option to purchase shares
of Common Stock outstanding under the Plan was cancelled and was
converted into the right to receive a cash amount (without
interest and net of any applicable withholding taxes) equal to (i)
the excess, if any, of $0.82 over the per share exercise price of
the option, multiplied by (ii) the total number of shares subject
to the option immediately prior to the Effective Time.

As a result of the Merger, the offering of securities of the
Company pursuant to the Registration Statement has been
terminated.  The Company has withdrawn the Registration Statement,
including all amendments and exhibits to the Registration
Statement, with respect to all unsold shares of Common Stock
registered under the Registration Statement.

The Company also filed a Form 15 to cancel the registration of its
common stock.

                  About Dragon Pharmaceutical

Headquartered in Vancouver, Canada, Dragon Pharmaceutical Inc.
(TSX: DDD; OTC BB: DRUG) - http://www.dragonpharma.com/- is a
manufacturer and distributor of a broad line of high-quality
antibiotic products including Clavulanic Acid, an API to combine
with Amoxicillin to fight resistance, and 7-ACA, a key
intermediate to produce cephalosporin antibiotics, and formulated
cephalosporin antibiotic drugs.

The Company's balance sheet as of March 31, 2010, showed
$200.1 million in assets, $132.9 million of liabilities, and
$67.2 million of stockholders' equity.

                         *     *     *

As reported in the Troubled Company Reporter on April 5, 2010,
Chang Lee LLP, in Vancouver, Canada, said that the Company's
recurring working capital deficiency raises substantial doubt
about its ability to continue as a going concern.


DRAGON PHARMACEUTICAL: Datong Investment Merger Approved
--------------------------------------------------------
Dragon Pharmaceutical Inc. reported, at its Special Meeting of
Shareholders, that its shareholders, including those shareholders
holding a majority of the outstanding shares excluding Mr. Han,
voted to approve the merger of Datong Investment Inc. with and
into the Company, pursuant to the Agreement and Plan of Merger
dated March 26, 2010, by and among Dragon, Chief Respect Limited,
a Hong Kong corporation, Datong Investment Inc., a Florida
corporation and subsidiary of Chief Respect Limited, and Mr.
Yanlin Han.

The Merger is expected to be consummated on or about July 22,
2010, subject to the satisfaction of customary closing conditions.
At the effective time of the Merger, the separate corporate
existence of Datong Investment Inc. will cease, and the Company
will survive with Mr. Han and Chief Respect Limited at its sole
shareholders.  Pursuant to the Agreement and Plan of Merger, at
the effective time of the Merger, each outstanding share of the
voting common stock, par value $0.001 per share, of the Company
will be cancelled and converted into the right to receive $0.82
per share in cash, without interest and less any applicable
withholding taxes.

In connection with the Merger, the Company will be seeking to
terminate its listing on the OTCBB and TSX on or about July 22,
2010.

                  About Dragon Pharmaceutical

Headquartered in Vancouver, Canada, Dragon Pharmaceutical Inc.
(TSX: DDD; OTC BB: DRUG) - http://www.dragonpharma.com/- is a
manufacturer and distributor of a broad line of high-quality
antibiotic products including Clavulanic Acid, an API to combine
with Amoxicillin to fight resistance, and 7-ACA, a key
intermediate to produce cephalosporin antibiotics, and formulated
cephalosporin antibiotic drugs.

The Company's balance sheet as of March 31, 2010, showed
$200.1 million in assets, $132.9 million of liabilities, and
$67.2 million of stockholders' equity.

                         *     *     *

As reported in the Troubled Company Reporter on April 5, 2010,
Chang Lee LLP, in Vancouver, Canada, said that the Company's
recurring working capital deficiency raises substantial doubt
about its ability to continue as a going concern.


DREIER LLP: Judge Approves Verition, Trustee Settlement Deals
-------------------------------------------------------------
A judge has approved two settlements in the bankruptcies of
disgraced former attorney Marc S. Dreier and his defunct law firm,
giving a Chapter 11 trustee control over most funds at issue in
both cases and signing off on a $9 million agreement with Verition
Fund Management LLC, according to Bankruptcy Law360.

                         About Dreier LLP

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

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

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

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

Mr. Dreier, 60, pleaded guilty to fraud and other charges in May
2009.  The scheme to sell $700 million in fake notes unraveled in
late 2008.  Mr. Dreier is serving a 20-year sentence in a federal
prison in Minneapolis.


DOUG VAUGHAN: Bankruptcy Trustee to Sell Mansion for $2.5 Million
-----------------------------------------------------------------
According to koat.com, a bankruptcy trustee is selling Doug
Vaughan's Tanoan community home for $2.5 million to recover some
of the investors' money Mr. Vaughan is accused of stealing.

Douglas F. Vaughan sought chapter 11 protection (Bankr. D. N.M.
Case No. 10-10763) on Feb. 22, 2010.  A copy of the Debtor's
Chapter 11 petition is available at
http://bankrupt.com/misc/nmb10-10763.pdf

A federal judge later converted the Chapter 11 case of Doug
Vaughan to Chapter 7 liquidation proceeding.


DT LAS VEGAS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: DT Las Vegas I, L.P.
        401 N. 28th Street
        Las Vegas, NV 89101

Bankruptcy Case No.: 10-23470

Chapter 11 Petition Date: July 20, 2010

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

Judge: Bruce A. Markell

Debtor's Counsel: David A. Colvin, Esq.
                  Marquis & Aurbach
                  10001 Park Run Drive
                  Las Vegas, NV 89145
                  Tel: (702) 382-0711
                  E-mail: dcolvin@marquisaurbach.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nvb10-23470.pdf

The petition was signed by James Markel of DT Las Vegas I
Management, LLC, Debtor's general partner.


DUBAI WORLD: DLF Aims to Buy Half of India Realty Joint Venture
---------------------------------------------------------------
Dow Jones Newswires' Anirban Chowdhury reports that a senior DLF
Ltd. executive said Monday the firm is aiming to buy Dubai World's
stake in their equally held India realty joint venture for
2 billion rupees ($42.6 million).

"DLF and Dubai World have jointly applied to the Foreign
Investment Promotion Board so that DLF can buy out its partner's
stake," the executive, who didn't want to be identified, told Dow
Jones Newswires.

"Both partners invested 2 billion rupees each in the project, but
it never took off since the government couldn't provide land," Dow
Jones quotes the executive as saying.  "The appeal has been made
so that Dubai World can get its investment back" he added.

New Delhi-based DLF is India's biggest property developer by
sales.  The joint venture with Dubai World was formed to construct
residential project Bidadi Knowledge City in the southern state of
Karnataka.

                       Restructuring Deal

According to the Troubled Company Reporter on June 2, 2010, The
Wall Street Journal said Dubai World reached a broad agreement to
pay off its creditors and reduce its $23.5 billion of debt.  Aidan
Birkett, chief restructuring officer of Dubai World, told Zawya
Dow Jones that Dubai World will now seek a final deal with all of
its creditors by the end of June.  Under the deal, creditors will
be repaid in full but the payment period will be extended, while
the government of Dubai would convert debt into equity and help
fund the restructuring.

According to The Journal, the first portion, or tranche, of
$4.4 billion will be paid in five years, with 1% annual interest
in cash but no shortfall government guarantee.  The second tranche
of $10 billion will be paid over eight years, with 1% interest
plus varying payment-in-kind interest and shortfall guarantees.
Lenders will have to choose between three options, depending on
their exposure and on their priorities in regard to the shortfall
guarantee and payment in kind.

The government of Dubai will convert $8.9 billion of debt and
claims into equity in Nakheel, the real-estate arm of Dubai World,
and commit to fund as much as $500 million of Nakheel's expenses
and an interest facility of as much as $1 billion while
maintaining 100% ownership of the Company.

As part of the deal, Nakheel's trade creditors were offered
repayment through a mix of 40% cash and 60% in a sukuk-a bond
structured to comply with Islamic law-with a 10% annual return.
Nakheel paid a $980 million Islamic bond.

The Journal said the agreement with the creditors' coordinating
committee accounts for about 60% of Dubai World's bank lenders.
The remaining creditors holding 40% of the group's debt have yet
to accept the deal.

                     6-Month Standstill

In November 2009, the Troubled Company Reporter ran a story
about Dubai World seeking a six-month standstill on its debt
obligations.  The government of Dubai said it would restructure
Dubai World and has appointed Deloitte LLP to lead the
restructuring effort, naming an executive at the consultancy as
the group's "chief restructuring officer."

Bloomberg News' Arif Sharif and Laura Cochrane said Dubai World
has US$59 billion in liabilities.  Bloomberg said Dubai
accumulated US$80 billion of debt by expanding in banking, real
estate and transportation before credit markets seized up last
year.

The Wall Street Journal said Standard & Poor's in an October
report estimated Dubai World could be responsible for as much as
50% of Dubai's total government and corporate debt load of some
US$80 billion to US$90 billion.

                     About Dubai World

Dubai World -- http://www.dubaiworld.ae/-- is Dubai's flag bearer
in global investments.  As a holding company it operates a highly
diversified spectrum of industrial segments and plays a major role
in the emirate's rapid economic growth.  Dubai World's investment
spans four strategic growth areas of 21st Century commerce namely,
Transport & Logistics, Drydocks & Maritime, Urban Development and
Investment & Financial Services.  Dubai World's portfolio includes
DP World, one of the largest marine terminal operators in the
world; Drydocks World & Dubai Maritime City designed to turn Dubai
into a major ship-building and maritime hub; Economic Zones World
which operates several free zones around the world including Jafza
and TechnoPark in Dubai; Nakheel the property developer behind
iconic projects such as The Palm Islands and The World among
others; Limitless the international real estate master planner
with current development projects in various parts of the world;
Leisurecorp a global sports and leisure investment group,
reshaping the industry by unlocking value across investment,
development and brand opportunities; Dubai World Africa which
oversees the regional development and portfolio of investments in
the African continent; and Istithmar World, the group's investment
arm that has a global footprint in finance, capital, leisure,
aviation and various other business ventures.


E*TRADE FINANCIAL: Posts $35 Mil. Net Income for June 30 Quarter
----------------------------------------------------------------
E*TRADE Financial Corporation reported results for its second
quarter ended June 30, 2010, reporting net income of $35 million,
or $0.12 per share, compared with a net loss of $48 million, or
$0.25 loss per share, in the prior quarter and a net loss of $143
million, or $2.16 loss per share, in the second quarter of 2009.
The Company reported total net revenue of $534 million for the
second quarter, compared with $537 million in the prior quarter
and $621 million in the year ago period.

The Company's balance sheet for June 30, 2010, showed
$44.3 billion in total assets and $40.2 billion in total
liabilities, for a $4.1 billion in total stockholders' equity.

"The second quarter marked an important milestone for E*TRADE as
we reported our first quarterly profit in three years," said
Steven Freiberg, Chief Executive Officer of E*TRADE Financial
Corporation.  "Our results were supported by strength in our
brokerage business, including growth in DARTs, new accounts, and
margin receivables; continued improvement in loan performance
trends; prudent expense management; and effective balance sheet
strategies in an environment of declining interest rates."
Freiberg continued, "We are proud of our second quarter
performance and remain focused on positioning the Company for
sustainable profitability and growth. At the same time, our
significant progress increases our flexibility to invest in
products, services, and technologies that should enhance our
customer franchise and allow us to better realize growth
opportunities to drive shareholder value."

E*TRADE reported DARTs of 170,000 during the quarter, a 10 percent
increase from the prior quarter and a 16 percent decrease versus
the same quarter a year ago.  At quarter end, the Company reported
4.2 million customer accounts, which included 2.6 million
brokerage accounts.  Net new brokerage accounts were 18,000 during
the quarter, compared with 2,000 in the prior quarter.  Excluding
3,000 accounts closed in connection with the Company's
international restructuring, the Company added 21,000 net new
brokerage accounts during the quarter.

The Company ended the quarter with $144 billion in total customer
assets, compared to $159 billion in the prior quarter and $128
billion in the prior year.

During the quarter, net new brokerage assets were positive $2.1
billion, totaling $4.3 billion year to date. Brokerage-related
cash decreased by $1.1 billion to $20.7 billion during the period,
while customers were net buyers of approximately $3.4 billion of
securities. Customer security holdings decreased by eight percent,
or $8.1 billion, as the markets declined between 10 and 12 percent
during the quarter. Margin receivables increased 26 percent
sequentially from $3.8 billion to $4.8 billion.

Net new customer assets were positive $0.8 billion, reflecting
$2.1 billion in net new brokerage assets, offset by a $1.3 billion
decline in savings and other bank-related customer deposits.

Total net revenue of $534 million declined $3 million from the
prior quarter and $87 million versus the year ago period.

Net operating interest income for the second quarter was $302
million, reflecting a net interest spread of 2.89 percent on
average interest-earning assets of $41.0 billion.  The $18 million
sequential decrease in net interest income resulted from a $1.4
billion decline in average interest-earning assets and a seven
basis point decline in the net interest spread.

Commissions, fees and service charges, principal transactions, and
other revenue in the second quarter were $195 million, compared
with $196 million in the first quarter.  This reflected the
sequential increase in trading activity offset by a $0.33 decline
in the average commission per trade, from $11.38 to $11.05.

Total net revenue this quarter also included $37 million of net
gains on loans and securities, including a net impairment of $12
million.

Total operating expense decreased seven percent, or $20 million,
to $276 million from the prior quarter, including lower
compensation, advertising, and restructuring costs.

The Company continued to make progress during the second quarter
in reducing balance sheet risk as its loan portfolio contracted by
$1.2 billion from the prior quarter, including $0.2 billion in
loan securitizations and $0.7 billion related to prepayments or
scheduled principal reductions.

Second quarter provision for loan losses decreased $102 million
from the prior quarter to $166 million. Net charge-offs in the
quarter were $225 million, a decrease of $63 million from the
prior quarter.  These declines included a $15 million benefit of a
legal settlement related to purchased loans.  The allowance for
loan losses declined by $59 million to $1.1 billion, or six
percent of gross loans receivable, at quarter end.

"We are particularly pleased with the progress made during the
quarter in reducing the balance sheet and mitigating risk,"
Freiberg commented.  "In addition to the prepayments and scheduled
principal reductions, we securitized or sold $232 million in
loans, accelerating the decline of the loan portfolio.
Furthermore, continued efforts to put back loans to sellers
resulted in a $20 million legal settlement of loan claims which
contributed $15 million to the reduction in the second quarter
provision and net charge-offs."

For the Company's entire loan portfolio, special mention
delinquencies (30-89 days) declined by 14 percent and at-risk
delinquencies (30-179 days) declined by 13 percent in the quarter.

During the quarter, the Bank generated $142 million of Tier 1
capital and $61 million of risk-based capital.  As of June 30,
2010, the Company reported Bank Tier 1 capital ratios of 7.27
percent to total adjusted assets and 13.39 percent to risk-
weighted assets.  The Bank had excess risk-based total capital of
$1.0 billion at quarter end.

A full-text copy of the company's earnings release is available
for free at http://ResearchArchives.com/t/s?670f

                     About E*Trade Financial

The E*TRADE FINANCIAL (NASDAQ: ETFC) family of companies provides
financial services including trading, investing and related
banking products and services to retail investors.  Securities
products and services are offered by E*TRADE Securities LLC
(Member FINRA/SIPC).  Bank products and services are offered by
E*TRADE Bank, a Federal savings bank, Member FDIC, or its
subsidiaries.

                           *     *     *

At the end of April 2010, DBRS said it has retained E*TRADE's
Issuer & Senior Debt at B (high) and E*TRADE Bank's Deposits &
Senior Debt (the Bank) at BB.

In March 2010, Standard & Poor's Ratings Services raised its long-
term counterparty credit rating on E*TRADE to 'CCC+' from 'CCC'.
At the same time, S&P raised its long-term counterparty credit
rating on its subsidiary, E*TRADE Bank, to 'B' from 'B-'.  The
outlook on both is stable.


E*TRADE FINANCIAL: DBRS Rates Issuer & Senior Debt at 'B'
---------------------------------------------------------
DBRS has today commented that its ratings of E*TRADE Financial
Corporation (E*TRADE or the Company) remain unchanged after the
Company's 2Q10 earnings announcement.  DBRS rates E*TRADE's Issuer
& Senior Debt at B (high) and E*TRADE Bank's Deposits & Senior
Debt (the Bank) at BB.  All ratings, except the Short-Term
Instruments rating of the Bank, have a Negative trend.  The
Company reported net income of $35 million in the quarter, its
first quarter of profitability since 2Q07.  Following net losses
of $48 million in 1Q10 and $143 million in 2Q09, DBRS views the
Company's swing to positive earnings as an important step from a
ratings perspective.  The much improved earnings performance was
largely driven by a decline in loan loss provisions, which could
be somewhat volatile in the near-term due to uncertain market
conditions.  Nonetheless, the long-term trend indicates that
provisions are declining.

Importantly, E*TRADE generated operating income before provisions
and taxes (IBPT) of $258 million to sufficiently absorb provisions
of
$166 million, driven by continued strength in revenue generation
and controlled costs.  Net interest income declined marginally
quarter-over-quarter (QoQ) driven by a decline in average earning
assets and a tighter net interest spread.  The Company continued
to roll off its loan portfolio, which was down by 6% QoQ, through
loan prepayments and principal reductions, as well as securitizing
and selling loans to accelerate the decline.  While E*TRADE has
been reducing assets outside of its non-core business activity,
such as mortgage loans and its investment portfolio, it has
focused on gaining market share by offering new products and
enhancements for active traders.  The success of this drive can be
evidenced by the growth in higher yielding margin balances by an
impressive 26% QoQ to $4.8 billion, or 11% of total assets.  DBRS
views positively that the Company continues to invest in its
business, particularly though marketing and improvements in
technology.  E*TRADE continued to control costs, with operating
expenses down 7% on a linked quarter basis to $276 million on
reduced compensation, advertising and restructuring costs.

DBRS sees the Company having success in its core brokerage
franchise, as indicated by its strong business performance.  The
Trading and Investment segment, which is largely the online
brokerage franchise, generated net income of $203 million in the
quarter, up from
$186 million in 1Q10 and flat as compared to 2Q09.  Daily average
revenue trades (DARTS) improved by 10% QoQ and remain at a high
level historically.  While new brokerage accounts were up
marginally, E*TRADE added $2.1 billion of new brokerage assets in
the quarter, helping to offset asset value declines.  DBRS views
this as demonstrating the Company's continued focus on increasing
the quality of accounts rather than quantity.  Pursuing its
focused strategy, E*TRADE looks to drive future growth by building
on its active trader franchise and expanding its customer
relationships with long-term investors, while increasing the
quality of its customer accounts and reducing the brokerage
account attrition rate.

Despite a positive IBPT cushion for the first time in three years,
provisions continued to absorb a large percentage of IBPT (90% in
2Q10), indicating that credit performance still remains E*TRADE's
biggest challenge.  At-risk delinquencies declined by 13% on a
linked quarter basis and 30% year-over-year, driven by declines
across all loan types.  E*TRADE's largest loan portfolio, one-to-
four family loans of $9.3 billion, had delinquencies of 17% of
total loans, while home equity delinquencies were 6% of total
loans and consumer and other loans had delinquencies of just 2% of
total loans.  The Company continues to work with third parties to
combat delinquencies and restructure loans in its loan portfolios.

DBRS views E*TRADE as having built up a more comfortable cushion
over the minimums to be well-capitalized, with a Tier 1 capital to
risk-weighted assets ratio of 13.4% at June 30, 2010, up from
12.6% a year ago.  Positively, the Bank was a capital generator
for the second consecutive quarter, bringing excess risk-based
capital in the Bank to $1.0 billion.  The Company's ability to
build capital has largely been constrained by the parent's annual
interest payments, which were approximately halved following the
debt exchange in 2009, but still remain a burden on the parent.  A
large part this expense is due to the high coupon on the Company's
Springing Lien Notes (SLNs).  DBRS views positively that the
Company opted to make a cash payment for its
May 31, 2010 coupon on its SLNs, thereby not increasing the
already burdensome $160 million annual corporate interest expense.
Given that the Bank has substantial excess risk-based capital, the
Company could upstream this capital from the Bank to the parent to
pay down some of this debt.  DBRS would view the redemption of any
outstanding corporate debt favorably from a ratings perspective,
provided that capitalization at the Bank remains appropriate.

While DBRS maintains a Negative trend on the rating, indicating
the continued pressure on earnings and uncertainty of credit
costs, DBRS views positively the Company's continued strength in
online brokerage, improving trends in loan credit, and
strengthened financial condition.  Additionally, the Company's
return to profitability bodes well from a ratings perspective.


ENRON CORP: ECRC Submits 23rd Post-Confirmation Report
------------------------------------------------------
Enron Creditors Recovery Corp., formerly Enron Corp., and its
reorganized debtor affiliates delivered to the U.S. Bankruptcy
Court for the Southern District of New York, on July 15, 2010,
their Twenty-third Post-Confirmation Status Report.

A. Distributions

John S. Delnero, Esq., at K&L Gates LLP, in Chicago, Illinois,
relates that as of July 15, 2010, approximately $21,686,000,000 in
Cash, PGE Common Stock and PGE Common Stock equivalents have been
distributed to holders of Allowed Claims, including $267,000,000
of interest, capital gains and dividends.  All Disputed Claims
have been resolved and all reserves previously held in the
Disputed Claims Reserve, including interest, dividends and gains
have been released.

The General Unsecured Creditors of Enron have received 52.4%
return on allowed claim amounts compared to original estimates in
the Disclosure Statement of 17.4% and the Creditors of Enron North
America Corp have received 52.0% compared to original estimates in
the Disclosure Statement of 20.1%.  The combined rate of return
for ENA Creditors who also hold an Enron Guaranty claim is 94.1%,
excluding gains, interest and dividends.

There are a limited number of pending litigation and collection
matters, which could potentially add up to approximately
$150 million in value, that continue to affect the timing of the
closure of the Enron bankruptcy case and payment of remaining
funds to creditors.  The $150 million of value yet to be collected
relates primarily to the Reorganized Debtors' share of the
proceeds of litigation in which the plaintiff received summary
judgment in the United States District Court for the District of
New York and which has been pending on appeal to the Second
Circuit Court of Appeals, referred to as the "Bammel Litigation."
The Reorganized Debtors are monitoring the Bammel Litigation and
expect a resolution of the appeal in the near term.  Based upon
the likely timing of the expected resolution of these remaining
matters, the costs of making distributions and the funds on hand
at this time, the Plan Administrator will distribute the remaining
available funds and the collections related to the remaining
matters at the time of closure of the Enron bankruptcy case in
lieu of further interim distributions.

In addition, the Reorganized Debtors are currently litigating on
the United States District Court the appeal of the denial by the
Bankruptcy Court of a motion filed by National City Bank, which
would require the payment of certain additional funds in the
approximate amount of $8.6 million to creditors holding the
Allowed ETS Debenture Claim under an agreement which NCB purports
to provide most favored nations status in these particular
circumstances which the Reorganized Debtors have opposed.  The
timing of the resolution of the NCB matter is uncertain, Mr.
Delnero says.

B. Claims Resolution Process

More than 25,000 proofs of claim were filed against the Debtors.
The Reorganized Debtors and, prior to the Effective Date, the
Debtors, have worked diligently to review, reconcile, and resolve
these claims, Mr. Delnero tells the Court.  In the third quarter
of 2008, all Disputed Claims were resolved.  Of more than 25,000
proofs of claim filed, approximately 5,653 have been ordered
allowed and approximately 2,333 have been allowed as filed.  The
remaining filed claims have been expunged, withdrawn,
subordinated, or otherwise resolved.

C. Settlements and Recoveries

The Reorganized Debtors collected approximately $4,198,000 since
the Twenty-Second Post-Confirmation Status Report.  These amounts
were primarily attributable to settlements and the return of other
deposits belonging to the Reorganized Debtors.

D. Other Activities

The Reorganized Debtors continue to oversee additional various
Enron activities including:

  a. Document Administration and Disposal.  The Reorganized
     Debtors have completed their document destruction efforts
     in accordance with numerous orders entered by the
     Bankruptcy Court and an order entered by the District Court
     for the Southern District of Texas.  As of January 1,
     2010, all of the remaining 43,000 boxes eligible for
     destruction and all electronic storage devices have been
     destroyed.  Approximately 2,600 boxes have been sent to
     long-term storage in accordance with regulatory
     requirements, and the Reorganized Debtors have created
     electronic tape media to store the Litigation Document
     Library.

  b. Dissolution of Corporate Entities.  There are four
     remaining entities, of which one is a Debtor, one is a non-
     Debtor, and two are Post-Final Distribution Trusts.  The
     Debtor and non-Debtor are taking great care to ensure all
     liabilities are satisfied prior to dissolution and that
     those dissolutions are in accordance with the governing
     laws.  Additionally, the foreign entities have additional
     complexities and time components that the Debtor and non-
     Debtor are working through to ensure orderly dissolutions.
     In conjunction with the dissolution of the remaining
     corporate entities, Enron Dissolution Corp., a Delaware
     corporation, was formed solely for the purposes of winding
     up Enron and Enron Net Works, LLC.  Enron and Enron Net
     Works, LLC were merged with and into Enron Dissolution
     Corp. effective on December 18, 2009.  Enron Dissolution
     Corp. was thereafter dissolved effective on December 19,
     2009.

  c. Tax Return Compliance.  For 2009, approximately seven
     returns for two entities remain to be filed.  In addition,
     there is one foreign entity with potential filing
     obligations.

  d. Resolution of Outstanding Litigation.  Twenty cases remain
     pending.

  e. The Reorganized Debtors continue to be sponsors of
     prepetition benefit plans, which are entitled to receive
     distributions from the settlement of certain class actions
     securities cases, Tittle, et al. v. Enron Corporation, et
     al. and Newby, et al. v. Enron Corporation, et al., related
     to the Enron estate.  The Reorganized Debtors are working
     to transition the responsibility for the administration of
     the benefit plans and the associated distribution process
     to independent third parties to allow for the closure at
     the appropriate time of the Enron Case.  The timing of the
     distribution of class action settlement funds to the
     benefit plans is uncertain and the Reorganized Debtors lack
     control over such distribution to those plans.  Moreover,
     the Reorganized Debtors continue to perform the necessary
     accounting, control and reporting work required to effect
     closure of the Case promptly.

Two remaining headcount and engaged professional firms (a) support
litigation, (b) handle accounting, tax, cash management and
reporting for the four remaining entities, (c) calculate and
control creditor distributions, (d) perform claims management,
(e) complete disposition of remaining litigation (f) oversee wind-
up of employee matters and benefit plans, and (g) oversee IT and
corporate services providers and non-litigation matters, Mr.
Delnero discloses.

                         About Enron Corp.

Based in Houston, Texas, Enron Corporation filed for Chapter 11
protection on December 2, 2001 (Bankr. S.D.N.Y. Case No. 01-16033)
following controversy over accounting procedures that caused
Enron's stock price and credit rating to drop sharply.

Enron hired lawyers at Togut Segal & Segal LLP; Weil, Gotshal &
Manges LLP, Venable; Cadwalader, Wickersham & Taft, LLP for its
bankruptcy case.  The Official Committee of Unsecured Creditors in
the case tapped lawyers at Milbank, Tweed, Hadley & McCloy LLP.

The Debtors won confirmation of their Plan in July 2004, and the
Plan was declared effective on November 17, 2004.  After approval
of the Plan, the new board of directors decided to change the name
of Enron Corp. to Enron Creditors Recovery Corp. to reflect the
current corporate purpose.  ECRC's sole mission is to reorganize
and liquidate certain of the operations and assets of the "pre-
bankruptcy" Enron for the benefit of creditors.

ECRC has been involved in the MegaClaims Litigation, an action
against 11 major banks and financial institutions that ECRC
believes contributed to Enron's collapse; the Commercial Paper
Litigation, an action involving the recovery of payments made to
commercial paper dealers; and the Equity Transactions Litigation,
which ECRC filed against Lehman Brothers Holdings, Inc., UBS AG,
Credit Suisse and Bear Stearns to recover payments made to the
four banks on transactions involving Enron's stock while the
company was insolvent.


ENRON CORP: Newby, et al., Seek to End ESL3624 Web Site
-------------------------------------------------------
Mark Newby, et al., sought and obtained permission from the U.S.
District Court for the Southern District of Texas to discontinue
the use of the http://www.esl3624.com/Web site.

The Court entered an order, in June 2002, regarding service of
papers and notice of hearings via independent Web site.

Roger B. Greenberg, Esq., at Robbins Geller Rudman & Dowd LLP, in
San Diego, California, lead counsel for Mark Newby, et al.,
related that since that time, the parties in Mark Newby, et al.,
vs. Enron Corp., et al., Tittle and consolidated or coordinated
cases have served pleadings and notices on each other via the
http://www.esl3624.comweb site which was established and
maintained by Lead Counsel.

Undoubtedly, Mr. Greenberg maintained, the Web site for service in
these cases reduced wasted paper and facilitated communications
among numerous counsel involved in these actions.

Now, however, Mr. Greenberg noted, the vast bulk of the Enron-
related cases have been terminated.  In addition, the Court has
implemented its own electronic service so that when documents are
filed, counsel in the relevant case receives service
electronically from the Court, he stated.

Therefore, Mr. Greenberg asserted, there is no need to continue
the Web site established by the Order.

                         About Enron Corp.

Based in Houston, Texas, Enron Corporation filed for Chapter 11
protection on December 2, 2001 (Bankr. S.D.N.Y. Case No. 01-16033)
following controversy over accounting procedures that caused
Enron's stock price and credit rating to drop sharply.

Enron hired lawyers at Togut Segal & Segal LLP; Weil, Gotshal &
Manges LLP, Venable; Cadwalader, Wickersham & Taft, LLP for its
bankruptcy case.  The Official Committee of Unsecured Creditors in
the case tapped lawyers at Milbank, Tweed, Hadley & McCloy LLP.

The Debtors won confirmation of their Plan in July 2004, and the
Plan was declared effective on November 17, 2004.  After approval
of the Plan, the new board of directors decided to change the name
of Enron Corp. to Enron Creditors Recovery Corp. to reflect the
current corporate purpose.  ECRC's sole mission is to reorganize
and liquidate certain of the operations and assets of the "pre-
bankruptcy" Enron for the benefit of creditors.

ECRC has been involved in the MegaClaims Litigation, an action
against 11 major banks and financial institutions that ECRC
believes contributed to Enron's collapse; the Commercial Paper
Litigation, an action involving the recovery of payments made to
commercial paper dealers; and the Equity Transactions Litigation,
which ECRC filed against Lehman Brothers Holdings, Inc., UBS AG,
Credit Suisse and Bear Stearns to recover payments made to the
four banks on transactions involving Enron's stock while the
company was insolvent.


ES ENERGY: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: ES Energy Solutions, LP
        2828 Routh Street, Suite 500
        Dallas, TX 75201

Bankruptcy Case No.: 10-35004

Chapter 11 Petition Date: July 20, 2010

Court: United States Bankruptcy Court
       Northern District of Texas (Dallas)

Judge: Barbara J. Houser

Debtor's Counsel: Gerrit M. Pronske, Esq.
                  Pronske & Patel, P.C.
                  2200 Ross Avenue, Suite 5350
                  Dallas, TX 75201
                  Tel: (214) 658-6500
                  Fax: (214) 658-6509
                  E-mail: gpronske@pronskepatel.com

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

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

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

The petition was signed by Ballard Castleman, president of EFO
Energy, Inc., Debtor's general partner.

Debtor-affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
McCommas LFG Processing Partners, LP   07-32219    05/07/07
McCommas Landfill Partners, LP         07-32222    05/07/07


FAIRFIELD SENTRY: Kenneth Krys & Christopher Stride as Liquidators
------------------------------------------------------------------
Messrs Kenneth Krys and Christopher Stride of Krys & Associates
(BVI) Limited, the Liquidators of Fairfield Sentry Limited,
Fairfield Sigma Limited and Fairfield Lambda Limited obtained
cross-border recognition as foreign main proceedings by the United
States Bankruptcy Court for the Southern District of New York of
the Funds' insolvency proceedings, pending in the British Virgin
Islands.

Fairfield Sentry Limited was the largest "feeder fund" to Bernard
L. Madoff Investment Securities LLC, and invested approximately
95% of its assets with BLMIS.  BLMIS was placed into liquidation
proceedings in the United States in December 2008, after it was
revealed that Bernard Madoff operated BLMIS as a Ponzi scheme for
many years.  Fairfield Sigma Limited and Fairfield Lambda Limited
were both feeder funds of Fairfield Sentry Limited, and invested
all of their assets with Fairfield Sentry Limited.

On 14 June 2010, the Liquidators, represented by their U.S.
Counsel, Brown Rudnick LLP, sought cross-border recognition of the
Funds' British Virgin Islands based insolvency proceedings as
foreign main proceedings under Chapter 15 of the United States
Bankruptcy Code as part of the Liquidators' efforts to realize
upon and maximize recoveries available for distribution to the
Funds' stakeholders.

A contested hearing on the Liquidators' Chapter 15 petitions was
held by the Bankruptcy Court on 22 July 2010.  Ruling from the
bench, United States Bankruptcy Judge Burton R. Lifland granted
"foreign main recognition" to the Funds' British Virgin Islands
based insolvency proceedings under section 1517(b)(1) of the
Bankruptcy Code.  In granting the relief sought by the
Liquidators, the Court observed that "non-recognition where
recognition is due may forestall needed inter-nation cooperation."
As part of the relief granted, a lawsuit brought derivatively on
behalf of Fairfield Sentry Limited by purported shareholders in
Fairfield Sentry Limited was stayed.

The filings relating to the funds' Chapter 15 petitions, including
the Bankruptcy Court's 22 July 2010 Order, have been uploaded to:
http://www.fairfieldsentry.comhttp://www.fairfieldsigma.com
http://www.fairfieldlambda.com

Krys & Associates is a firm dedicated to Corporate Recovery,
Insolvency, Forensic Accounting and Business Advisory Services.
The Firm's Chief Executive Officer and Founder is Kenneth Krys,
who has over 20 years of experience dealing with complex
international assignments.

                            *     *     *

As reported in the Troubled Company Reporter - Latin America on
June 17, 2010, Bloomberg News said that Fairfield Sentry Ltd., the
biggest feeder fund in Bernard Madoff's fraudulent investment
business, filed a petition under Chapter 15 of the U.S. Bankruptcy
Code on June 14, 2010 (Bankr. S.D.N.Y. Case No. 10-13164).
Bloomberg noted Fairfield Sentry seeks U.S. recognition of the
bankruptcy case filed in the British Virgin Islands in April 2009.
Bloomberg, citing the bankruptcy petition, related Fairfield
Sentry took money from non-U.S. residents and some U.S.-based tax-
exempt entities to be invested with Madoff.  Bloomberg related
that, according to the court filing, 95% of Fairfield Sentry's
assets were invested with Bernard L. Madoff Investment Securities
LLC.  Account statements showed $7 billion of Fairfield Sentry
assets Madoff claimed to hold in October 2008, it said.


FAIRFIELD SENTRY: Secures Chapter 15 Creditor Protection
--------------------------------------------------------
Dow Jones Daily Bankruptcy Review reports that Fairfield Sentry
Ltd., an investment fund that collapsed in the wake of Bernard
Madoff's Ponzi scheme, secured Chapter 15 protection after fending
off an objection from an investor that had launched a lawsuit on
behalf of Fairfield Sentry.

Fairfield Sentry is the biggest feeder fund in Bernard Madoff's
fraudulent investment business.  It filed a petition under Chapter
15 of the U.S. Bankruptcy Code on June 14, 2010 (Bankr. S.D.N.Y.
Case No. 10-13164), to seek U.S. recognition of the bankruptcy
case filed in the British Virgin Islands in April 2009.

The Chapter 15 petition was filed by petitioners Kenneth Krys and
Christopher Stride.  Judge Arthur J. Gonzalez presides over the
case.  David Molton, Esq., at Brown Rudnick LLP in New York,
serves as counsel to the Chapter 15 petitioners.

Fairfield Sentry listed between $100 million and $500 million in
assets and no more than $500,000 in debts in its Chapter 15
petition.

Fairfield Sigma Ltd. and Fairfield Lambda Ltd., two funds that
channeled money to Fairfield Sentry for investment with Madoff,
also filed for Chapter 15 protection.

Fairfield Sentry is facing a lawsuit by Irving Picard, the court-
appointed trustee in the Madoff firm's bankruptcy, to recover
billions paid to the fund in the six years before the suit.


FONTAINEBLEAU L.V.: Court OKs Ch. 7 Trustee Bond Premium Budget
---------------------------------------------------------------
Judge A. Jay Cristol of the U.S. Bankruptcy Court for the Southern
District of Florida approved Soneet R. Kapila's request for pro
rata allocation of the Chapter 7 Trustee's bond premium based on
cash and marketable securities in the estate bank accounts.

Mr. Kapila is the Debtors' Chapter 7 Trustee.

The Court authorized Mr. Kapila to pay the pro rata share of the
Bond Premium from each of the Estate Accounts as:

                                                      Pro Rata
                                          Pro Rata    Share of
Nature of Account               Amount    Percentage    Premium
-----------------               ------    ----------    -------
Proceeds, cash or         $100,553,896       0.09653   $160,354
securities derived from
sale of the Casino Hotel
to Icahn, which funds
are subject to liens

Unencumbered funds in        3,315,629       0.03183      5,287
operating accounts

Security deposits               25,000       0.00024         39

Customer deposits              274,469       0.00263        437
                            -----------    ----------    -------
   Totals                  $104,168,994          1.00   $166,119

Judge Cristol also authorized Mr. Kapila to allocate future bond
premiums pro rata among the then-existing balances in the Estate
Accounts.

                   About Fontainebleau Las Vegas

Fontainebleau Las Vegas -- http://www.fontainebleau.com/-- is
constructing a luxury resort, Fontainebleu Las Vegas, on the
northern end of the Las Vegas Strip.

Fontainebleau Las Vegas Holdings, LLC and its units filed for
Chapter 11 protection on June 9, 2009 (Bankr. S.D. Fla. Lead Case
No. 09-21481).   Scott L Baena, Esq., at Bilzin Sumberg Baena
Price & Axelrod LLP, represented the Debtors in their
restructuring effort.   The Debtors' claims agent is Kurtzman
Carson Consulting LLC.  Attorneys at Genovese Joblove & Battista,
P.A., and Fox Rothschild, LLP, represent the Official Committee of
Unsecured Creditors.  Fontainebleau Las Vegas LLC listed more than
$1 billion in debt and a similar amount in assets, while each of
Fontainebleau Las Vegas Capital Corp. and Fontainebleau Las Vegas
Holdings, LLC, listed less than $50,000 in assets and more than
$1 billion in debts.

In February 2010, Icahn Enterprises L.P. acquired from
Fontainebleau Las Vegas and certain affiliated entities, the
Fontainebleau property and improvements thereon located in Las
Vegas, Nevada, for an aggregate purchase price of approximately
$150 million.  The bankruptcy case was subsequently converted to
Chpater 7.

Soneet R. Kapila has been named the trustee for the Chapter 7 case
of Fontainebleau Las Vegas.

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


FONTAINEBLEAU L.V.: District Court Remands Appeals on DIP Order
---------------------------------------------------------------
Judge Cecilia M. Altonaga of the U.S. District Court for the
Southern District of Florida has remanded the consolidated appeals
of contractor claimants, lien claimants and the M&M Lienholders in
Fontainebleau Las Vegas Holdings' cases of 11 orders of the U.S.
Bankruptcy Court for the Southern District of Florida.  Judge
Altonaga said that the Bankruptcy Court must craft a remedy
consistent with her Remand Order.

To recall, the Statutory Lienholders took an appeal from
Bankruptcy Judge A. Jay Cristol's interim orders (i) authorizing
the Debtors to obtain secured postpetition financing on super-
priority priming lien basis and modifying the automatic stay, and
(ii) authorizing the Debtors to repay used cash collateral and
unused cash collateral.

A group of prepetition lenders, known as the Term Lenders, had
financed much of the Debtors' casino-hotel resort project, in Las
Vegas, Nevada, in accordance with a June 2007 credit agreement.
The loan was secured by a first lien on substantially all the
Debtors' assets.  The Project was not yet finished when the
Debtors filed for bankruptcy, and it was subsequently sold.  The
Term Lenders and the Statutory Lienholders fight over certain
issues relating to the Project, including the issue of priority of
their interests.

In her 67-page order, Judge Altonaga noted that she expresses no
opinion regarding the issue about the priority of the Statutory
Lienholders' and the Term Lenders' claims against the Debtors
because that will be decided in one or more adversary proceedings
in the Bankruptcy Court.  Instead, Judge Altonaga tackled the
issue of adequate protection with respect to the Statutory
Lienholders' interests.

Judge Altonaga opined that the Bankruptcy Court erred in entering
the Interim Orders over the Statutory Lienholders' objections on
three grounds.  She explained that the Bankruptcy Court erred by
authorizing:

  (1) the Debtors to use the Term Lenders' cash collateral on a
      priming basis under Section 364(d) of the Bankruptcy Code,
      and further erred by failing to ensure that the Statutory
      Lienholders' interests in the Fontainebleau Las Vegas
      Project were adequately protected;

  (2) the Examiner to be paid on a priming basis, again without
      ensuring that the Statutory Lienholders' interests were
      adequately protected; and

  (3) the Debtors to obtain postpetition financing from Icahn
      Nevada Gaming Acquisition LLC under section 364(d) --
      again without ensuring that the Statutory Lienholders'
      interests were adequately protected.

In the Eleventh Circuit, as in most circuits, Judge Altonaga
noted, a determination of equitable mootness does require
dismissal.  But these appeals are not moot, equitably or
otherwise, she continued.  Hence, she ruled that the appeals are
remanded to the Bankruptcy Court.

Judge Altonaga maintained that at bottom, the financing orders
decreased the value of the Statutory Lienholders' interests in the
Project by the amount of the priming lien granted to Icahn Nevada.
She noted that under those orders, funds were disbursed to the
Term Lenders, the Examiner and other professionals.

"Although the bankruptcy court cannot recover all the funds, it
may and must recover the funds distributed to the Term Lenders,
the Examiner, and the professionals pending a determination of the
issue of priority -- not to exceed any amount the Statutory
Lienholders have requested," Judge Altonaga ruled.  "Any
compensation to which the Examiner and other professionals may be
entitled must be made in accordance with law," she added.

Judge Altonaga also (i) dismissed the Term Lenders' request to
dismiss the appeals, (ii) closed the appeal case, and (iii) denied
all pending motions in the case as moot.  Judge Altonaga, however,
maintained that nothing in the Remand Order affects Icahn Nevada,
who is "carved out."

Gregory E. Garman, Esq., at Gordon Silver Ltd., in Las Vegas,
Nevada, said that the $25,000,000 disbursed to the Term Lenders,
the Examiner and other professionals will be added to the nearly
$100,000,000 being held after the Project was sold in February
2010, Las Vegas Review-Journal reports.

Mr. Garman is one of the Statutory Lienholders' lawyers.

"We're going to be back in litigation in bankruptcy court on the
priority issue," Mr. Garman was quoted by Las Vegas Review-Journal
as saying.  "This [Remand O]rder simply means more money is
available for the payment of whoever is in first position and we
strongly believe that is the lienholders," he continued.

                   About Fontainebleau Las Vegas

Fontainebleau Las Vegas -- http://www.fontainebleau.com/-- is
constructing a luxury resort, Fontainebleu Las Vegas, on the
northern end of the Las Vegas Strip.

Fontainebleau Las Vegas Holdings, LLC and its units filed for
Chapter 11 protection on June 9, 2009 (Bankr. S.D. Fla. Lead Case
No. 09-21481).   Scott L Baena, Esq., at Bilzin Sumberg Baena
Price & Axelrod LLP, represented the Debtors in their
restructuring effort.   The Debtors' claims agent is Kurtzman
Carson Consulting LLC.  Attorneys at Genovese Joblove & Battista,
P.A., and Fox Rothschild, LLP, represent the Official Committee of
Unsecured Creditors.  Fontainebleau Las Vegas LLC listed more than
$1 billion in debt and a similar amount in assets, while each of
Fontainebleau Las Vegas Capital Corp. and Fontainebleau Las Vegas
Holdings, LLC, listed less than $50,000 in assets and more than
$1 billion in debts.

In February 2010, Icahn Enterprises L.P. acquired from
Fontainebleau Las Vegas and certain affiliated entities, the
Fontainebleau property and improvements thereon located in Las
Vegas, Nevada, for an aggregate purchase price of approximately
$150 million.  The bankruptcy case was subsequently converted to
Chpater 7.

Soneet R. Kapila has been named the trustee for the Chapter 7 case
of Fontainebleau Las Vegas.

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


FONTAINEBLEAU L.V.: Ex-Employees Seek Payment of Unpaid Wages
-------------------------------------------------------------
Nine of Fontainebleau Las Vegas' former employees ask the Court,
in separate requests, to allow the payment of their administrative
expenses and unpaid debts for earned compensation incurred
postpetition.

According to the Debtors' Schedule of Unpaid Debts incurred after
the Petition Date, these are the amounts owed to the Claimants:

    Employee                  Amount
    --------                  ------
    Mark Lefever             $26,965
    Audrey Oswell             16,317
    Whitney Thier             10,659
    Frances Kneisc            10,386
    Tanis Snyder               5,852
    Patrick Burrus             4,640
    Milo Sager                 3,749
    Lynn T. Katz               3,238
    Gregory Pierce             3,185
    Jaclyn Miller              2,650
    Joel Bloom                 2,104
    Gary S. Vicchairelli       1,822

The Unpaid Debts are listed in the Debtors' Schedule of Unpaid
Debts as required by Rule 1019(5) of the Federal Rules of
Bankruptcy Procedure and the order converting the cases under
Chapter 11 to cases under Chapter 7 of the Bankruptcy Code.

The Court will convene a hearing on August 19, 2010, to consider
the requests.

                   About Fontainebleau Las Vegas

Fontainebleau Las Vegas -- http://www.fontainebleau.com/-- is
constructing a luxury resort, Fontainebleu Las Vegas, on the
northern end of the Las Vegas Strip.

Fontainebleau Las Vegas Holdings, LLC and its units filed for
Chapter 11 protection on June 9, 2009 (Bankr. S.D. Fla. Lead Case
No. 09-21481).   Scott L Baena, Esq., at Bilzin Sumberg Baena
Price & Axelrod LLP, represented the Debtors in their
restructuring effort.   The Debtors' claims agent is Kurtzman
Carson Consulting LLC.  Attorneys at Genovese Joblove & Battista,
P.A., and Fox Rothschild, LLP, represent the Official Committee of
Unsecured Creditors.  Fontainebleau Las Vegas LLC listed more than
$1 billion in debt and a similar amount in assets, while each of
Fontainebleau Las Vegas Capital Corp. and Fontainebleau Las Vegas
Holdings, LLC, listed less than $50,000 in assets and more than
$1 billion in debts.

In February 2010, Icahn Enterprises L.P. acquired from
Fontainebleau Las Vegas and certain affiliated entities, the
Fontainebleau property and improvements thereon located in Las
Vegas, Nevada, for an aggregate purchase price of approximately
$150 million.  The bankruptcy case was subsequently converted to
Chpater 7.

Soneet R. Kapila has been named the trustee for the Chapter 7 case
of Fontainebleau Las Vegas.

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


FORUM HEALTH: MBIA Discovery on Buyer Partially Approved
--------------------------------------------------------
George Nelson at Business Journal Daily reports that a federal
bankruptcy judge gave MBIA Insurance Corp. two of its eight
requests for discovery from Forum Health's buyer Ardent Health
Services.  The judge order Ardent Health to produce the documents
within seven calendar days.

                        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.


FREDE ENTERPRISES: Files for Chapter 11 Bankruptcy Protection
-------------------------------------------------------------
Larry Thomas at Furniture Today reports that FreDe Enterprises LLC
filed for bankruptcy under Chapter 11 in the U.S. Bankruptcy Court
for the Middle District of Florida, listing both assets and debts
of between $1 million and $10 million.

The Company said it filed for bankruptcy to force the reopening of
a store that a landlord had locked down, relates Mr. Thomas.  A
person familiar with the filing said the company is trying to
renegotiate a lease it could live with long-term.

According to Furniture Today, the company owes $127,225 to Sealy;
$3,651, HomeLine Furniture; and $11,130, Montage Furniture
Services.

FreDe Enterprises LLC operates five Ashley Furniture HomeStores.


GARLOCK SEALING: Anchor Packing Files Schedules & Statement
-----------------------------------------------------------
A. Real Property                                            $0

B. Personal Property
B.2 Bank Accounts
    Bank of America Disbursements                       25,835
B.16 Accounts receivable
    Garlock Sealing Technologies LLC Intercompany
    Receivables                                         32,526

   TOTAL SCHEDULED ASSETS                              $58,361
   ===========================================================

C. Property Claimed as Exempt                              n/a

D. Creditors Holding Secured Claims                         $0

E. Creditors Holding Unsecured Priority Claims               0

F. Creditors Holding Unsecured Non-priority Claims
    Garlock Sealing Technologies LLC -- Intercompany
    Payable                                          2,025,298
    Garrison Litigation Management -- Intercompany
    Note                                             1,324,219
    See http://bankrupt.com/misc/AnchorSchedFClaims.pdf

   TOTAL SCHEDULED LIABILITIES                      $3,349,517
   ===========================================================

                Statement of Financial Affairs

Paul L. Grant, president of The Anchor Packing Company, relates
that the Debtor made payments totaling $4,685 to various creditors
within 90 days immediately before the Petition Date.  A schedule
of the creditor payments is available for free at:

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

Anchor Packing is or was a party within one year immediately
preceding the Petition Date to several lawsuits, a schedule of
which is available for free at:

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

Elizabeth Barry is the Debtors' bookkeeper from June 2008 to
present.

Stockholders who directly or indirectly own, control or hold 5% or
more of the voting or equity securities of Anchor Packing are:

                                          Percentage of
   Name                   Title         Stock Ownership
   ----                   -----         ---------------
   Paul L. Grant          President &           0%
                          Director

   Timothy Hennessy       Vice President,        0%
                          Secretary &
                          Director

   Brian Henzel           Assistant Secretary    0%
                          & Director

   Garrison Litigation                         100%
   Management Group, Ltd.

   Elizabeth Barry        Treasurer              0%

Christopher Drake, director and assistant secretary of Anchor
Packing terminated his relationship with Anchor Packing in
February 2010.

                      About Garlock Sealing

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

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

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

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

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


GARLOCK SEALING: Committee Proposes Katten Muchin as Counsel
------------------------------------------------------------
The Official Committee of Unsecured Creditors for Garlock Sealing
Technologies LLC seeks permission from the U.S. Bankruptcy Court
for the Western District of North Carolina to retain Katten Muchin
Rosenman LLP as its counsel.

As the Creditors Committee's counsel, Katten Muchin will:

  (a) provide the Committee legal advice with respect to its
      powers and duties in the Debtors' Chapter 11 cases;

  (b) take all necessary action on behalf of the Creditors
      Committee to protect and preserve the collective interests
      of the unsecured creditors in the Debtors' estates;

  (c) prepare and file on behalf of the Creditors Committee
      all applications, answers, orders, reports, motions and
      notices in the Debtors' Chapter 11 cases;

  (d) appear before the Court, and other courts as may be
      appropriate, to represent the interests of the Creditors
      Committee in matters that require representation and to
      represent and assist the Committee in negotiations with
      other parties-in-interests in the Debtors' Chapter 11
      cases; and

  (f) perform other legal services for the Creditors Committee
      as may be necessary in the Debtors' bankruptcy cases.

The Debtors will pay Katten Muchin's professionals according to
their customary hourly rates:

        Title                        Rate per Hour
        -----                        -------------
        Partner                       $405 to $540
        Associates                    $220 to $365
        Counsel & Special Staff           $465
        Of Counsel                    $525 to $540
        Paralegals                    $105 to $215

Deborah L. Fletcher, a partner at Katten Muchin, will be the lead
attorney to the Creditors Committee.  Ms. Fletcher's billable rate
is $450 per hour.

The Debtors will reimburse Katten Muchin for expenses incurred.

Ms. Fletcher -- deborah.fletcher@kattenlaw.com -- discloses that
Katten Muchin represents Bank of America and certain of its
affiliates in matters wholly unrelated to the Debtors and their
bankruptcy cases.  Katten also represents Cleaver Brooks, Inc.,
Scapa Dryer Fabrics, Inc., and certain affiliates of Scapa Group,
Inc., in North Carolina asbestos litigation, which are pending
before the U.S. District Court for the Eastern District of
Pennsylvania.  Neither Cleaver Brooks, Inc., Scapa Dryer Fabrics,
Inc., and certain affiliates of Scapa Group, Inc., assert any
claims against the Debtors, she says.

Despite those disclosures, Ms. Fletcher asserts that Katten
Muchin is a "disinterested person" as that term is defined in
Section 101(14) of the Bankruptcy Code.

                      About Garlock Sealing

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

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

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

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

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


GARLOCK SEALING: Submits Rule 2015.3 Report for July
----------------------------------------------------
Garlock Sealing Technologies LLC seeks and its units filed with
the Court on July 20, 2010, a report on the value, operations and
profitability of entities in which it holds a substantial or
controlling interest, as required by Rule 2015.3 of the Federal
Rules of Bankruptcy Procedure.

Specifically, Garlock holds a substantial or controlling interest
in these entities:

                              Garlock's
  Entity                       Interest              Value
  ------                      ---------              -----
  Garlock International Inc.     100%          $13,888,000
  Garlock de Mexico, S.A.       99.9%          $19,961,000
  Garlock Pty Limited            100%          $34,949,000
  Garlock Overseas Corporation   100%              $19,981
  Garlock Valqua Japan, Inc.      49%           $1,387,000

Donald G. Pomeroy, II, vice president and chief financial officer
of Garlock, explains that the valuation estimates for each entity
are made as of a date not more than two years before July 20,
2010.  Garlock also appended in the report a balance sheet, a
statement of income, a statement of cash flows and general notes
for the period ending December 31, 2009.

             Balance Sheet for Direct Subsidiaries
              of Garlock Sealing Technologies LLC

  Entity                     Total Assets     Total Liabilities
  ------                     ------------     -----------------
  Garlock International Inc.  $18,254,000           $18,254,000
  Garlock de Mexico, S.A.       7,230,000             7,230,000
  Garlock Pty Limited          22,699,000            22,699,000
  Garlock Overseas Corporation    484,000               484,000

              Statement of Income for Direct Subsidiaries
                  of Garlock Sealing Technologies LLC

  Entity                         Net Income
  ------                         ----------
  Garlock International Inc.       $389,000
  Garlock de Mexico, S.A.         2,285,000
  Garlock Pty Limited             1,887,000
  Garlock Overseas Corporation            -

        Statement of Cash Flows for Direct Subsidiaries
              of Garlock Sealing Technologies LLC

  Entity                         Cash and cash equivalents at
                                         end of year
  ------                         ----------------------------
  Garlock International Inc.               $458,000
  Garlock de Mexico, S.A.                   948,000
  Garlock Pty Limited                       316,000
  Garlock Overseas Corporation                    -

A full-text copy of the Rule 2015.3 report is available for free
at http://bankrupt.com/misc/Garlock_Jul20Rule2015.3Report.pdf

                      About Garlock Sealing

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

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

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

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

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


GARLOCK SEALING: Wins Nod to Hire Bates White as Consultant
-----------------------------------------------------------
Garlock Sealing Technologies LLC and its units received the
Court's permission to employ Bates White, LLC, as their
consultant.

As the Debtors' consultant, Bates White will render services,
including:

  (a) estimating the number and resolution cost of present
      and future asbestos bodily injury claims;

  (b) rendering expert testimony as required by the Debtors and
      as necessary in their Chapter 11 cases;

  (c) assisting the Debtors in preparing expert testimony or
      reports, and in the evaluation of reports and testimony by
      other experts and consultants; and

  (d) other advisory services as may be requested by the
      Debtors.

The Debtors will pay Bates White's professionals according to
their customary hourly rates:

          Title                    Rate per Hour
          -----                    -------------
          Senior Partner               $850
          Partner                   $625 to $850
          Principal                 $425 to $525
          Manager                   $375 to $395
          Senior Consultant         $325 to $350
          Consultant II             $275 to $295
          Consultant I                 $255
          Project Coordinator          $225
          Project Assistant            $200
          Research Assistant           $160

The Debtors will reimburse Bates White for expenses incurred.

In the 12 months prior to the Petition Date, Bates White received
payments totaling $235,000 for services rendered from the Debtors
or their affiliates, including the payment on May 17, 2010, of a
$50,000 retainer fee from Garlock Sealing Technologies LLC to
secure the payment of fees and expenses.  As of June 4, 2010,
$16,853 of the retainer remained.

Dr. Charles Bates -- charle@bateswhite.com -- a member of Bates
White, discloses that his firm previously or currently provides
consulting services to certain parties in matters unrelated to the
Debtors' Chapter 11 cases, a list of which is available for free
at:

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

Despite these disclosures, Mr. Bates assures the Court that Bates
White is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.

                      About Garlock Sealing

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

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

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

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

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


GENERAL GROWTH: Wins OK for $400 Million DIP Deal with Barclays
---------------------------------------------------------------
Bankruptcy Law360 reports that General Growth Properties Inc. has
won its bid to enter into a new $400 million debtor-in-possession
financing agreement with Barclays Bank PLC, a move the bankrupt
mall owner said would save it $2.7 million per month in interest
payments.

Judge Allan L. Gropper of the U.S. Bankruptcy Court for the
Southern District of New York approved the deal Thursday, allowing
GGP to enter into an agreement, Law360 says.

                        About General Growth

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

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

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


GLIMCHER REALTY: Commences Offering of 12 Million Shares
--------------------------------------------------------
Glimcher Realty Trust has commenced an offering of approximately
12,500,000 common shares for sale to the public. The Company
expects to grant the underwriters an option to purchase up to 15
percent of additional common shares.

The Company intends to use the net proceeds to reduce the
outstanding principal amount under its corporate credit facility,
which will provide the Company with additional capacity to borrow
funds in the future for joint venture opportunities and property
acquisitions, as well as maintenance, renovation and expansion of
existing properties.  The Company continues to evaluate joint
venture opportunities and property acquisitions in the ordinary
course of business.

Goldman, Sachs & Co. and Wells Fargo Securities, LLC are serving
as the joint bookrunning managers for the offering. The common
shares will be sold pursuant to a prospectus supplement and
accompanying prospectus filed as part of an existing shelf
registration statement filed with the Securities and Exchange
Commission on Form S-3 that is effective.  Any offer of common
shares will be made by means of the prospectus supplement and
accompanying prospectus.  When available, copies of the prospectus
supplement and accompanying prospectus can be obtained by
contacting: Goldman, Sachs & Co., Attn: Prospectus Department, 200
West Street, New York, NY 10282, telephone: 1.866.471.2526,
facsimile: 1.212.902.9316, email: prospectus-ny@ny.email.gs.com,
or Wells Fargo Securities, LLC, Attn: Equity Syndicate Department,
375 Park Avenue, New York, NY 10152, telephone: 1.800.326.5897,
email: equity.syndicate@wellsfargo.com.

                      About Glimcher Realty Trust

Headquartered in Columbus, Ohio, Glimcher Realty Trust (NYSE: GRT)
is a real estate investment trust, which owns, manages, acquires
and develops regional and super-regional malls.  The company is a
component of both the Russell 2000(R) Index, representing small
cap stocks, and the Russell 3000(R) Index, representing the
broader market.

                           *     *    *

As reported in the Troubled Company Reporter on May 2, 2010,
Glimcher carries a B+/Negative/-- corporate credit rating from
Standard & Poor's Ratings Services.


GLOBAL CASH: S&P Gives Negative Outlook; Affirms 'BB-' Rating
-------------------------------------------------------------
Standard & Poor's Rating Services said it revised its outlook on
Las Vegas-based Global Cash Access Inc. to negative from stable.
At the same time, S&P affirmed the company's 'BB-' corporate
credit rating and 'B' issue-level rating on the 8.75% senior
subordinated notes 2012.

The outlook revision follows GCA's announcement that it does not
intend to renew its ATM and credit card cash access services
contract with its largest customer, Harrah's Operating Co. Inc.
The Harrah's contract represented approximately 14% of GCA's
consolidated 2009 revenue.  It does not expire until Nov.  30,
2010, and the company believes that the expiration of the
agreement will not materially affect its financial performance for
its 2010 fiscal year.

"However," said Standard & Poor's credit analyst Susan Madison,
"S&P believes that the loss of the contract, coupled with the
ongoing weakness in the U.S. gaming market, could cause the
company to experience reduced EBITDA generation in 2011,
potentially reducing headroom under the covenants in its senior
secured credit agreement."

While S&P believes that GCA generates good discretionary cash flow
and has sufficient cash on hand that it could use to repay
borrowings to prevent a breach of covenants, the use of this cash
would diminish the company's financial flexibility and hamper
growth prospects.

"The potential loss of any other major contract could also erode
GCA's cash position," added Ms. Madison.  Furthermore, the company
faces the maturity of its entire capital structure in the next 18
months.


GOLDSPRING INC: Changes Company Name to Comstock Mining
-------------------------------------------------------
GoldSpring Inc. has changed its name from GoldSpring, Inc. to
Comstock Mining Inc.  Comstock's common stock, $0.000666 par
value, will continue to trade on the OTC Bulletin Board under the
new ticker symbol "LODE."

The Company has received all required approvals from the Financial
Industry Regulatory Authority for this corporate action and the
name change and the new ticker symbol will become effective with
the opening of the market on Wednesday, July 21, 2010.

The Company also announced a new logo -- a three-dimensional gold
crystalline lattice structure -- complementing its new name.  The
new logo reflects the pervasive role of gold in the Comstock's
history, and depicts the Company's organizational design today and
the science-based management approach of its future.  The
Company's organizational design, like the lattice, operates as a
fully connected system, meaningful only in its entirety and
strengthened by its interdependencies.  "The name change, our new
symbol and new logo reflect who we are today and what our team is
methodically achieving," stated Corrado De Gasperis, Comstock's
President and Chief Executive Officer.  "We operate as one system
fully aligned with our goal."

                        About GoldSpring Inc.

Virginia City, Nev.-based Goldspring, Inc. (OTC BB: GSPG) is a
North American precious metals mining company, focused in Nevada,
with extensive, contiguous property in the Comstock Lode District.

                          *      *      *

The Company's balance sheet as of March 31, 2010, showed
$4,886,495 in assets and $33,865,489 of liabilities, for a
stockholders' deficit of $28,978,994.


GREAT ATLANTIC: Directors Acquire Phantom Stock Units
-----------------------------------------------------
Several directors of Great Atlantic & Pacific Tea Co. disclosed
that on July 16 they each acquired 22,784 units of Phantom Stock:

     -- Terrence J. Wallock,
     -- Maureen Tart Bezer,
     -- Dan Kourkoumelis, and
     -- Frederic F. Brace

The Stock units were acquired under the Company's 2004 Non-
Employee Director Compensation Plan and convert to Common Stock
following the director's termination from the Board.  The Phantom
Stock converts to a common stock on a one-for-one basis.

On June 30, Mr. Lewis acquired 569 stock equivalent units, which
convert to a common stock on a one-for-one basis.  The Stock units
were acquired under the Company's 2004 Non-Employee Director
Compensation Plan and convert to Common Stock following the
director's termination from the Board.  He holds 26,832 stock
units.

Greg Mays on June 30 acquired 954 stock equivalent units.  He
holds 19,773 stock units.

Meanwhile, directors Edward Lewis, Bobbie Gaunt, Jens-juergen
Boeckel disclosed that on July 16 they each acquired 22,784 shares
of the Company's common stock as annual award under the 2004 Non-
Employee Director Compensation Plan.  Mr. Lewis now holds 68,188
shares directly.  Mr. Gaunt raised his stake to 34,176 shares.
Mr. Boeckel raised his stake to 52,729 shares.

Director John D. Barline disclosed that on July 16 he acquired
11,392 shares of common stock as annual award under the 2004 Non-
Employee Director Compensation Plan.  He also acquired 11,392
units of Phantom Stock acquired under the Company's 2004 Non-
Employee Director Compensation Plan.  Mr. Barline directly holds
42,021 common shares and 46,596 Phantom units following the
transactions.

                            About A&P

Based in Montvale, New Jersey, The Great Atlantic & Pacific Tea
Company, Inc. (A&P, NYSE Symbol: GAP), founded in 1859, is one of
the nation's first supermarket chains.  The Company operates 429
stores in 8 states and the District of Columbia under the
following trade names: A&P, Waldbaum's, Pathmark, Pathmark Sav-a-
Center, Best Cellars, The Food Emporium, Super Foodmart, Super
Fresh and Food Basics.

At February 27, 2010, the Company had total assets of
$2,827,217,000 against total liabilities of $3,223,663,000 and
Series A redeemable preferred stock of $132,757,000, resulting in
stockholders' deficit of $529,203,000.


GREEKTOWN HOLDINGS: Buchwald to Take Over Suit vs. Papases
----------------------------------------------------------
Buchwald Capital Advisors LLC is taking over the prosecution of a
complaint originally commenced by the Official Committee of
Unsecured Creditors against Dimitrios Papas and Viola Papas, Ted
Gatzaros and Maria Gatzaros, Barden Development, Inc., Lac Vieux
Desert Band of Lake Superior Chippewa Indians, Sault Ste. Marie
Tribe of Chippewa Indians, Kewadin Casinos Gaming Authority and
Barden Nevada Gaming LLC.

Buchwald Capital is the designated trustee of the Litigation
Trust established under the confirmed Chapter 11 Plan of
Greektown Holdings LLC and its debtor affiliates effective as of
the June 30, 2010 Plan Effective Date.

The Creditors Committee filed the Original Complaint against the
Papas Defendants in the U.S. Bankruptcy Court for the Eastern
District of Michigan in May 2010 to avoid and recover fraudulent
transfers, aggregating $177,331,741, made by Greektown Holdings
in 2005 for the benefit of the Defendants.

Lee Buchwald, president of the Buchwald Capital firm, noted that
Mark N. Parry, Esq., at Moses & Singer LLP, in New York --
Mparry@mossessinger.com -- has been instrumental in identifying
the causes of action set forth in the Complaint.  Moses & Singer
represented Deutsche Bank Trust Company Americas, the indenture
trustee for certain prepetition notes issued by Greektown
Holdings LLC and Greektown Holdings II, Inc., in the Debtors'
Chapter 11 cases.

            Tribe Defendants Seek Complaint Dismissal

Defendants Sault Ste. Marie Tribe of Chippewa Indians and Kewadin
Casinos Gaming Authority ask the Bankruptcy Court to dismiss the
Complaint on grounds that the Tribe Defendants' sovereign
immunity bar claims like those asserted under the Complaint.

On behalf of the Tribe Defendants, Douglas L. Lutz, Esq., at
Frost Brown Todd LLC, in Cincinnati, Ohio -- dlutz@fbtlaw.com --
discloses that the Plaintiff failed to properly serve the
Complaint on the Tribe Defendants.

"Indian tribes are not subject to suit even for off-reservation
commercial conduct unless Congress has authorized the suit or the
tribe has waived its immunity," Mr. Lutz points out.

The Creditors Committee, as the original plaintiff, has made no
allegation that Congress has authorized the lawsuit; it only
alleged that the Tribe Defendants waived their defense of
sovereign immunity because they participated in the Debtors'
bankruptcy proceedings by filing numerous plan objections, among
others, Mr. Lutz contends.

The Tribe Defendants assert that their participation in Greektown
Casino's bankruptcy proceedings has at all times been pursuant to
their repeated, unequivocal reservation of all rights and
defenses available to them.

Moreover, Mr. Lutz notes that the Bankruptcy Court specifically
provided in its order confirming the Plan that the Tribe
Defendants will not be deemed or construed to have waived,
released or relinquished their right to defend and attack any
bond avoidance action on all possible procedural or substantive
grounds.

Mr. Lutz reveals that the Creditors Committee attempted service
of the Complaint to the Tribe and Kewadin Authority at 523
Ashmun, Sault Sainte Marie, in Michigan, 49783.  He, however,
points out that no officer or official of the Tribe or Kewadin
Authority was identified or listed in the certificate of service,
thus the Committee failed to effectuate proper service of process
on the Tribe Defendants.

For these reasons, the Tribe Defendants ask the Bankruptcy Court
to dismiss the Complaint.

         Gatzaroses, Papases, & Barden Answer Complaint

In separate responsive filings, the Gatzaroses, the Papases,
Barden Nevada, and Barden Development generally asserted that the
subject transfers made by Greektown Holdings in 2005 are not
fraudulent.

With regard to specific allegations, the Responding Defendants
made general statements that they neither admit nor deny the
allegations for lack of knowledge or information sufficient to
form a belief on the allegations.

The Responding Defendants further ask the Bankruptcy Court to
dismiss the Complaint with prejudice and award them costs and
attorneys' fees in relation to their defense of the Complaint.
They also demand a jury trial.

On behalf of the Papases and Gatzaroses, Patrick M. McCarthy,
Esq., at Howard & Howard Attorneys PLLC, in Ann Arbor, Michigan
-- pmm@h2law.com -- contends that the Defendants have the right
to a jury trial pursuant to the Seventh Amendment of the U.S.
Constitution, which provides that "in Suits at common law, where
the value in controversy shall exceed twenty dollars, the right
of trial by jury shall be preserved . . ."

             Defendants Seek Withdrawal of Reference

In subsequent filings, the Papases and Gatzaroses ask the
Bankruptcy Court to withdraw the reference of the Adversary
Complaint to the U.S. District Court for the Eastern District of
Michigan.  Barden Development, Barden Nevada, and the Tribes then
joined in the request for a withdrawal of the reference of the
Complaint.

Mr. McCarthy relates that Section 157(e) of the Judiciary and
Judicial Procedure authorizes the Bankruptcy Court to conduct
jury trials only if authorized by the District Court and if all
parties consent.

The Defendants clarify that they timely asked for a jury trial,
but they do not consent to a jury trial in the Bankruptcy Court.

The Defendants clarify that they timely asked for a jury trial
but do not consent to a jury trial in the Bankruptcy Court.  For
this reason, Section 157(e) mandates that the District Court
withdraw the reference of the Adversary Complaint, Mr. McCarthy
insists.

Mr. McCarthy adds that Section 158(d) of the Judiciary and
Judicial Procedure requires withdrawal of the reference because
the Adversary Complaint requires interpretation and consideration
both of the Bankruptcy Code and at least two bodies of non-
bankruptcy federal law regulating organizations or affecting
interstate commerce: namely, the federal law of tribal sovereign
immunity and the federal securities law.

The Tribe Defendants filed a motion to dismiss based on their
sovereign immunity in June 2010.  In connection with this, Mr.
McCarthy asserts that withdrawal of the reference is mandatory
because a court will necessarily have to consider and interpret
both the Bankruptcy Code and federal non-bankruptcy law of tribal
sovereign immunity in order to rule on tribal sovereign immunity.

In addition, Mr. McCarthy recounts that the Michigan Gaming
Control Board approved the 2005 Transactions as being financially
proper.  Accordingly, he reasons, the case also involves
constitutional issues including comity, federalism, and the
preclusive effect of state agency decisions, which should be
decided by the District Court.

Especially in light of the very large amount in controversy, the
Defendants emphasize that they are entitled to litigate the
Adversary Complaint "from start to finish in one court."

"It is inappropriate and an inefficient use of judicial resources
for the Bankruptcy Court to handle the pretrial matters when that
Court is statutorily prevented from conducting the trial in the
case," Mr. McCarthy says.  "Immediate withdrawal of the reference
is warranted," he thus insists.

                     About Greektown Casino

Based in Detroit, Michigan, Greektown Holdings, LLC, and its
affiliates -- http://www.greektowncasino.com/-- operate world-
class casino gaming facilities located in Detroit's historic
Greektown district featuring more than 75,000 square feet of
casino gaming space with more than 2,400 slot machines, over 70
tables games, a 12,500-square foot salon dedicated to high limit
gaming and the largest live poker room in the metropolitan Detroit
gaming market.

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

The Joint Plan of Reorganization for Greektown Holdings LLC and
five of its debtor affiliates proposed by certain noteholder
entities, the Official Committee of Unsecured Creditors of the
Debtors, and Deutsche Bank Trust Company Americas, as indenture
trustee, has been declared effective on June 30, 2010.  Greektown
Casino Hotel clinched its way to the June 30 finish line when it
obtained a unanimous approval from the Michigan Gaming Control
Board on June 28, 2010, of the transfer of the Company's ownership
from the Sault Ste. Marie Tribe of Chippewa Indian to new
investors.

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


GREEKTOWN HOLDINGS: Enters into $30MM Exit Revolver with Comerica
-----------------------------------------------------------------
Greektown Superholdings, Inc., entered into a credit agreement on
June 30, 2010, with Comerica Bank, which provides for a three and
one-half year revolving credit facility in an aggregate principal
amount initially of up to $20 million, including $5 million for
the issuance of standby letters of credit.

The Revolver Facility is one of the exit financing transactions
Greektown Superholdings -- the new reorganized company -- and its
subsidiaries consummated upon the effective date of the Second
Amended Joint Plans of Reorganization of Greektown Holdings LLC
and its debtor affiliates.

The Revolver Facility can be increased to $30 million upon the
discharge and release of existing mortgages on the "Trappers
Parcel" securing indebtedness owed by third parties.

The Trappers Parcel refers to a small parcel of real property
underlying a portion of Greektown's casino operations and is
encumbered by mortgages, which secure indebtedness owed to
Greektown Casino LLC and third parties.

The maximum expiration of individual letters of credit is 12
months after the issuance or, if earlier, the maturity of the
Revolving Credit Facility.

In a Form 8-K filing with the U.S. Securities and Exchange
Commission, Clifford J. Vallier, Greektown Superholdings
president, chief financial officer and treasurer, enumerated the
other salient terms of the Revolving Credit Agreement:

Security and Guarantees.  The Revolving Credit Facility will be
   secured by a perfected first priority lien and security
   interest on all the assets of the Company and all its
   subsidiaries, excluding, among other things, the Company's
   gaming license.

Interest and Fees.  Borrowings under the Revolving Credit
   Facility initially will bear interest at an annual rate of
   The London Interbank Offered Rate plus 3.50% or the higher of
   Comerica Bank's prime reference rate or 2.5% plus 0.75%.
   Upon the Trappers Mortgage Release, the Revolving Credit
   Facility will bear interest at an annual rate of LIBOR plus
   1.75% or 2.25% or at an annual rate of (a) the higher of (i)
   Comerica Bank's prime reference rate, and (ii) 2.50% minus
   (b) 0.50% or 1%.

   There is a facility fee of 0.50% per annum on the aggregate
   revolving credit commitment amount payable quarterly in
   arrears commencing on July 1, 2010, and on the first day of
   each fiscal quarter thereafter.  There is also a non-
   refundable letter of credit fee of 1.75% or 2.25% per annum
   on the face amount of each letter of credit payable quarterly
   in advance.

   Adjustments to applicable margin and the applicable letter of
   credit fee rate will be implemented quarterly based on the
   Leverage Ratio and both will be set at 3.50% until the
   Trappers Mortgage Release, following which both will be set
   to 1.75% until the first day of the first month following the
   delivery of Greektown's financial statements for the fiscal
   quarter ending June 30, 2011.

Prepayment.  The Revolving Credit Facility requires mandatory
   prepayments in an amount equal to (i) 100% of the net
   proceeds of the permitted sale of assets, (ii) 100% of the
   net proceeds of any recovery from insurance arising from an
   event of loss, and (iii) 100% of the net proceeds for the
   issuance of any debt or equity securities.  Except with
   respect to certain asset sales, mandatory prepayments will
   not reduce revolving credit commitments.

Certain Covenants and Events of Default.  The Revolver Credit
   Agreement also contains a number of covenants that, among
   other things, restrict, subject to certain exceptions and
   materiality thresholds, the ability of Greektown
   Superholdings and its subsidiaries to sell assets and
   property; incur additional indebtedness; create liens on
   assets; make investments, loans, guarantees or advances; make
   distributions, dividends or payments on account of, or
   purchase, redeem or otherwise acquire, any of Greektown's
   capital stock; prepay certain indebtedness; engage in
   acquisitions, mergers or consolidations; engage in
   transactions with affiliates; amend agreements governing
   Greektown's indebtedness, including the Notes; make capital
   expenditures; enter into negative pledges; change fiscal
   year; and change the Company's or any Subsidiary's name,
   jurisdiction of incorporation or location at which any
   Collateral is stored.

   Greektown has also agreed to complete the Trappers Mortgage
   Release within one year following the date of the Revolving
   Credit Facility.

   In addition, the Credit Agreement contains a financial
   covenant pursuant to which the Company must maintain as of
   each Test Date, a Fixed Charge Coverage Ratio of not less
   than 1.05 to 1.

Event of Default.  An event of default under the Revolving
   Credit Facility will occur if Greektown or one of its direct
   and indirect subsidiaries, among other things, (i) fails to
   pay principal, reimbursement obligations with respect to any
   letter of credit, interest, fees or other amounts when due;
   (ii) breaches any covenants which are not cured within a
   stated cure period or any representations and warranties in
   any material adverse respect; (iii) defaults under certain
   other indebtedness; (iv) is subject to certain judgments for
   the payment of money; (v) fails to keep any material
   provision of any loan document valid, binding and
   enforceable; (vi) is subject to any change of control; (vii)
   becomes bankrupt or insolvent; (viii) loses any of its gaming
   licenses to the extent such loss is reasonably likely to
   cause a material adverse effect; (ix) becomes the subject of
   an enforcement action taken by a holder of an encumbrance on
   the Trappers Parcel if the enforcement action has not been
   dismissed or terminated within 60 days after commencement; or
   (x) is prohibited from conducting gaming activities for a
   period of greater than thirty consecutive days.  A default
   could result in, among other things, a termination of the
   revolving credit commitment and acceleration of amounts
   outstanding under the Revolving Credit Facility.

A copy of the Greektown-Comerica Revolver Credit Agreement is
available for free at: http://ResearchArchives.com/t/s?66f2

                     About Greektown Casino

Based in Detroit, Michigan, Greektown Holdings, LLC, and its
affiliates -- http://www.greektowncasino.com/-- operate world-
class casino gaming facilities located in Detroit's historic
Greektown district featuring more than 75,000 square feet of
casino gaming space with more than 2,400 slot machines, over 70
tables games, a 12,500-square foot salon dedicated to high limit
gaming and the largest live poker room in the metropolitan Detroit
gaming market.

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

The Joint Plan of Reorganization for Greektown Holdings LLC and
five of its debtor affiliates proposed by certain noteholder
entities, the Official Committee of Unsecured Creditors of the
Debtors, and Deutsche Bank Trust Company Americas, as indenture
trustee, has been declared effective on June 30, 2010.  Greektown
Casino Hotel clinched its way to the June 30 finish line when it
obtained a unanimous approval from the Michigan Gaming Control
Board on June 28, 2010, of the transfer of the Company's ownership
from the Sault Ste. Marie Tribe of Chippewa Indian to new
investors.

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


GREEKTOWN HOLDINGS: Names Buchwald Capital as Litigation Trustee
----------------------------------------------------------------
Buchwald Capital Advisors LLC has been named as trustee for the
liquidating trust established pursuant to the Second Amended
Joint Plan of Reorganization for Greektown Holdings LLC and its
debtor affiliates proposed by plan proponents, which include
certain noteholder of Greektown, the Official Committee of
Unsecured Creditors and Indenture Trustee.

Buchwald Capital's contact information is:

            Buchwald Capital Advisors LLC
            380 Lexington Avenue
            17th Floor
            New York, NY 10168-1799
            Attn: Lee E. Buchwald, President
                  lbuchwald@buchwaldcapital.com

The engagement of Buchwald Capital is embodied by a litigation
trust agreement executed by the parties on June 30, 2010.  The
Litigation Trust Agreement is also deemed effective as of the
June 30 Greektown Plan Effective Date.

The Litigation Trust is created on behalf of, and for the sole
benefit of, the holders of Allowed General Unsecured Claims and
Allowed Bond Claims of Greektown Casino and certain other
beneficiaries.

As of the Plan Effective Date, Reorganized Greektown Casino will
have made a $375,000 cash loan to the Litigation Trust to fund
the fees, expenses and costs of the Litigation Trust.  The
Litigation Trust Loan will accrue simple interest at the rate of
8% annually.

In furtherance of and consistent with the purpose of the
Litigation Trust and the Plan, the Litigation Trustee is
obligated to:

  (i) hold the Litigation Trust Assets for the benefit of the
      Litigation Trust Beneficiaries;

(ii) make distributions of Litigation Claim Proceeds and other
      Litigation Trust Assets in accordance with the Litigation
      Distribution Schedule; and

(iii) have the power and authority to resolve any Avoidance
      Claims and Unsettled Bond Avoidance Action Claims.

To the extent that any action has been taken to prosecute or
otherwise resolve any Avoidance Claims prior to the June 30
Effective Date by the Debtors, the Creditors' Committee, and/or
any other party, the Litigation Trustee will be substituted for
that particular prosecuting party.

The Litigation Trustee will make all distributions in accordance
with the Litigation Distribution Schedule, as follows:

  * First, to pay Litigation Claims Costs;

  * Second, to Reorganized Greektown Casino to pay back the
    Litigation Trust Loan, principal first and then interest;

  * Third, 90% of the remaining Litigation Claims Proceeds after
    payment of Litigation Claims Costs and the Litigation Trust
    Loan to the Holders of the Holdings Litigation Trust
    Interest; and

  * Fourth, 10% of the remaining Litigation Claims Proceeds
    after payment of Litigation Claims Costs and the Litigation
    Trust Loan to the Holders of the Casino Litigation Trust
    Interest.

The Litigation Trustee will be compensated for its services at
its hourly rate in effect at the time of engagement, as may be
adjusted from time to time.  The Litigation Trustee's present
hourly rate is $500.

Subject to obtaining the prior written approval of the Trust
Governing Board, the Litigation Trustee may retain independent
experts and advisors as it deems necessary to aid it in the
performance of its duties and responsibilities.

The Litigation Trust Agreement also provides the creation of a
"Trust Governing Board."  It will initially consist of these
individuals:

      1. Arthur N. Calavritinos
         MFC Global Investment Management (U.S.), LLC
         101 Huntington Avenue
         Boston, MA 02199-7603

      2. Gent K. Culver
         Credit/Collections Manager
         9295 Prototype Dr.
         Reno, Nevada 89521

      3. Neal P. Goldman
         Brigade Capital Management
         399 Park Avenue
         16th Floor
         New York, NY 10022

The Trust Governing Board will have the authority and
responsibility to oversee, review, and guide the activities and
performance of the Litigation Trustee.  It will also have the
authority to (i) monitor and review the fairness of settlement,
abandonment and other disposition proposals proposed to or agreed
to by the Litigation Trustee with respect to the Litigation
Claims, and (ii) monitor and oversee the administration of the
Litigation Trust, among others.

                     About Greektown Casino

Based in Detroit, Michigan, Greektown Holdings, LLC, and its
affiliates -- http://www.greektowncasino.com/-- operate world-
class casino gaming facilities located in Detroit's historic
Greektown district featuring more than 75,000 square feet of
casino gaming space with more than 2,400 slot machines, over 70
tables games, a 12,500-square foot salon dedicated to high limit
gaming and the largest live poker room in the metropolitan Detroit
gaming market.

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

The Joint Plan of Reorganization for Greektown Holdings LLC and
five of its debtor affiliates proposed by certain noteholder
entities, the Official Committee of Unsecured Creditors of the
Debtors, and Deutsche Bank Trust Company Americas, as indenture
trustee, has been declared effective on June 30, 2010.  Greektown
Casino Hotel clinched its way to the June 30 finish line when it
obtained a unanimous approval from the Michigan Gaming Control
Board on June 28, 2010, of the transfer of the Company's ownership
from the Sault Ste. Marie Tribe of Chippewa Indian to new
investors.

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


GREEKTOWN HOLDINGS: Superholdings Sues Jim Papas for $7 Million
---------------------------------------------------------------
Newly emerged Greektown Casino, which is now known as Greektown
Superholdings Inc., commenced a lawsuit against Dimitrios "Jim"
Papas in the Wayne County Circuit Court on July 9, 2010, seeking
to recover $7,000,000 in debts and other amounts, according to
Christine MacDonald of The Detroit News.

The report notes that Greektown Casino specifically seeks, among
others:

  -- at least $1,500,000 in unpaid gambling debts owed by Mr.
     Papas, which was alleged to have been incurred when he
     established a line of credit for wagering in December 2000;

  -- $2,000,000 from a promissory note Mr. Papas allegedly
     signed in 2005, which he agreed to repay in March 2009 plus
     a 6% interest; and

  -- another $3,000,000 in damages.

Greektown Casino failed to recover the unpaid gambling debts from
Mr. Papas' checking account because it had "insufficient funds,"
The Detroit News reports.

Mr. Papas is one of Greektown Casino's original investors along
with partner, Ted Gatzaros.

The report notes that the state of Michigan does not allow
investors to gamble at casinos, but Mr. Papas' credit line for
wagering was established in 2000 after he sold his stake in
Greektown Casino.  The report adds that Mr. Papas sold his
Greektown stake after regulators refused to grant them a license.

In an interview with The Detroit News, Mr. Papas said the lawsuit
is baseless and that Greektown Casino isn't "going to get
anything."

In yet another interview by The Detroit Free Press, Henry
Brennan, Esq., Mr. Papas' lawyer, said his client was "snookered"
by Greektown Casino when he agreed to take promissory notes for
money the Casino owed him.  Mr. Brennan told the news source that
Mr. Papas returned the notes to satisfy his debts, but the Casino
then asked him to pay in cash and keep the notes until later.
After Mr. Papas did so, the Casino filed for bankruptcy, making
the notes worthless, the lawyer added.

                     About Greektown Casino

Based in Detroit, Michigan, Greektown Holdings, LLC, and its
affiliates -- http://www.greektowncasino.com/-- operate world-
class casino gaming facilities located in Detroit's historic
Greektown district featuring more than 75,000 square feet of
casino gaming space with more than 2,400 slot machines, over 70
tables games, a 12,500-square foot salon dedicated to high limit
gaming and the largest live poker room in the metropolitan Detroit
gaming market.

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

The Joint Plan of Reorganization for Greektown Holdings LLC and
five of its debtor affiliates proposed by certain noteholder
entities, the Official Committee of Unsecured Creditors of the
Debtors, and Deutsche Bank Trust Company Americas, as indenture
trustee, has been declared effective on June 30, 2010.  Greektown
Casino Hotel clinched its way to the June 30 finish line when it
obtained a unanimous approval from the Michigan Gaming Control
Board on June 28, 2010, of the transfer of the Company's ownership
from the Sault Ste. Marie Tribe of Chippewa Indian to new
investors.

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


GREENFIELD POWER: Moody's Assigns 'B1' Rating on $335 Mil. Loan
---------------------------------------------------------------
Moody's Investors Service assigned a senior secured rating of B1
to Greenfield Power South Corporation's proposed $335 million term
loan due 2015.  The outlook is stable.

Proceeds from the credit facility will be used to finance the
construction of a 293 MW combined cycle facility near Toronto,
Ontario.  The term loan will be denominated in US dollars and
revenues will be earned in Canadian dollars.  The Project will
have foreign exchange (FX) hedging requirements in order to
protect against a decrease in the value of the Canadian dollar
relative to the US dollar through the term of the debt.  An equity
contribution has been made in the form of cash and engineering and
design work which includes cash and unbilled management and
engineering services.  Additional equity will be contributed after
the closing date in the form of engineering and project management
services by the Sponsor.  The total equity contribution will be
C$69.7 million, 35.9 of which will be in the form of cash and
$33.8 million in the form of services.

The B1 rating reflects the risk associated with the construction
phase, the atypical structure of the Project agreements, the
inexperience of the Sponsors with a project of this size and type,
and the projected financial metrics during the operational phase.
The rating is also influenced by the structure of and accordingly,
the value of, the offtake contract with OPA (Aa1, stable), which
extends 20 years from the commercial operation date and which
includes a pass-through of fuel costs.

The rating considers the financing structure with approximately
83% debt and 17% of sponsor equity, which consists of cash and
services.  There will be a six-month debt service reserve account
(DSRA), a major maintenance reserve account pre-funded with
C$10 million, and various cash-collateralized LCs to support
commitments to OPA and the Project's gas transportation counter-
parties.  There will also be a C$37 million cash contingency
reserve to support any potential delays or cost overruns during
construction.

The rating reflects the projected credit metrics after COD, which
are very low compared to other power projects, an effect which is
primarily caused by the large debt component.  Offsetting the low
credit metrics in the operational phase is the lack of merchant
exposure and the low availability threshold in the offtake
contract.

The stable outlook incorporates the expectation that construction
will be completed on time and on budget, and that the Project will
reach commercial operation such that the offtake agreement with
OPA remains intact.  The rating could be adversely affected in the
event of cost overruns and/or significant delays, especially in
the event that either circumstance affects the presence of the
offtake contract with OPA, which is one of the Project's most
valuable assets.


GTC BIOTHERAPEUTICS: 3 Directors Receive Shares as Retainer Fees
----------------------------------------------------------------
Alan W. Tuck, director at GTC Biotherapeutics Inc., disclosed that
on July 2, 2010, he acquired 3,261 company shares, raising his
stake to 12,109 shares.  The shares were acquired at Mr. Tuck's
election to receive common stock in lieu of the quarterly cash
payment of his 2010 director retainer fees and issued pursuant to
GTC's 2002 Equity Incentive Plan.  He directly holds those shares.
Mr. Tuck indirectly holds 700 shares.

Director Pamela W. McNamara disclosed acquiring 2,174 company
shares on July 2, raising her stake to 8,494 shares.  The shares
were acquired at Ms. McNamara's election to receive common stock
in lieu of the quarterly cash payment of her 2010 director
retainer fees and issued pursuant to GTC's 2002 Equity Incentive
Plan.  She directly holds those shares.

Director Francis J. Bullock disclosed acquiring 4,076 shares on
July 2, raising his stake to 15,367 shares.  The shares were
acquired at Dr. Bullock's election to receive common stock in lieu
of the quarterly cash payment of his 2010 director retainer fees
and issued pursuant to GTC's 2002 Equity Incentive Plan.

                     About GTC Biotherapeutics

Based in Framingham, Massachusetts, GTC Biotherapeutics, Inc.
(OTCBB: GTCB) -- http://www.gtc-bio.com/-- develops, supplies and
commercializes therapeutic proteins produced through transgenic
animal technology.  ATryn(R), GTC's recombinant human
antithrombin, has been approved for use in the United States and
Europe.  ATryn(R) is the first and only therapeutic product
produced in transgenic animals to be approved anywhere in the
world.  GTC is also developing a portfolio of recombinant human
plasma proteins with known therapeutic properties.  GTC's
intellectual property includes a patent in the United States
through 2021 for the production of any therapeutic protein in the
milk of any transgenic mammal.

On November 5, 2009, the Company implemented a restructuring plan
to enable it to meet the requirements of key programs and maximize
the impact of its cash resources.  The restructuring plan, which
is expected to provide savings of $5 million to $6 million on an
annualized basis, included a reduction in workforce from 154 to
109 employees.

At April 4, 2010, the Company had $26.950 million in total assets
against total liabilities of $54.098 million, resulting in
stockholders' deficit of $27.148 million.

In its Form 10-Q report, the Company noted that it has operated at
a net loss since inception in 1993, and it used $5.9 million of
net cash in its operating cash flows during the first three months
of 2010.  The Company also has negative working capital of
$13.1 million as of April 4, 2010.

"We are entirely dependent upon funding from equity financings,
partnering programs and proceeds from short and long-term debt to
finance our operations until we achieve commercial success in
selling and licensing our products and positive cash flow from
operations.  Based on our cash balance as of April 4, 2010, as
well as potential cash receipts from existing programs, we believe
our capital resources will be sufficient to fund operations to the
end of the second quarter of 2010.  Our recurring losses from
operations and our limited available funds raise substantial doubt
about our ability to continue as a going concern," the Company
said.


GTC BIOTHERAPEUTICS: Inks Agreement with Lundbeck Inc
-----------------------------------------------------
GTC Biotherapeutics Inc. entered into an agreement with Lundbeck,
Inc. that terminates its Acquisition, Licensing, Development and
Supply Agreement dated June 22, 2008 with ATIII LLC, and Lundbeck,
Inc.

The company said, "As part of the termination agreement, we
reacquired from Lundbeck the U.S. commercialization rights for
ATryn, our recombinant form of human antithrombin.  We also agreed
to purchase all of Lundbeck's ATryn inventory for a purchase price
of $400,000 and agreed to pay Lundbeck a royalty on net sales
beginning in two years, with a predefined cumulative maximum."

"In connection with the termination agreement, we also will
pay Lundbeck to perform certain services on our behalf for a
transition period of up to six months to ensure that ATryn will
continue to be available to physicians and their patients in an
uninterrupted fashion as commercialization responsibilities are
transitioned to us from Lundbeck," the company said.

               http://researcharchives.com/t/s?66d6

Framingham, Mass.-based GTC Biotherapeutics, Inc. (OTC BB: GTCB)
-- http://www.gtc-bio.com/-- develops, supplies and
commercializes therapeutic proteins produced through transgenic
animal technology.  ATryn(R), GTC's recombinant human
antithrombin, has been approved for use in the United States and
Europe.  ATryn(R) is the first and only therapeutic product
produced in transgenic animals to be approved anywhere in the
world.

In addition to ATryn(R), GTC is developing a portfolio of
recombinant human plasma proteins with known therapeutic
properties.  These proteins include recombinant forms of human
coagulation factors VIIa and IX, which are being developed for the
treatment of patients with hemophilia, and recombinant alpha-
fetoprotein, which is being developed for the treatment of
myasthenia gravis and multiple sclerosis.

                           *     *     *

According to the Troubled Company Reporter on July 22, 2010,
GTC Biotherapeutics, Inc. has negative working capital of
US$13.1 million as of April 4, 2010.  The Company had negative
working capital of US$16.1 million as of January 3, 2010.


HOTCOPRI, LLC: Case Summary & 18 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Hotcopri, LLC
        c/o John T. Hamilton, Esq.
        Gess Mattingly & Atchison, PSC
        Lexington, KY 40507

Bankruptcy Case No.: 10-52315

Chapter 11 Petition Date: July 20, 2010

Court: United States Bankruptcy Court
       Eastern District of Kentucky (Lexington)

Judge: Tracey N. Wise

Debtor's Counsel: John Thomas Hamilton, Esq.
                  201 W Short Street
                  Lexington, KY 40507-1231
                  Tel: (859) 252-9000
                  E-mail: jhamilton@gmalaw.com

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

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

A copy of the Company's list of 18 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/kyeb10-52315.pdf

The petition was signed by Audrey L. Haisfield, managing member.


HUDSON'S FURNITURE: Gets Final Approval to Access Cash Collateral
-----------------------------------------------------------------
The Hon. the Hon. Karen S. Jennemann of the U.S. Bankruptcy Court
for the Middle District of Florida authorized, in a final order,
Hudson's Furniture Showroom, Inc., to use cash collateral of
Furniture Brands International, Inc., and LA-Z-BOY, Incorporated
and its subsidiaries.

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

As reported in the Troubled Company Reporter on April 28, 2010,
as adequate protection to FBI's rights and interests, FBI will be
granted a replacement lien on all of the assets and property,
except the LAZBOY cash collateral, acquired by the Debtor's estate
or by the Debtor (the Post-Petition Collateral) on and after the
date on which the Debtor filed its voluntary petition.  The post-
petition lien and security interest in the Post-Petition
Collateral granted to FBI will be to the same extent, validity,
priority as its existing lien and will be a valid and perfected
lien and security interest, effective as of the Petition Date,
without the need for the execution or filing of any future
document or instrument otherwise required to be executed or filed
under applicable non-bankruptcy law.

The Debtor will provide to FBI and LAZBOY regular financial
reports including: (i) a weekly inventory report due by each
Friday for results through the prior Friday (ii) weekly cash
results in the form of the Budget which compares actual to budget
(also due by Friday for results through the prior Friday); and
(iii) all debtor-in-possession reports (when filed).

As additional adequate protection, LAZBOY will have a purchase
money security interest which will be a first lien on all
inventory and other goods (and proceeds thereof) acquired by
Debtor from LAZBOY.  The lien will be a valid and perfected first
priority lien and security interest, effective as of the Petition
Date, without the need for the execution or filing of any future
document or instrument, or notice to any prior secured party
otherwise required to be executed, delivered, or filed under
applicable non-bankruptcy law.  The lien related to post-petition
will secure all post-petition obligations.

As of the date of the petition, FBI has suspended credit
privileges to the Debtor.  FBI may re-establish the Debtor's
credit privileges post-petition; however, it reserves the right to
extend credit on terms and conditions that may vary from the terms
and conditions extended prepetition.

The Debtor's access to the cash collateral is conditioned upon the
Debtor: (i) filing a plan of reorganization on or before June 30;
and (ii) confirming said plan of reorganization on or before
November 30.  If the Debtor fails to file a plan by June 30, or to
confirm said plan by November 30, the Debtor's use of cash
collateral terminates immediately and without the need for notice.

In a separate filing, the Debtor filed a Plan of Reorganization on
June 30.

             About Hudson's Furniture Showroom, Inc.

Sanford, Florida-based Hudson's Furniture Showroom, Inc., owns and
operates several retail furniture stores in Florida, including
stores in the cities of Sarasota, Lakeland, Pinellas Park, Tampa,
Brandon, Melbourne, Ormond Beach, Altamonte Springs, Ocoee,
Orlando and Clearwater, Florida.

The Company filed for Chapter 11 bankruptcy protection on March 3,
2010 (Bankr. M.D. Fla. Case No. 10-03322).  Justin M. Luna, Esq.;
Mariane L. Dorris, Esq.; and Victoria I. Minks, Esq., at Latham
Shuker Eden & Beaudine LLP, assists the Company in its
restructuring effort.  The Company estimated its assets and
liabilities at $10,000,001 to $50,000,000.

The Company's affiliates -- A&J Rentals, LLC; Hud Twenty-Five
Ocoee, LLC; Hud Twenty-Three Tampa, LLC; and Hud-Five, LLC --
filed separate Chapter 11 petitions on October 13, 2009.


HUDSON'S FURNITURE: Plan Contemplates Consolidation of Debtors
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida will
consider on August 11, 2010, at 11:00 a.m., the approval of a
Disclosure Statement explaining Hudson's Furniture Showroom, Inc.,
and its debtor-affiliates' Plan of Reorganization.  The hearing
will be held at Courtroom B, 5th Floor, 135 W. Central Blvd.,
Orlando, Florida.   Objections, if any, may be filed with the
Court at any time before or at the hearing.

The Debtors will begin soliciting votes on the Plan following
approval of the adequacy of the information in the Disclosure
Statement.

According to the Disclosure Statement, the Plan provides for the
Reorganized Debtors to continue operating their furniture
showrooms with low operating expenses.  The Reorganized Debtor
will transfer, or caused to be transferred, certain of the
Debtors' mortgaged properties. The Reorganized Debtor will execute
new notes, mortgages, and security agreements with its secured
creditors based, in part, on adjusted property values that
more accurately reflect the reduced market value of the each
lender's secured interest its collateral.

The Debtors believe the cash flow generated from core operations
along with a reduction in cash flow demands from the New Secured
Obligations will be sufficient to cover the respective Reorganized
Debtors' Plan Payments.

Under the Plan, the Holder of Allowed Secured Claims in Classes 1
to 9 to the extent they have Allowed Claims, will receive payment
equal to 100% of their Allowed Secured Claims, over time.  All
Allowed Unsecured Claims will be classified in one unsecured
class, Class 10, and will receive a pro rata beneficial interest
in the Performance Allocation over a five year period.  The
Performance Allocation will be an amount equal to 50% of the
amount actual operating results for each quarter exceeds budgeted
operating results for the same period.  Classes 12 through 18 of
Interests will be cancelled upon the effective date; and new
equity in the Reorganized Debtor will be issued.

In summary, the Plan contemplates the consolidation of the Debtors
into HFS, which will emerge as the sole Reorganized Debtor.

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

              About Hudson's Furniture Showroom, Inc.

Sanford, Florida-based Hudson's Furniture Showroom, Inc., owns and
operates several retail furniture stores in Florida, including
stores in the cities of Sarasota, Lakeland, Pinellas Park, Tampa,
Brandon, Melbourne, Ormond Beach, Altamonte Springs, Ocoee,
Orlando and Clearwater, Florida.

The Company filed for Chapter 11 bankruptcy protection on March 3,
2010 (Bankr. M.D. Fla. Case No. 10-03322).  Justin M. Luna, Esq.;
Mariane L. Dorris, Esq.; and Victoria I. Minks, Esq., at Latham
Shuker Eden & Beaudine LLP, assists the Debtor in its
restructuring effort.  The Debtor estimated its assets and
liabilities at $10,000,001 to $50,000,000.

The Company's affiliates -- A&J Rentals, LLC; Hud Twenty-Five
Ocoee, LLC; Hud Twenty-Three Tampa, LLC; and Hud-Five, LLC --
filed separate Chapter 11 petitions on October 13, 2009.


HVHC INC: S&P Affirms Counterparty Credit Rating at 'BB'
--------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'BB'
counterparty credit rating and stable outlook on HVHC Inc.
Subsequently, S&P withdrew the rating at the company's request.
At the same time, S&P withdrew S&P's debt ratings on HVHC's senior
secured credit facilities because the debt was repaid in December
2009.

HVHC, a wholly owned subsidiary of Highmark Inc., is a vertically
integrated vision company that engages in optical retail, managed
vision care, and eyewear design and distribution.  HVHC's adequate
competitive position in its core markets and a relatively stable
earnings profile (in spite of current recessionary pressures)
support the company's credit profile.  Rating weaknesses include a
large amount of intangibles that weakens balance sheet quality and
the highly competitive and fragmented U.S. vision care market.


INDUSTRY WEST: Promises to Pay 100% of Unsecured Creditors' Claims
------------------------------------------------------------------
Industry West Commerce Center, LLC, filed with the U.S. Bankruptcy
Court for the Northern District of California a Plan of
Reorganization, amended as of July 12, 2010.

The Debtor will begin soliciting votes on the Plan following
approval of the adequacy of the information in the Disclosure
Statement.

According to the Disclosure Statement, the Plan provides for the
Reorganized Debtor to operate its business without further
supervision or control by the Bankruptcy Court and free of any
restrictions imposed by the Bankruptcy Code.  Specifically, and
without limitation, the Reorganized Debtor may sell, lease, or
refinance its properties without further order of Court.  The
Reorganized Debtor will continue to be managed by Rizzo &
Associates, LLC.

On or before the effective date, the Debtor's members will make a
$200,000 capital contribution to the Debtor.  The funds will be
used exclusively for the payment to the Class 2 creditor - Todd
JBRE, LLC as successor to Clinton James Brown, as Trustee for
certain individuals and entities.

Allowed general unsecured claims will be paid 100% of the amount
of the claims, with interest at the legal rate from the petition
date.  Allowed Class 7 Claims will receive an immediate dividend
of 50% of their claims on the effective date, with the balance
paid in four equal quarterly installments commencing one year from
the effective date.

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

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

The Debtor is represented by:

     MacConaghy & Barnier, PLC
     John H. MacConaghy, Esq.
     Jean Barnier, Esq.
     645 First St. West
     Sonoma, CA 95476
     Tel: (707) 935-3205
     Fax: (707) 935-7051
     Email: macclaw@macbarlaw.com

              About Industry West Commerce Center, LLC

Santa Rosa, California-based Industry West Commerce Center, LLC, a
California limited liability company, filed for Chapter 11
bankruptcy protection on January 14, 2010 (Bankr. N.D. Calif. Case
No. 10-10088).  John H. MacConaghy, Esq., at MacConaghy and
Barnier, assists the Company in its restructuring effort.  The
Company listed $10,000,001 to $50,000,000 in assets and
$10,000,001 to $50,000,000 in liabilities.


INNKEEPERS USA: Court Grants Interim Access to Cash Collateral
--------------------------------------------------------------
Judge Shelley C. Chapman of the United States Bankruptcy Court for
the Southern District of New York granted, on an interim basis,
the request of Innkeepers USA Trust and its 91 Debtor affiliates
to continue to use the Cash Collateral.

All objections to the request that have not been withdrawn or
resolved are overruled on their merits.

Notwithstanding any provision of the Bankruptcy Code or the
Bankruptcy Rules to the contrary, the Interim Order will take
effect immediately upon entry, nunc pro tunc to the Petition Date,
and will remain in effect as to all of the Debtors until the
occurrence and continuation of a Termination Event at which point
the effectiveness of the Interim Order will terminate only as to
the Cash Collateral of the relevant Debtors as to whom the
Termination Event applies.

Judge Chapman maintained that the Interim Order is without
prejudice:

   (i) to the rights of each of the Fixed Rate Representative,
       the Floating Rate Lender, the Anaheim Lender, the Capmark
       Mission Valley Lender, the Capmark Garden Grove Lender,
       the Capmark Ontario Lender, the Merrill Washington D.C.
       Lender, the Merrill Tysons Corner Lender, the Merrill San
       Antonio Lender, and applicable special servicers at any
       time to seek a modification of the Order, or a different
       cash collateral order, including a request for additional
       or other adequate protection or the termination of the
       applicable Debtor's right to use Cash Collateral, after
       notice and hearing; and

  (ii) to the rights of the Debtors at any time to seek
       modification and extension of the Interim Order,
       including an increased use of Cash Collateral and a
       modification of adequate protection, or a different
       order, after notice and hearing.

Notwithstanding anything in the Interim Order, no Adequate
Protection Party will be entitled to adequate protection, and no
Adequate Protection Obligations will arise, with respect to any
diminution in value of the Adequate Protection Party's interest in
its Prepetition Collateral resulting from any successful Avoidance
Action against, or Avoidance Action proceeds recovered from, the
Adequate Protection Party, or from or as a result of the payment
of any costs, fees or expenses included as part of adequate
protection.

A copy of the Interim Cash Collateral Order is available for free
at http://bankrupt.com/misc/IKU_CashCollateral_InterimOrder.pdf

The Final Cash Collateral hearing will be held on August 12, 2010,
at 2:00 p.m.  Objections are due August 5.

                   About Innkeepers USA Trust

Innkeepers USA Trust is a self-administered Maryland real estate
investment trust with a primary business focus on acquiring
premium-branded upscale extended-stay, mid-priced limited service,
and select-service hotels.

Innkeepers, through its indirect subsidiaries, owns and operates
an expansive portfolio of 72 upscale and mid-priced extended-stay
and select-service hotels, consisting of approximately 10,000
rooms, located in 20 states across the United States.

Apollo Investment Corporation acquired Innkeepers in June 2007.

Innkeepers USA Trust and a number of affilaites filed for Chapter
11 on July 19, 2010 (Bankr. S.D.N.Y. Case No. 10-13800).

Attorneys at Kirkland & Ellis LLP, serve as counsel to the
Debtors.  AlixPartners is the restructuring advisor and Marc A.
Beilinson is the chief restructuring officer.  Moelis & Company is
the financial advisor.  Omni Management Group, LLC, is the claims
and notice agent. The petition listed assets and debts of more
than $1 billion.

In 2009, Innkeepers' consolidated revenues were approximately
$292 million and adjusted EBITDA were approximately $85 million.
The Company's consolidated assets for 2009 totaled approximately
$1.5 billion.  As of July 19, 2010, the Company and its affiliates
have incurred approximately $1.29 billion of secured debt.

Bankruptcy Creditors' Service, Inc., publishes Innkeepers USA
Bankruptcy News.  The newsletter tracks the chapter 11
restructuring proceedings commenced by Innkeepers USA Trust and
its affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000).


INNKEEPERS USA: Hires Omni Management as Claims Agent
-----------------------------------------------------
Innkeepers USA Trust and its 91 debtor affiliates sought and
obtained the Court's permission to employ Omni Management Group,
LLC, as their noticing and claims agent in accordance to an
engagement letter, dated as of June 10, 2010.

As claims agent, Omni has agreed to, among other things:

  (a) prepare and distribute required notices in the Debtors'
      cases to all potential creditors and parties-in-interest;

  (b) maintain an official copy of the Debtors' schedules of
      assets and liabilities and statement of financial affairs,
      listing the Debtors' known potential creditors and the
      amounts owed;

  (c) provide access to the public for examination of copies of
      the proofs of claim or proofs of interest filed in the
      cases without charge during regular business hours, if
      necessary;

  (d) furnish a notice of the last date for the filing of proofs
      of claim and a form for the filing of a claim, after the
      notice and form are approved by the Court; and

  (e) file with the Clerk's Office an affidavit or certificate
      of service.

The Debtors will pay Omni at its normal hourly rates, which range
from $35 to $295.  They will also reimburse Omni for reasonable
expenses in accordance with the terms of the Engagement Letter.

On June 16, 2010, the Debtors paid Omni a retainer of $50,000.

Brian Osborne, a member of Omni, assures the Court that Omni is a
"disinterested person" within the meaning of Section 101(14) of
the Bankruptcy Code.

                   About Innkeepers USA Trust

Innkeepers USA Trust is a self-administered Maryland real estate
investment trust with a primary business focus on acquiring
premium-branded upscale extended-stay, mid-priced limited service,
and select-service hotels.

Innkeepers, through its indirect subsidiaries, owns and operates
an expansive portfolio of 72 upscale and mid-priced extended-stay
and select-service hotels, consisting of approximately 10,000
rooms, located in 20 states across the United States.

Apollo Investment Corporation acquired Innkeepers in June 2007.

Innkeepers USA Trust and a number of affilaites filed for Chapter
11 on July 19, 2010 (Bankr. S.D.N.Y. Case No. 10-13800).

Attorneys at Kirkland & Ellis LLP, serve as counsel to the
Debtors.  AlixPartners is the restructuring advisor and Marc A.
Beilinson is the chief restructuring officer.  Moelis & Company is
the financial advisor.  Omni Management Group, LLC, is the claims
and notice agent. The petition listed assets and debts of more
than $1 billion.

In 2009, Innkeepers' consolidated revenues were approximately
$292 million and adjusted EBITDA were approximately $85 million.
The Company's consolidated assets for 2009 totaled approximately
$1.5 billion.  As of July 19, 2010, the Company and its affiliates
have incurred approximately $1.29 billion of secured debt.

Bankruptcy Creditors' Service, Inc., publishes Innkeepers USA
Bankruptcy News.  The newsletter tracks the chapter 11
restructuring proceedings commenced by Innkeepers USA Trust and
its affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000).


INNKEEPERS USA: Proposes Moelis as Financial Advisor
----------------------------------------------------
Innkeepers USA Trust and its 91 debtor affiliates seek the Court's
authority to employ Moelis & Company LLC as their financial
advisor and investment banker, nunc pro tunc to the Petition Date.

As financial advisor, Moelis will:

  a. undertake, in consultation with members of management of
     the Debtors, a comprehensive business and financial
     analysis of the Debtors;

  b. evaluate the Debtors' debt capacity and assist in the
     determination of an appropriate capital structure for the
     Debtors;

  c. as deemed desirable by the Debtors, identify, initiate,
     review, negotiate, and evaluate any Restructuring
     Transaction, and, if directed, develop and evaluate
     alternative proposals for a Restructuring Transaction;

  d. assist the Debtors in developing strategies to effectuate
     any Restructuring Transaction;

  e. advise and assist the Debtors in the course of their
     negotiation of any Restructuring Transaction and
     participate in those negotiations, as requested;

  f. evaluate indications of interest and proposals regarding
     any Restructuring Transaction from current or potential
     lenders, equity investors, or strategic partners;

  g. determine and evaluate the risks and benefits of
     considering, initiating, and consummating any Restructuring
     Transaction;

  h. determine values or ranges of values (as appropriate) for
     the Debtors and any securities that the Debtors offer or
     propose to offer in connection with a Restructuring
     Transaction;

  i. be available at the Debtors' request to meet with Debtors'
     management, board of directors/trustees/managers, creditor
     groups, equity holders, any official committees appointed
     in the Chapter 11 Cases to discuss any Restructuring
     Transaction and provide such parties with information about
     the Debtors' assets, properties, or businesses as may be
     appropriate and acceptable to the Debtors, subject to
     customary business confidentiality agreements in form and
     substance approved by the Debtors;

  j. assist the Debtors in the development, preparation, and
     distribution of selected information, documents, and other
     materials to facilitate the consummation of any
     Restructuring Transaction;

  k. if requested by the Debtors, participate in hearings before
     the Court and provide relevant testimony; and

  l. other financial advisory and investment banking services as
     may be agreed upon by Moelis and the Debtors, and that is
     within the scope of the Engagement Letter.

The Debtors will pay Moelis in accordance with an agreed-upon Fee
Structure:

  a. Monthly Fee: $200,000 in cash for each of the first five
     monthly payments due under the Engagement Letter and a cash
     fee of $175,000 per month during the remainder of the term
     of the Engagement Letter.  Fifty percent of all Monthly
     Fees will be credited against the Restructuring Fee.

  b. Restructuring Fee: A cash fee of $6,000,000 to be paid
     immediately upon the consummation of a Restructuring
     Transaction.

The Debtors will also reimburse Moelis for all reasonable expenses
incurred in connection with the Engagement Letter, up to a
$300,000 aggregate expense cap.

Under the terms of the Engagement Letter, the Debtors have agreed
to indemnify and hold harmless Moelis and its divisions,
directors, officers, and employees under certain circumstances
specified in the Engagement Letter.

William Q. Derrough, Managing Director of Moelis, discloses that
during the 90 days prior to the Petition Date, Moelis received
approximately $851,370 for professional services performed and
expenses incurred.

Mr. Derrough assures the Court that his firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code and does not represent any interest adverse to the
Debtors and their estates.

                   About Innkeepers USA Trust

Innkeepers USA Trust is a self-administered Maryland real estate
investment trust with a primary business focus on acquiring
premium-branded upscale extended-stay, mid-priced limited service,
and select-service hotels.

Innkeepers, through its indirect subsidiaries, owns and operates
an expansive portfolio of 72 upscale and mid-priced extended-stay
and select-service hotels, consisting of approximately 10,000
rooms, located in 20 states across the United States.

Apollo Investment Corporation acquired Innkeepers in June 2007.

Innkeepers USA Trust and a number of affilaites filed for Chapter
11 on July 19, 2010 (Bankr. S.D.N.Y. Case No. 10-13800).

Attorneys at Kirkland & Ellis LLP, serve as counsel to the
Debtors.  AlixPartners is the restructuring advisor and Marc A.
Beilinson is the chief restructuring officer.  Moelis & Company is
the financial advisor.  Omni Management Group, LLC, is the claims
and notice agent. The petition listed assets and debts of more
than $1 billion.

In 2009, Innkeepers' consolidated revenues were approximately
$292 million and adjusted EBITDA were approximately $85 million.
The Company's consolidated assets for 2009 totaled approximately
$1.5 billion.  As of July 19, 2010, the Company and its affiliates
have incurred approximately $1.29 billion of secured debt.

Bankruptcy Creditors' Service, Inc., publishes Innkeepers USA
Bankruptcy News.  The newsletter tracks the chapter 11
restructuring proceedings commenced by Innkeepers USA Trust and
its affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000).


INNKEEPERS USA: Schedules Deadline Extended to September 1
----------------------------------------------------------
Innkeepers USA Trust and its 91 Debtor affiliates sought and
obtained an extension until September 1, 2010, of the deadline by
which they must file schedules of assets and liabilities,
schedules of executory contracts and unexpired leases, and
statements of financial affairs.

Pursuant to Section 521 of the Bankruptcy Code and Rule 1007(c) of
the Federal Rules of Bankruptcy Procedure, the Debtors ordinarily
would be required to file the Schedules and Statements within 14
days after the Petition Date.

The Debtors estimate they have more than 5,000 potential creditors
and other parties-in-interest.  Further, the conduct and operation
of the Debtors' business operations require them to maintain
voluminous records and complex accounting systems, relates James
H.M. Sprayregen, P.C., Esq., at Kirkland & Ellis LLP, in New York.

Due to the nature of the Debtors' business, the pressure incident
to the commencement of the Chapter 11 cases, and the fact that
certain prepetition invoices have not yet been received or entered
into the financial accounting system, the Debtors have begun, but
have not yet completed, compiling the information required to
complete the Schedules and Statements, Mr. Sprayregen explains.
Because of the complexity and diversity of their operations and
the numerous critical operational matters that their accounting
and legal personnel must address in the early days of the cases,
the Debtors anticipate they will be unable to complete the
Schedules and Statements in the time required under Rule 1007(c).

Adding to the difficulties in compiling the Schedules and
Statements is the nature of the Debtors' business, which consists
of operating 72 individual hotel properties scattered across 19
states and the District of Columbia, among the Debtor entities,
Mr. Sprayregen asserts.  He points out that while the Debtors'
consolidated ownership and management of the 72 properties allows
them to benefit from economies of scale by eliminating many of the
duplicative processes and costs that would otherwise apply to
properties owned and managed on an individual basis, it also comes
with its own burdens, especially with respect to compiling the
Schedules and Statements.

The substantial size, scope and complexity of the cases and the
volume of material that must be compiled and reviewed by the
Debtors' personnel to complete the Schedules and Statements for
each entity during the initial days of the cases provides ample
cause for justifying the requested extension, Mr. Sprayregen
further contends.

                   About Innkeepers USA Trust

Innkeepers USA Trust is a self-administered Maryland real estate
investment trust with a primary business focus on acquiring
premium-branded upscale extended-stay, mid-priced limited service,
and select-service hotels.

Innkeepers, through its indirect subsidiaries, owns and operates
an expansive portfolio of 72 upscale and mid-priced extended-stay
and select-service hotels, consisting of approximately 10,000
rooms, located in 20 states across the United States.

Apollo Investment Corporation acquired Innkeepers in June 2007.

Innkeepers USA Trust and a number of affilaites filed for Chapter
11 on July 19, 2010 (Bankr. S.D.N.Y. Case No. 10-13800).

Attorneys at Kirkland & Ellis LLP, serve as counsel to the
Debtors.  AlixPartners is the restructuring advisor and Marc A.
Beilinson is the chief restructuring officer.  Moelis & Company is
the financial advisor.  Omni Management Group, LLC, is the claims
and notice agent. The petition listed assets and debts of more
than $1 billion.

In 2009, Innkeepers' consolidated revenues were approximately
$292 million and adjusted EBITDA were approximately $85 million.
The Company's consolidated assets for 2009 totaled approximately
$1.5 billion.  As of July 19, 2010, the Company and its affiliates
have incurred approximately $1.29 billion of secured debt.

Bankruptcy Creditors' Service, Inc., publishes Innkeepers USA
Bankruptcy News.  The newsletter tracks the chapter 11
restructuring proceedings commenced by Innkeepers USA Trust and
its affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000).


IRVINE SENSORS: Inks Subscription Deal with 12 Investors
--------------------------------------------------------
Irvine Sensors Corporation entered into Subscription Agreements
with 12 accredited investors, pursuant to which the Company sold
and issued to the Investors an aggregate of 15,672.51 common stock
units at a purchase price of $12.825 per Unit in an additional
closing of a private placement.

The Unit Price was equal to 100 shares of the Company's Common
Stock multiplied by 75% of the last consolidated closing bid price
of the Company's Common Stock as determined in accordance with
Nasdaq rules immediately preceding the Company entering into the
binding Subscription Agreements. The $201,000 aggregate purchase
price for these Units was paid in cash to the Company.

Each Unit is comprised of (i) 100 shares of the Company's Common
Stock and (ii) a five-year warrant to purchase 20 shares of the
Company's Common Stock.  The exercise price applicable to the
Investor Warrants is $0.21 per share, which was greater than the
last consolidated closing bid price of the Company's Common Stock
as determined in accordance with Nasdaq rules immediately
preceding the Company entering into the binding Subscription
Agreements.

A total of 1,567,243 Shares were issued and the total number of
shares of Common Stock issuable upon exercise of the Investor
Warrants at the exercise price is 313,444 in the aggregate. The
Company may at its option expand this Private Placement.

In consideration for services rendered as the lead placement agent
in the Private Placement, on July 15, 2010, the Company paid the
placement agent cash commissions, a management fee and an expense
allowance fee aggregating $26,130, which represents 13% of the
gross proceeds of the initial closing of the Private Placement,
and the Company issued to the placement agent a five-year warrant
to purchase an aggregate of 203,743 shares of the Company's Common
Stock at an exercise price of $0.21 per share, which was greater
than the last consolidated closing bid price of the Company's
Common Stock as determined in accordance with Nasdaq rules
immediately preceding the Company entering into such warrant.

The Investor Warrants and Agent Warrant may be exercised in cash
or pursuant to a net exercise provision if the Company does not
register the shares of Common Stock issuable upon exercise of the
Investor Warrants or Agent Warrant on or prior to the six-month
anniversary of the issuance date of the warrants.  The Investor
Warrants and the Agent Warrant cannot be exercised for a period of
6 months and one day following the date of their issuance.  The
exercise price of the Investor Warrants and the Agent Warrant is
subject to adjustment for stock splits, stock dividends,
recapitalizations and the like.  The Investor Warrants and Agent
Warrant also are subject to a blocker that would prevent each
holder's Common Stock ownership at any given time from exceeding
4.99% of the Company's outstanding Common Stock.

None of the Units, Shares, Investor Warrants or Agent Warrant,
or the Common Stock issuable upon exercise thereof, has been
registered under the Securities Act of 1933 and none may be
offered or sold absent registration or an applicable exemption
from registration.  The Company does not plan to register the
Units, Shares, Investor Warrants or Agent Warrant, or the Common
Stock issuable upon exercise thereof.

The number of shares of the Company's Common Stock outstanding
immediately after the closing of the Private Placement was
26,944,800 shares.

                      About Irvine Sensors

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

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

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


JERRY MCWILLIS: BofA's Liquidating Plan OK'd; Files Amended Plan
----------------------------------------------------------------
Jerry A. McWillis and Janet Kaye McWillis filed with the U.S.
Bankruptcy Court for the District of Utah amended Plan of
Reorganization.

As reported in the Troubled Company Reporter on April 21, the
Debtors' Plan contemplates the sale of the Debtors' real property,
which includes the Commerce Drive properties (Parcels A, B, C, D,
E, J, and K), the Maplewood and Garden Acres, Salt Lake City
apartment complexes (Parcels F and G), a residential building lot
(Parcel H) situated at St. George, Utah, the McWillises' Salt Lake
City residence (Parcel I), and a cabin (Parcel L) situated at
Christmas Meadows, Utah.

Under the Debtors' Plan, from the proceeds of sale of any parcel
of the real property, the Reorganized Debtors will pay, to the
extent that funds are available, in the following order (a)
reasonable costs of sale; (b) all allowed secured claims secured
by that property; (c) any unsatisfied administrative claims; (d)
arrearages on other allowed secured claims, pro rata; (e) with all
remaining funds to be paid pro rata to the Class 15 unsecured
claims.

A full-text copy of the Debtors' amended Plan is available for
free at http://bankrupt.com/misc/JerryAMcWillis_AmendedDS.pdf

              Bank of America, N.A.'s Competing Plan

The Court approved Bank of America, N.A.'s competing Liquidating
Plan of Reorganization for the Debtors subject to these
modifications:

   a. updated values on certain properties owned by the Debtors;

   b. the proposed treatment of unencumbered property belonging to
      the Debtors, and the potential liquidation of the property
      by the Debtors or a Court-approved trustee, pursuant to the
      terms of any confirmed plan; and

   c. the attachment of, and reference to, the budget for the
      "Jerry & Janet McWillis Essential Living Expenses."

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

The solicitation of BofA's Plan was stayed to allow the Debtors to
file an amended Plan.

                      About Jerry A. McWillis

Jerry A. McWillis and Janet Kaye McWillis, of Salt Lake City, dba
J.A.M. Family Limited Partnership, filed for Chapter 11 relief on
October 9, 2008 (Bankr. D. Utah Case No. 08-26934).  Salt Lake
City-based J.A.M. Family Limited Parnership filed for Chapter 11
relief on October 27, 2008 (Bankr. D. Utah Case No. 08-27426).

On February 4, 2009, the Court approved the consolidation of the
cases under Case No. 08-26934 (Jerry McWillis and Janet Kaye
McWillis).

Anna W. Drake, Esq., at Anna W. Drake, P.C., represents the
Debtors as counsel.

When Jerry McWillis and Janet Kaye McWillis filed for protection
from their creditors, they listed total assets and total debts of
between $10 million and $50 million each.  When J.A.M. Family
Limited Partnership filed for protection from its creditors, it
listed total assets and total debts of between $1 million to
$10 million.


JETBLUE AIRWAYS: Earns $30 Million for Second Quarter 2010
----------------------------------------------------------
JetBlue Airways Corporation reported its results for the second
quarter 2010:

  * Operating income for the quarter was $94 million, resulting in
    a 10.1% operating margin, compared to operating income of $76
    million and a 9.4% operating margin in the second quarter of
    2009.

  * Pre-tax income for the quarter was $51 million.  This compares
    to pre-tax income of $36 million in the second quarter of
    2009.

  * Net income for the second quarter was $30 million, or $0.10
    per diluted share.  This compares to JetBlue's second quarter
    2009 net income of $20 million, or $0.07 per diluted share.

"We are pleased to report a return to profitability in the second
quarter with our highest-ever quarterly operating income," said
Dave Barger, JetBlue's CEO.  "During the quarter, we reported
record revenues, reflecting an improved demand environment and the
efforts of our outstanding crewmembers, who continue to be
recognized with awards for exceptional customer service.  Our
second quarter results demonstrate the progress we are making to
strengthen our network in Boston and New York, maximize revenues,
control costs and maintain a long-term sustainable growth rate."

                      Operational Performance

JetBlue reported record second quarter revenues of $939 million.
Revenue passenger miles for the second quarter increased 8.9% to
7.1 billion on a 5.5% increase in capacity, resulting in a second
quarter load factor of 82.0%, an increase of 2.5 points year over
year.

Yield per passenger mile in the second quarter was 11.93 cents, up
8.2% compared to the second quarter of 2009. Passenger revenue per
available seat mile for the second quarter 2010 increased 11.7%
year over year to 9.78 cents and operating revenue per available
seat mile increased 10.4% year-over-year to 10.81 cents.

Operating expenses for the quarter increased 15.5%, or $114
million, over the prior year period. JetBlue's operating expense
per available seat mile for the second quarter increased 9.5%
year-over-year to 9.72 cents.  Excluding fuel, CASM increased 8.2%
to 6.51 cents.

                      Fuel Expense and Hedging

JetBlue continued to hedge fuel to help manage price volatility.
Specifically, JetBlue hedged approximately 45% of its fuel
consumption during the second quarter, resulting in a realized
fuel price of $2.30 per gallon, a 12.3% increase over second
quarter 2009 realized fuel price of $2.05.  JetBlue recorded $2
million in losses on fuel hedges that settled during the second
quarter.

JetBlue has hedged approximately 47% of its third quarter
projected fuel requirements and 46% of its fourth quarter
projected fuel requirements with a combination of crude call
options, jet fuel swaps and heating oil collars.  JetBlue expects
an average price per gallon of fuel, including the impact of
hedges and fuel taxes, of $2.27 in the third quarter and $2.28 for
the full year 2010.

                       Balance Sheet Update

JetBlue ended the second quarter with approximately $1.0 billion
in unrestricted cash and short term investments, essentially
unchanged from the end of the first quarter.  "Our operating cash
flow allowed us to make prudent investments in the business while
maintaining a strong liquidity balance," said Ed Barnes, JetBlue's
CFO.

In July, UBS repurchased $49 million in par value of JetBlue's
auction rate securities. JetBlue used the proceeds from this sale
to repay a $40 million loan from UBS, which was secured by the
repurchased auction rate securities.  As a result of this sale,
JetBlue no longer holds any auction rate securities.

                 Third Quarter and Full Year Outlook

"We are encouraged by the strengthening revenue environment as we
continue to develop additional revenue streams with Sabre, our new
customer service and reservations system," said Barnes. "With some
of our biggest challenges behind us -- including the closure of
JFK Airport's principal runway and the implementation of Sabre --
we are optimistic about the rest of the year."

For the third quarter of 2010, PRASM is expected to increase
between 12 and 15 percent year over year.  RASM is expected to
increase between 11 and 14 percent year over year.  CASM is
expected to increase between three and five percent over the year-
ago period.  Excluding fuel, CASM in the third quarter is expected
to increase between two and four percent year over year.

PRASM for the full year is expected to increase between nine and
12 percent year over year.  RASM is expected to increase between
eight and 11 percent year over year.  CASM for the full year is
expected to increase between six and eight percent over full year
2009. Excluding fuel, CASM in 2010 is expected to increase between
four and six percent year over year.

Capacity is expected to increase between six and eight percent in
the third quarter and for the full year.

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6710

A full-text copy of the Company's investor's guidance is available
for free at http://ResearchArchives.com/t/s?6711

                      About JetBlue Airways

JetBlue Airways Corp., based in Forest Hills, New York, operates a
low-cost, point-to-point airline from a hub in New York.  JetBlue
serves 60 cities with 600 daily non-stop flights.

The Company reported $6.55 billion in total assets, $1.16 billion
in total current liabilities, $2.92 billion long-term debt and
capital lease obligations, $529 million construction obligation,
$397 million deferred taxes and others resulting to a
$1.53 billion stockholders' equity, as of Dec. 31, 2009.

                            *    *    *

According to the Troubled Company Reporter on Jan. 28, 2010,
Moody's Investors Service raised its ratings of JetBlue Airways,
Corp.; corporate family and probability of default ratings each to
Caa1 from Caa2.  Moody's also raised by one notch, its debt
ratings on the 3.75% Senior Unsecured Convertible Notes due 2035
to Caa3 from Ca, the respective Class G tranches of the Enhanced
Equipment Trust Certificates Series 2004-2 to B1 from B2, and the
Spare Parts EETC to Ba1 from Ba2, the Class B tranche of the Spare
Parts EETC to B2 from B3 and the senior unsecured industrial
revenue bonds to Caa3 from Ca.  Moody's also affirmed the SGL-3
Speculative Grade Liquidity rating and changed the outlook to
positive from stable.

The TCR reported on March 9, 2010, that Fitch Ratings affirmed the
Issuer Default Rating for JetBlue Airways at 'B-' and the senior
unsecured rating, which applies to approximately $470 million of
convertible notes, at 'CC' with a Recovery Rating of 'RR6'.  The
airline's Rating Outlook has been revised to Stable from Negative.


JEVIC TRANSPORTATION: Interline Trust Fund Dispute Going to Trial
-----------------------------------------------------------------
WestLaw reports that material issues of fact precluded summary
judgment for a carrier on its claim that funds held by the debtor-
trucking company were not property of the debtor's bankruptcy
estate.  The carrier asserted that, instead, pursuant to the
interline trust fund doctrine, the funds were being held in trust
for the benefit of the carrier, which had contracted with the
debtor to receive goods from specified interchange points and
transport them to customers.  In re Jevic Holding Corp., --- B.R.
----, 2010 WL 2787863 (Bankr. D. Del.).

Based in Delanco, New Jersey, Jevic Transportation Inc. --
http://www.jevic.com/-- provided trucking services.  Two
affiliates -- Jevic Holding Corp. and Creek Road Properties --
have no assets or operations.  The three debtors sought chapter 11
protection (Bankr. D. Del. Case No. 08-11008) on May 20, 2008.
Domenic E. Pacitti, Esq., and Michael W. Yurkewicz, Esq., at Klehr
Harrison Harvey Branzburg & Ellers, in Wilmington, Del., represent
the Debtors.  The U.S. Trustee for Region 3 has appointed five
creditors to serve on an Official Committee of Unsecured
Creditors.  Robert J. Feinstein, Esq., Bruce Grohsgal, Esq., and
Maria A. Bove, Esq., at Pachulski Stang Ziehl & Jones LLP, in
Wilmington, Del., represent the Official Committee of Unsecured
Creditors.

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

When the Debtors sought protection from their creditors, they
estimated assets and debts between $50 million and $100 million.
As reported in the Troubled Company Reporter, at April 30, 2010,
the Company had total assets of $608,228 and total liabilities
of $12,206,497.


JILLPLEX LLC: Case Summary & 6 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Jillplex, LLC
        4548 Commercial Avenue
        Madison, WI 53714

Bankruptcy Case No.: 10-15440

Chapter 11 Petition Date: July 20, 2010

Court: United States Bankruptcy Court
       Western District of Wisconsin (Madison)

Judge: Robert D. Martin

Debtor's Counsel: Richard S. Burris, Esq.
                  Burris Law Offices
                  P.O. Box 1452
                  Madison, WI 53701
                  Tel: (414) 469-8784

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

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

A list of the Company's 6 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/wswb10-15440.pdf

The petition was signed by Richard S. Burris, president.


KENNETH STARR: Seeks Release on $2 Million Bail
-----------------------------------------------
Dow Jones Newswires' Chad Bray reports that Kenneth Starr, the New
York financial adviser accused of defrauding his celebrity clients
and other investors out of about $59 million, is seeking to be
released on $2 million bail.

According to Mr. Bray, Flora Edwards, Esq., Mr. Starr's new
lawyer, proposed in court papers Monday that he be released on a
$2 million bond secured by $2 million in collateral. He would
remain under house arrest and be subject to electronic monitoring
under the proposal.  The report says Ms. Edwards noted federal
prosecutors initially agreed to bail for convicted Ponzi-scheme
operator Bernard Madoff. Mr. Madoff admitted in March 2009 to
running a decades-long Ponzi scheme that defrauded investors out
of billions of dollars and is serving 150 years in prison.

"In light of the fact that defendant Starr is willing to submit to
house arrest and electronic monitoring and surrender of his
passport, and unlike Madoff, has virtually no access to liquid
capital, the proposed bail conditions are more than sufficient to
assure his appearance notwithstanding the seriousness of the
offense," Ms. Edwards said.

According to the report, prosecutors from the U.S. Attorney's
office in Manhattan, however, said Mr. Starr has an incentive to
flee in part because he faces life in prison under federal
sentencing guidelines and has access to millions of dollars in
assets from his relatives.  "The defendant's access to funds, and
the willingness of others to commit funds to him, makes the threat
of flight here even more real," the report quotes Assistant U.S.
Attorney Michael Bosworth as saying.

A federal judge in Manhattan is expected to hear bail arguments on
Tuesday.

Mr. Starr, 66, has been jailed since his arrest on May 27 on fraud
and other charges.  He has pleaded not guilty to those charges.

Mr. Starr isn't the Kenneth Starr who was special prosecutor in
the Whitewater investigation during the Clinton administration.


LEHMAN BROTHERS: BNY Mellon Opposes Substantive Consolidation
-------------------------------------------------------------
Bank of New York Mellon Trust Company N.A., as trustee
representing creditors of Lehman Brothers Commodity Services,
filed court papers opposing the idea of substantively
consolidating the company and its affiliated debtors including
Lehman Brothers Holdings Inc.  BNY Mellon said the argument for
substantive consolidation is "meritless."

"These arguments appear to be made on behalf of a few individual
LBHI bondholders that are merely grabbing for a higher recovery
for LBHI creditors at the expense of subsidiary creditors," BNY
Mellon said.

BNY Mellon is arguing against an objection filed earlier by
another group of creditors, led by the California Public
Employees' Retirement System, which favors substantive
consolidation.  The CalPERS-led group argued that LBHI's
creditors stand to fare better if the company and its affiliated
debtors are substantively consolidated for purposes of the
distribution.

In substantive consolidation, guarantee claims are not
recognized, all assets of the companies are thrown into one pot
and their unsecured creditors receive same treatment.

According to BNY Mellon, LBCS cannot be consolidated with its
affiliated debtors because its books and records and those of
other Lehman units "are not hopelessly intertwined."  It added
that LBCS was also solvent as of May 31, 2008, based on the
report by the bankruptcy examiner who was appointed to
investigate LBHI's bankruptcy.

BNY Mellon, however, said that the Calpers group's objection has
merit in one respect, which is its call for more information.

"Without additional information, it appears that the plan gives
too much value to LBHI creditors at the expense of LBCS
creditors," BNY Mellon pointed out.  BNY Mellon urged the Court
to have LBHI and its affiliated debtors set up a data room so
that they can provide "meaningful data" to creditors.

BNY Mellon is trustee for holders of $700 million in bonds that
were issued by Main Street Natural Gas Inc. as part of a deal
that called for LBCS to supply natural gas to various
municipalities in return for payment from Main Street.  The bank
also holds a guarantee claim against LBHI.

                        About Lehman Brothers

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Has Paid $873,090,000 to Advisors So Far
---------------------------------------------------------
Lehman Brothers Holdings Inc. disclosed these cash receipts and
disbursements of the company, its affiliated debtors and other
controlled entities for the month ended June 30, 2010:

Beginning Cash & Investments (06/01/10) $18,395,000,000
Total Sources of Cash                     1,914,000,000
Total Uses of Cash                       (1,389,000,000)
FX Fluctuation                               (2,000,000)
                                         ---------------
Ending Cash & Investments (06/30/10)    $18,922,000,000

LBHI reported $2.366 billion in cash and investments as of
June 1, 2010, and $2.075 billion as of June 30, 2010.

The monthly operating report also showed that from September 15,
2008 to June 30, 2010, a total of $873,090,000 was paid to
professionals including ordinary course professionals employed
by the Debtors, the Official Committee of Unsecured Creditors,
the Chapter 11 examiner and the Fee Examiner.  Of the amount,
$311,628,000 was paid to Alvarez & Marsal LLC, the Debtors'
turnaround manager, while $200,587,000 was paid to Weil Gotshal &
Manges LLP, the Debtors' lead bankruptcy counsel.

A full-text copy of the June 2010 Operating Report is available
for free at http://bankrupt.com/misc/LehmanMORJune2010.pdf

                        About Lehman Brothers

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Insists on McIssac Testimony Against Barclays
--------------------------------------------------------------
Lehman Brothers Inc.'s trustee asks the U.S. Bankruptcy Court for
the Southern District of New York to deny the motion of Barclays
Capital Inc. to exclude the testimonies of Daniel McIsaac from
the records.

Mr. McIsaac serves as one of the witnesses of James Giddens,
LBI's trustee, who was called to testify about the exchange
traded derivatives and associated margin assets that were sold to
Barclays as well as about LBI's obligations under the Securities
Investor Protection Act and SEC rules.

Barclays earlier questioned the reliability of Mr. McIsaac's
statements, saying he is not an expert on exchange traded
derivatives and SIPA.

Neil Oxford, Esq., at Hughes Hubbard & Reed LLP, in New York,
says Barclays resorted "to attacking a few isolated statements"
from the witness' testimonies because the bank was not able to
challenge his analysis and assessment.

"These attacks are legally insufficient to justify the exclusion
of Mr. McIsaac's opinions because they do not challenge [his]
principles and methodology," Mr. Oxford says in a 20-page
statement filed with the Court.

According to Mr. Oxford, the witness conducted a "systematic and
granular analysis" of the risk that Barclays assumed in acquiring
LBI's exchange traded derivatives and derivatives clearing
business.  He points out that this systematic methodology helped
the witness to take account of differences in the risk profiles
of the various types of exchange traded derivatives and reach the
conclusion that Barclays assumed very little risk.

"Barclays does not challenge Mr. McIsaac's risk assessment and
fails to offer a sufficient basis for excluding [his] testimony
on this issue," he says.

Mr. Oxford also says that Barclays did not point out any defect
in the witness' methodology or opinions that would render
inadmissible his testimonies about LBI's obligations under the
SIPA and SEC rules.

In a related development, Lehman Brothers Holdings Inc. has urged
the Court to deny Barclays' motion to exclude from the records
the testimonies made by John Garvey and six other witnesses.

The witnesses supported the contention of the trustee, Lehman
Brothers Holdings Inc. and the Official Committee of Unsecured
Creditors that the "repo collateral" that was transferred to
Barclays under the 2008 sale was worth about $50 billion rather
than the $45.5 billion valuation that Barclays ascribed to those
assets on its public financial statements.

LBHI's attorney, Robert Gaffey, Esq., at Jones Day, in New York,
says the testimonies of the witnesses are relevant to the
valuation issues and will be helpful to the Court in making
decisions.  He added that the testimonies refute the statements
of Barclays' expert witness, Paul Pfleiderer.

Mr. Pfleiderer earlier said that Barclays did not receive a
$5 billion discount on the portfolio of securities it acquired in
connection with the sale of the broker-dealer business and that
there was no negotiation for the discount from the inception of
the deal.  He also said that Barclays undertook substantial risks
when it made the deal and that the bank adequately accounted for
its gain upon acquisition of the business.

According to Mr. Gaffey, the testimonies of Mr. Pfleiderer must
also be excluded from the records.

"[Mr.] Pfleiderer's opinion concerning whether Barclays received
a $5 billion discount when acquiring the repo collateral is
inadmissible. It is based on a methodology that, at bottom,
cannot be replicated or tested," Mr. Gaffey says, adding that the
expert witness also lacks the expertise to independently value
the repo collateral.

The witnesses executed the testimonies as part of LBHI's attempt
to claw back billions of dollars in excess assets that were
allegedly improperly transferred to Barclays under the deal.

LBHI earlier urged the Court to reverse its decision approving
the sale, accusing Barclays of receiving possibly $12 billion in
excess assets that were never disclosed when it bought the
broker-dealer business.

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

                        About Lehman Brothers

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Wins Nod of Deal With Silver Lake, et al.
----------------------------------------------------------
Lehman Brothers Holdings Inc. and its affiliated debtors received
court approval of a settlement agreement that would authorize
LBHI to sell its stake in Silver Lake Credit Fund LP.

Under the deal, SL Credit's general partner, Silver Lake
Financial Associates LP or a third party buyer will pay LBHI
92.5% of its capital account.  In return, SL Financial will drop
its claim against LBHI.

SL Financial's claim stemmed from LBHI's guarantee obligations to
SL Credit, which resulted from the obligations of the company's
foreign affiliate, Lehman Brothers International (Europe), to
SL Credit.

LBHI's capital account is being maintained by SL Financial for
the company's capital contribution as limited partner of SL
Credit.  The account is valued at $127,529,417 as of April 30,
2010.

Lori Fife, Esq., at Weil Gotshal & Manges LLP, in New York, says
the settlement allows LBHI to get near full recovery of its
capital account while avoiding the costs and delay that may
result from challenging the terms of its partnership agreement
with SL Credit through a judicial proceeding.

The settlement is formalized in a 22-page agreement, a copy of
which is available at:

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

                        About Lehman Brothers

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Has Nod to Transfer Servicing Rights to Aurora
---------------------------------------------------------------
Lehman Brothers Holdings Inc. obtained court approval to transfer
to Aurora Bank FSB the company's servicing rights to a portfolio
of loans sponsored by Fannie Mae.

The proposed transfer is part of a settlement made earlier by
LBHI and Aurora Bank to support the latter's business plan to
conduct mortgage loan origination, purchase and sale.  The
settlement was reached after Aurora Bank's primary regulator
issued a directive imposing restrictions on the bank's sources of
funding and origination of new loans because of its diminishing
capital level.

LBHI services about 40,000 residential mortgage loans with an
outstanding principal amount of about $8.8 billion.

The Official Committee of Unsecured Creditors has expressed
support for the transfer, saying the servicing rights "are worth
more in the bank's (Aurora Bank FSB) hands than in LBHI's hands."

"The transfer will benefit LBHI, as the bank's sole equity
holder, regardless of whether the settlement is ultimately
consummated," said the Creditors Committee's attorney, Mr. Dennis
Dunne, Esq., at Milbank Tweed Hadley & McCloy LLP, in New York,

Fannie Mae earlier filed a statement with the Court to clarify
that it had not yet consented to the transfer of the servicing
rights and had not reached an agreement with LBHI, Aurora Bank
and Aurora Loan Services LLC on the terms of the transfer.  The
statement was eventually withdrawn after LBHI filed a revised
proposed order clarifying that no provision in the order will
"prejudice, impair or be construed as a waiver" of any claims
asserted by Fannie Mae against LBHI or its affiliated debtors.

                        About Lehman Brothers

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Wins OK to Sell New Silk Stake to Berkeley
-----------------------------------------------------------
Lehman Brothers Holdings Inc. and its affiliated debtors received
approval from the U.S. Bankruptcy Court for the Southern District
of New York of an agreement authorizing the sale of LBHI's stake
in a private-equity fund to Berkeley Investment Ltd.

Under the deal, LBHI will sell its limited partnership interest
in New Silk Route PE Asia Fund LP in return for payment of
$441,226 from Berkeley, which will also assume the company's
outstanding and future obligations to contribute capital to the
equity fund.  Meanwhile, the fund's general partner, New Silk
Route PE Associates L.P., will drop its claim against LBHI, which
stemmed from the company's failure to contribute capital to NSRP
Asia.

LBHI decided to sell its stake because of its failure to provide
capital to NSRP Asia, which made a series of capital calls to its
investors since October 2008.  Under an April 27, 2007,
partnership agreement between NSRP Associates and LBHI, NSRP Asia
is entitled to sell LBHI's stake on its behalf if the company
defaults on a capital call.  As of September 15, 2008, the unpaid
portion of LBHI's commitment was $97 million.

"If LBHI does not enter into the agreement, it will likely not
recover any amount on account of its interest and, indeed, will
face a significant claim," says LBHI's attorney, Lori Fife, Esq.,
at Weil Gotshal & Manges LLP, in New York.

The deal is formalized in a 22-page agreement, a copy of which is
available at http://bankrupt.com/misc/LBHI_AgreementNewSilk.pdf

                        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)


LEVI STRAUSS: Names Fernando Aguirre as Chief Executive Officer
---------------------------------------------------------------
Levi Strauss & Co. announced the election of Fernando Aguirre,
chairman, president and chief executive officer of Chiquita Brands
International, Inc., to its board of directors effective October.

"Throughout his career, Fernando has successfully led large,
global consumer brands," said LS&Co. Chairman Richard Kauffman.
"He understands how to translate consumer insights into strategies
that drive growth across cultures.  [Mr. Aguirre's] experience as
a successful brand-builder and global leader will bring tremendous
insights to our board deliberations."

Mr. Aguirre joined Chiquita Brands International, Inc., in 2004.
Since taking over as Chiquita's CEO, he has led the company's
strategic business transformation, leveraging the strong equity of
the company's brands around the world, expanding into new markets
and products and acquiring other top food companies to secure
Chiquita's position as an international leader in fresh foods.

Before joining Chiquita, Aguirre spent 23 years at Procter &
Gamble Company in a number of senior leadership roles where he
managed multimillion-dollar global consumer businesses and help
set the company's global strategic direction as a member of its
Global Leadership Council. He earned his B.S. in Business
Administration at Southern Illinois University.

"I am excited to join the Levi Strauss & Co. board of directors
and help contribute to the legacy of this iconic company," said
Aguirre. "My experience leveraging powerful, trusted brands around
the world is a good fit with Levi Strauss & Co.'s strategic growth
plans.  I hope to bring meaningful experience and insights to the
work of the Levi Strauss & Co. board."

                     About Levi Strauss & Co.

Headquartered in San Francisco, California, Levi Strauss & Co. --
http://www.levistrauss.com/-- is one of the world's leading
branded apparel companies.  The Company designs and markets jeans,
casual and dress pants, tops, jackets and related accessories, for
men, women and children under the Levi's(R), Dockers(R) and
Signature by Levi Strauss & Co.(TM).  The Company markets its
products in three geographic regions: Americas, Europe, and Asia
Pacific.

As of February 28, 2010, the Company's balance sheet showed total
assets of $2.9 billion and total liabilities of $3.1 billion,
resulting in a stockholders' deficit of $265,455,000.

                           *     *     *

The Troubled Company Reporter reported on April 26, 2010, that
Standard & Poor's Ratings Services affirmed its 'B+' corporate
credit rating on San Francisco, Calif.-based Levi Strauss & Co.
The outlook is stable.

The TCR also reported that Moody's Investors Service assigned a B2
rating to Levi Strauss & Co proposed senior unsecured notes.  All
other ratings including its B1 Corporate Family Rating were
affirmed.  The rating outlook remains stable.

The TCR reported on April 7, 2010, that Fitch Ratings affirmed
Levi Strauss & Co.'s ratings: Issuer Default Rating at 'BB-';
$750 million Bank Credit Facility at 'BB+'; Senior unsecured notes
at 'BB-'; Senior unsecured term loan 'BB-'.


LINEAR TECHNOLOGY: Directors Acquire 3,000 Shares on July 22
------------------------------------------------------------
Several directors at Linear Technology Corp. disclosed in separate
Form 4 filings with the Securities and Exchange Commission that on
July 22 they acquired 3,000 shares of the Company's common stock:

     -- Arthur C. Agnos,
     -- John J. Gordon,
     -- David S. Lee,
     -- Richard M. Moley, and
     -- Thomas S. Volpe

Mr. Agnos has raised his stake to 6,000 shares.  He directly holds
those shares.

Mr. Gordon has raised his stake to 7,594 shares.  He directly
holds those shares.

Mr. Lee has raised his stake to 9,000 shares.  He directly holds
those shares.

Mr. Moley has raised his stake to 9,000 shares.  He directly holds
those shares.

Mr. Volpe has raised his stake to 73,000 shares.  He directly
holds those shares.

Milpitas, California-based Linear Technology Corporation (NASDAQ-
LLTC) -- http://www.linear.com/-- manufactures high performance
linear integrated circuits, including high performance amplifiers,
comparators, voltage references, monolithic filters, linear
regulators, DC-DC converters, battery chargers, data converters,
communications interface circuits, RF signal conditioning
circuits, uModuleO products, and many other analog functions.

The Company's balance sheet showed $1.61 billion in total assets
and $1.66 billion in total liabilities, for a stockholder's
deficit of $50.7 million.


LINEAR TECHNOLOGY: Posts $124.5MM Net Income for June 27 Quarter
----------------------------------------------------------------
Linear Technology Corporation reported financial results for the
quarter ended June 27, 2010.  Record quarterly revenues of
$366.2 million for the fourth quarter of fiscal year 2010
increased $54.8 million or 18% compared to the previous quarter's
revenue of $311.3 million and increased $158.1 million or 76% over
$208.0 million reported in the fourth quarter of fiscal year 2009.
Fourth quarter net income of $124.5 million included a non-cash
charge of $10.5 million, on the early retirement of a portion of
the Company's senior convertible notes.  Consequently, net income
increased $23.9 million or 24% over the third quarter of fiscal
year 2010 and increased $73.1 million or 142% over the fourth
quarter of fiscal year 2009 which had a lower tax rate of 21.5%
compared to 26.0% this quarter.

Diluted earning per share of $0.54 in the fourth quarter increased
$0.10 per share or 23% over the third quarter of fiscal year 2010
and increased $0.31 per share or 135% over the fourth quarter of
fiscal year 2009.  Net income was calculated in accordance with
U.S. Generally Accepted Accounting Principles and included
$7.1 million of non-cash interest expense and $10.5 million of
non-cash loss on the early retirement of a portion of the
Company's senior convertible notes.

Revenue for the year ended June 27, 2010 was $1.17 billion, an
increase of 21% or $201.5 million over revenue of $968.5 million
for the previous fiscal year.  Net income of $361.3 million for
fiscal year 2010 increased $72.1 million or 25% over
$289.2 million reported in the previous fiscal year.  Diluted EPS
for the year ended June 27, 2010 was $1.58, an increase of 23% or
$0.30 per share over the prior fiscal year.

During the fourth quarter the Company's cash, cash equivalents
and marketable securities decreased by $64.0 million to
$958.1 million, net of spending $154.2 million to retire
$154.9 million principle amount of the 3.0% Convertible Senior
Notes due May 2014.  A cash dividend of $0.23 per share will be
paid on August 25, 2010, to stockholders of record on August 13,
2010.

According to Lothar Maier, CEO, "One year ago as we entered fiscal
2010 we were starting to recover from a global recession and there
were concerns about the sustainability of the recovery.  However,
our recovery from the steep decline we experienced in fiscal 2009
was surprisingly rapid as we delivered four very strong quarters
of sequential growth, reaching record revenues in our fiscal third
quarter and again handily beating that mark in the fourth quarter.
Our growth was broad-based across all regions and end-markets,
most notably in the automotive, industrial and computer end-
markets.  Our team did a tremendous job of adeptly changing course
from a depressed market to one of strong growth.  We continued to
closely manage expenses and our rate of profitability improved,
culminating in operating margin of 53.1% of sales achieved during
the fourth quarter of fiscal year 2010.  We are exiting fiscal
2010 with a high degree of confidence as we believe we are in an
excellent position to grow our business.

We had another good bookings quarter with a firmly positive book
to bill ratio and orders continue to be strong at the start of the
current quarter.  While some bookings strength may be due to
expanding lead times industry-wide, we continue to believe that
the primary catalysts for our current growth are an increase in
our customer base, the commencement of new programs at existing
customers and an increase in end customer demand for existing
programs.  Though our first fiscal quarter is traditionally a
slower growth quarter for the Company, we currently believe we can
grow revenues in the 4% to 7% range sequentially for the first
quarter of fiscal 2011."

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?66fa

Milpitas, California-based Linear Technology Corporation (NASDAQ-
LLTC) -- http://www.linear.com/-- manufactures high performance
linear integrated circuits, including high performance amplifiers,
comparators, voltage references, monolithic filters, linear
regulators, DC-DC converters, battery chargers, data converters,
communications interface circuits, RF signal conditioning
circuits, uModuleO products, and many other analog functions.

Linear Technology reported $1.512 billion in total assets and
$1.627 billion in total liabilities resulting to a $114 million in
stockholders' deficit as of December 27, 2009.


LITTLE TOKYO: Asks for Court Okay to Use Cash Collateral
--------------------------------------------------------
Little Tokyo Partners, L.P., has sought authorization from the
U.S. Bankruptcy Court for the Central District of California to
use the cash collateral through October 15, 2010.

The entities with an interest in Cash Collateral are:

     (1) First-Citizens Bank & Trust Company (the Bank), as
         successor in interest to First Regional Bank.  The Bank
         is a beneficiary under: (i) that certain Promissory Note
         (Note 1), dated as of August 10, 2007, in the principal
         amount of $10,400,000, which it asserts is secured by a
         first priority lien on Weller Court (Weller Court), a
         mall located in the "Little Tokyo" area of Downtown Los
         Angeles.  As of the Petition Date, the outstanding
         principal amount due and owing under Note 1 was
         $10,400,000; (ii) that certain Promissory Note (the Note
         2), dated as of November 25, 2009, in the principal
         amount of $33,600,000, which it asserts is secured by a
         first priority lien on the Kyoto Grand Hotel and Gardens
         (the Hotel), also located in Little Tokyo.  As of the
         Petition Date, the outstanding principal amount due and
         owing under Note 2 was $33,580,415.83; and

     (2) Excell Investment Group, LLC.  On July 14, 2010, Excell
         funded a $300,000 loan to the Debtor, pursuant to a
         secured loan transaction, in order to fund the Chapter 11
         retainer payable to the Debtor's insolvency counsel.  The
         Excell loan is secured by a second priority deed of trust
         on the Hotel and Weller Court, which is subordinate to
         the Bank's first priority deed of trust on the Hotel and
         Weller Court.


Neeta Menon, Esq., at Stutman, Treister & Glatt Professional
Corporation, the attorney for the Debtor, explains that the Debtor
needs the money to fund its Chapter 11 case, pay suppliers and
other parties.  The Debtor will use the collateral pursuant to a
budget, a copy of which is available for free at:

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

In exchange for using the cash collateral, the Bank's and Excell's
lien interests will be adequately protected by: (1) the
maintenance and preservation of the going concern value of their
respective collateral, as described and discussed in section III-
B-1 below; and (2) replacement liens in any proceeds generated
from the postpetition use of the Properties.

Little Tokyo Partners, L.P. -- fka New Otani Hotel; aka Kyoto
Grand Hotel & Gardens; aka Little Tokyo Partners - Weller Court;
aka Weller Court; aka Littlte Tokyo Partners - Kyoto Grand Hotel &
Gardens -- a Delaware limited partnership, is a startup company
that owns the Hotel and Weller Court in the "Little Tokyo"3 area
of Downtown Los Angeles.  Built in 1977, the Hotel is the
centerpiece building and the only large, full-service hotel in
Little Tokyo.  The 21-story hotel was purchased by the Debtor in
2007 and features 434 guest rooms, meeting rooms and a hotel
restaurant.

The Company filed for Chapter 11 bankruptcy protection on July 15,
2010 (Bankr. C.D. Calif. Case No. 10-39113).  Neeta Menon, Esq.,
who has an office in Los Angeles, California, assists the Company
in its restructuring effort.  The Company estimated its assets and
debts at $10,000,001 to $50,000,000.


LITTLE TOKYO: Section 341(a) Meeting Scheduled for August 26
------------------------------------------------------------
The U.S. Trustee for Region 16 will convene a meeting of Little
Tokyo Partners, L.P.'s creditors on August 26, 2010, at 11:00 a.m.
The meeting will be held at 725 S Figueroa Street, Room 2610, Los
Angeles, CA 90017.

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.

Little Tokyo Partners, L.P. -- fka New Otani Hotel; aka Kyoto
Grand Hotel & Gardens; aka Little Tokyo Partners - Weller Court;
aka Weller Court; aka Littlte Tokyo Partners - Kyoto Grand Hotel &
Gardens -- a Delaware limited partnership, is a startup company
that owns the Hotel and Weller Court in the "Little Tokyo"3 area
of Downtown Los Angeles.  Built in 1977, the Hotel is the
centerpiece building and the only large, full-service hotel in
Little Tokyo.  The 21-story hotel was purchased by the Debtor in
2007 and features 434 guest rooms, meeting rooms and a hotel
restaurant.

The Company filed for Chapter 11 bankruptcy protection on July 15,
2010 (Bankr. C.D. Calif. Case No. 10-39113).  Neeta Menon, Esq.,
who has an office in Los Angeles, California, assists the Company
in its restructuring effort.  The Company estimated its assets and
debts at $10,000,001 to $50,000,000.


LODGENET INTERACTIVE: Black Horse Sells 1-Mil. Shares
-----------------------------------------------------
Black Horse Capital Management LLC sold 300,000 shares of LodgeNet
Interactive Corporation common stock in various transactions on
July 7, 2010.  Certain of the shares are held directly by Black
Horse Capital LP; Black Horse Capital (QP) LP; Black Horse Capital
Master Fund Ltd.; and Black Horse Offshore Fund.

Between July 1 and July 6, Black Horse sold 782,000 common shares.

Black Horse Capital Management LLC is the managing general partner
of the Black Horse Capital Fund and Black Horse QP, and is the
investment manager of Black Horse Offshore Fund, and may be deemed
to indirectly beneficially own the shares owned by such funds.
Dale Chappell is the managing member of Black Horse Management and
is deemed to indirectly beneficially own the shares of stock
beneficially owned by Black Horse Management.

Black Horse Capital Fund additionally owns 2,477 shares of the
Company's 10% Series B Cumulative Perpetual Convertible Preferred
Stock.  Black Horse QP Fund additionally owns 1,079 shares of
Preferred Stock.  Black Horse Offshore Fund additionally owns
1,390 shares of Preferred Stock.

                    About LodgeNet Interactive

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

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

                          *     *     *

As reported by the Troubled Company Reporter on June 21, 2010,
Standard & Poor's Ratings Services affirmed its ratings on Sioux
Falls, S.D.-based LodgeNet Interactive, including the 'B-'
corporate credit rating.  At the same time, S&P revised the rating
outlook to positive from stable.

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


LODGENET INTERACTIVE: PAR Investment Reports Equity Stake
---------------------------------------------------------
PAR Investment Partners LP disclosed in a regulatory filing on
Friday that it directly holds 1,205,800 shares of common stock of
LodgeNet Interactive Corp.

PAR also disclosed that it holds 1,984,127 shares of Series B
Convertible Preferred Stock.  The Series B Convertible Preferred
Stock is convertible as of June 29, 2009, at the option of the
holder.

PAR also holds Total Return Swaps in the Company.

A full-text copy of PAR's disclosure is available at no charge
at http://ResearchArchives.com/t/s?6706

                    About LodgeNet Interactive

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

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

                          *     *     *

As reported by the Troubled Company Reporter on June 21, 2010,
Standard & Poor's Ratings Services affirmed its ratings on Sioux
Falls, S.D.-based LodgeNet Interactive, including the 'B-'
corporate credit rating.  At the same time, S&P revised the rating
outlook to positive from stable.

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


LODGENET INTERACTIVE: Stockholders Elect 3 Directors
----------------------------------------------------
LodgeNet Interactive Corporation held its 2010 Annual Meeting of
Stockholders.  LodgeNet's Board proposed and the stockholders
approved:

   i) the election of three persons to the Board of Directors of
      LodgeNet to serve for three-year terms expiring in 2013 and
      until such directors' successors are elected and qualified;
      and

  ii) the ratification of the appointment of
      PricewaterhouseCoopers LLP as LodgeNet's independent
      registered public accounting firm for the fiscal year ending
      December 31, 2010.

The three directors were elected based upon the following votes:

                      For          Withheld   Broker Non-Votes
                      ---          --------   ----------------
J. Scott Kirby        11,772,563   607,055    4,802,625
Scott C. Petersen     11,831,578   548,040    4,802,625
Scott H. Shlecter     11,772,925   606,693    4,802,625

The appointment of PricewaterhouseCoopers LLP as LodgeNet's
independent registered public accounting firm for the fiscal year
ending December 31, 2010, was ratified.

                    About LodgeNet Interactive

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

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

                          *     *     *

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


MALANDRIN LLC: Case Summary & 18 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Malandrin, LLC
        c/o John T. Hamilton, Esq.
        Gess Mattingly & Atchison, PSC
        Lexington, KY 40507

Bankruptcy Case No.: 10-52316

Chapter 11 Petition Date: July 20, 2010

Court: United States Bankruptcy Court
       Eastern District of Kentucky (Lexington)

Judge: Tracey N. Wise

Debtor's Counsel: John Thomas Hamilton, Esq.
                  201 W Short St
                  Lexington, KY 40507-1231
                  Tel: (859) 252-9000
                  E-mail: jhamilton@gmalaw.com

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

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

A list of the Company's 18 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/kyeb10-52316.pdf

The petition was signed by Audrey L. Haisfield, managing member.


METALS USA: Posts $2.5 Million Net Income for June 30 Quarter
-------------------------------------------------------------
Metals USA Holdings Corp. reported its results for the three
months ended June 30, 2010.  Sales revenues for the second quarter
of 2010 were $335.0 million compared to sales revenues of
$287.9 million for the first quarter of 2010 and $267.8 million
for the second quarter of 2009.  Metal shipments for the second
quarter of 2010 were 270,000 tons, sequentially improved from
first quarter 2010 shipments of 249,000 tons and also better than
228,000 tons for second quarter 2009.  Operating income for the
second quarter of 2010 was $17.4 million, compared to
$12.7 million for the first quarter of 2010 and an operating loss
of $19.1 million recorded for the three months ended June 30,
2009.

Net income for the three months ended June 30, 2010, was
$2.5 million, or $0.07 per share.  The Company incurred a non-
recurring loss on the extinguishment of debt related to the
redemption of the Company's Senior Floating Toggle Notes due 2012
of $3.5 million in the second quarter of 2010 as well as a non-
recurring charge of $3.3 million related to termination of the
Company's advisory agreement with Apollo upon the completion of
the Company's initial public offering.  The impact of these non-
recurring charges was to decrease second quarter 2010 net income
by $4.2 million or $0.12 per share.

The company's balance sheet for June 30, 2010, showed
$705.9 million in total assets and $525.1 million in total
liabilities, for a $180.8 million total stockholders' equity.

Adjusted EBITDA, a non-GAAP financial measure used by the Company
and its lenders to evaluate the performance of the business, was
$25.7 million for the second quarter of 2010, which exceeds first
quarter 2010 Adjusted EBITDA of $18.2 million as well as second
quarter 2009 Adjusted EBITDA of negative $13.5 million.  Interest
expense for the second quarter of 2010 was $9.5 million, which
included $1.4 million of interest on the Toggle Notes.  The
Company recognized depreciation and amortization expenses of
$4.4 million in the three months ended June 30, 2010.

Lourenco Goncalves, the Company's Chairman, President and C.E.O.,
stated: "The second quarter was a decisive one for Metals USA. We
executed our Initial Public Offering, significantly improved our
balance sheet by paying off the Toggle Notes, and purchased a
great addition to our Company with J. Rubin."  Mr. Goncalves
added: "Our inventory, strong balance sheet and correct attitude
toward the business environment will continue to allow Metals USA
to capitalize on new growth opportunities."

On April 9, 2010, the Company completed its IPO of 11,426,315
shares of common stock at a price of $21.00 per share.  The
Company's stock began trading that day on the New York Stock
Exchange under the ticker symbol MUSA.  On April 14, 2010, the
Company announced the redemption of all of the Toggle Notes with
the IPO proceeds.  The redemption was completed on May 14, 2010.

On June 28, 2010, the Company acquired J. Rubin & Co. J. Rubin
operates four locations servicing the Illinois, Wisconsin and
Minnesota markets. J. Rubin's broad product range consists of
carbon steel bars, carbon plate and laser-cut flat-rolled
products.

The Company had $75.0 million drawn under its asset-based credit
facility at June 30, 2010, with excess availability of
$199.3 million which exceeds the $122.9 million available at
December 31, 2009.  Availability under the ABL Facility expanded
commensurate with the increase in working capital.  Net debt
decreased by $186.2 million during the quarter to $289.1 million
on June 30, 2010, due primarily to the redemption of all
outstanding Toggle Notes.  Net cash used in operating activities
for the six month period ending June 30, 2010, was $42.4 million.
During the second quarter 2010, the Company's working capital
increased due to an improving economy and seasonally stronger
demand combined with modestly increasing prices.  Capital
expenditures were $0.9 million for the quarter.

A full-text copy of the company's earnings release is available
for free at http://ResearchArchives.com/t/s?66f5

                         About Metals USA

Based in Houston, Texas, Metals USA Holdings Corp. --
http://www.metalsusa.com/-- provides a wide range of products and
services in the heavy carbon steel, flat-rolled steel, non-ferrous
metals, and building products markets.

                           *     *     *

The Troubled Company Reporter on April 13, 2010, reported that
Standard & Poor's Ratings Services raised its ratings on Houston-
based Metals USA Holdings and its wholly owned subsidiary, Metals
USA Inc., to 'B-' from 'CCC+'.  In addition, the ratings remain on
CreditWatch with positive implications.  S&P originally placed the
ratings on CreditWatch with positive implications on April 7,
2010, based on S&P's assessment that the company's near-term
operating performance is improving.

The TCR on April 14, 2010, reported that Moody's Investors Service
upgraded its ratings for Metals USA Holdings Corp. and assigned a
stable rating outlook to the North American metal distributor.
MUSA Holdings' corporate family rating was raised to B2 from B3
and the rating on the 11.125% notes issued by its subsidiary
Metals USA Inc. was raised to B3 from Caa1.  At the same time,
MUSA Holdings' speculative grade liquidity rating was affirmed at
SGL-3.


MIRAMAX FILMS: Disney Wants Buyer to Advance $40MM by Wednesday
---------------------------------------------------------------
According to The New York Times' Michael Cieply and Brooks Barnes,
people briefed on the sale of Miramax Films said The Walt Disney
Company wants an investment group that includes the construction
executive Ronald N. Tutor to make a nonrefundable $40 million
payment toward the purchase of Miramax by Wednesday to move
forward with a deal.  Should the deadline pass with no action,
Disney could take Miramax off the market or throw open the bidding
again to other suitors.

The NY Times says word of the deadline is the latest wrinkle in a
months-long effort to reach a deal for Miramax.  The NY Times
notes that potential buyers, including the co-founders of Miramax,
Bob and Harvey Weinstein, have either made no offer after checking
out a deal or have proposed terms that were far less than Disney
wanted.

The NY Times relates that several people who were briefed on the
sale -- and spoke on condition of anonymity because of the
confidentiality requirements -- said the deposit was to be
accompanied by a plan to finance the purchase for about
$650 million plus as much as $25 million in closing costs, though
signed commitments from lenders are not required by the Wednesday
deadline.

The NY Times reports that the bid remains complicated by questions
about the distribution of film franchises like the "Spy Kids" and
"Scary Movie" series, in which the Weinsteins, who ran Miramax
before leaving in 2005, continue to hold rights.

Mr. Tutor, who is the chief executive of the Tutor Perini
Corporation, told the NY Times on Monday he was blocked from
discussing the proposed purchase by a confidentiality agreement
that expires on Thursday.  Asked about the deposit, Mr. Tutor
said: "You'll know by Wednesday."

Mr. Tutor's group includes the private equity firm Colony Capital,
which has been guided in the transaction by Richard D. Nanula, a
former chief financial officer of Disney who joined Colony two
years ago.

According to the NY Times, Mr. Tutor's group was granted an
exclusive bargaining window for Miramax after talks with a group
led by the Weinsteins and their principal backer, the investor Ron
Burkle, collapsed amid dickering over a bid that was lowered to
$565 million from about $600 million during a similar exclusive
bargaining period.  The NY Times relates that the Burkle-Weinstein
group on Monday appeared poised to re-enter the bidding if the
Tutor effort failed, according to people who were briefed on that
bid, although Disney may chose not to restart talks with the
group.

The NY Times adds that, as of late last week, according to people
who were briefed on the sale, the Tutor group was still scrambling
to lock up financing.  The NY Times says Mr. Tutor suggested that
any move to pay a deposit would settle such questions. "Nobody's
going to put up that kind of money if there's any doubt," he said.

                          About Miramax

Miramax Films -- http://www.miramax.com/-- is the art-
house/independent film division of The Walt Disney Company, and
acts as both producer and distributor for its own films or foreign
films.  Disney acquired Miramax in 1993 from the Weinstein
brothers, who continued to oversee the outfit until 2005, when
they left to found the Weinstein Company.

Brothers Bob and Harvey Weinstein founded Miramax in 1979 and
named it for their parents, Max and Miriam Weinstein.  The
Weinsteins sold the film outfit to Disney in 1993 and left in 2005
to start their current film studio.

Citing The New York Times and The Wall Street Journal, the
Troubled Company Reporter on February 2, 2010, reported that Walt
Disney has been seeking buyers for its Miramax film unit.  Brooks
Barnes at The New York Times, citing a mergers and acquisitions
expert with knowledge of the process, said Disney has attracted
seven to 10 interested bidders.  According to New York Times'
source, the initial discussions indicate a price of more than $700
million for the Miramax name and its 700-film library.

The Wall Street Journal's Ethan Smith said Disney has been
gradually dismantling Miramax's filmmaking capacity for some time,
laying off staff and executives.  In January, Disney closed
Miramax's offices and dismissed the majority of its remaining
personnel.


NEWLOOK INDUSTRIES: Expects to Submit Annual Report by July 31
--------------------------------------------------------------
Newlook Industries Corp. provided an update on the delay in filing
its financial statements for the year ended December 31, 2009,
along with associated management discussion and analysis and
CEO/CFO certifications.

The Company anticipates issuing its Annual Filings by July 31,
2010.  Newlook's auditors, Deloitte & Touche LLP, are presently
engaged in completing the audit of the annual financial
statements.  Significant progress has been made and completion of
the audit is imminent.

Shortly after the issuance of the Annual Filings, Newlook plans to
file the financial statements for the quarter ended March 31,
2010, along with the associated MD&A and CEO/CFO certification.

The TSX Venture Exchange suspended trading in the Company's
securities on July 2, 2010 as a result of a Cease Trade Order
("CTO") issued by the Ontario Securities Commission.  The CTO is
expected to be in place until shortly after the receipt by the OSC
of all Annual and Interim Filings that Newlook is required to
make.  Reinstatement to trading can occur only when the CTO is
revoked and the TSXV has concluded its reinstatement review to
ensure the Company has satisfactorily complied with all TSXV
requirements.

Newlook shall continue to keep the market continuously informed of
any developments during the period of default.

                   About Newlook Industries


Headquartered in King City, Ontario, Newlook Industries Corp. --
http://www.sedar.com-- is a publicly traded company listed on the
TSX Venture Exchange.


NPS PHARMACEUTICALS: Completes Patient Randomization in Phase 3
---------------------------------------------------------------
NPS Pharmaceuticals completed the patient randomization in its
Phase 3 registration study of GATTEX (teduglutide).  The double-
blind, placebo-controlled safety and efficacy study, which is
known as STEPS, is being conducted in patients with parenteral
nutrition dependent short bowel syndrome and is now fully
randomized with 86 patients.

"The timely completion of randomization in this Phase 3 study
marks a significant milestone in our development program for
GATTEX in short bowel syndrome," said Francois Nader, MD,
president and chief executive officer of NPS Pharmaceuticals.
"Short bowel syndrome can be highly debilitating and negatively
impact quality-of-life. We believe GATTEX could represent an
important advancement in patient care as a potential first-in-
class therapy for reducing parenteral nutrition dependence by
rehabilitating the intestine and enhancing nutrient absorption.
We look forward to delivering our objective of reporting top line
results early next year and filing a New Drug Application with the
U.S. Food and Drug Administration as soon as possible thereafter."

SBS is a rare disorder characterized by the poor absorption of
nutrients that typically occurs in people who have had more than
50% of their small intestine removed.  A proportion of SBS
patients require the use of chronic PN or intravenous feeding
to supplement and stabilize their nutritional needs.  Given
GATTEX's mechanism of action, which is specific to promoting
gastrointestinal rehabilitation, NPS believes it has the potential
to treat PN-dependent SBS and other gastrointestinal conditions
associated with intestinal failure.

                     About NPS Pharmaceuticals

Based in Bedminster, New Jersey, NPS Pharmaceuticals Inc. (Nasdaq:
NPSP) -- http://www.npsp.com/-- is developing specialty
therapeutics company for gastrointestinal and endocrine disorders
with high unmet medical need.  The Company is currently advancing
two late-stage programs.  Teduglutide, a proprietary analog of
GLP-2, is in Phase 3 clinical development for intestinal failure
associated with short bowel syndrome as GATTEX(TM) and in
preclinical development for gastrointestinal mucositis and
necrotizing enterocolitis.

The Company's balance sheet at December 31, 2009, showed
$159.5 million in total assets and $382.3 million in total
liabilities for a $222.7 million stockholders' deficit.

According to the Company, it has not been profitable since its
inception in 1986.  As of December 31, 2009, the company had an
accumulated deficit of approximately $922.7 million.  At present,
revenue from product sales has been in the form of royalty
payments from Amgen on sales of Sensipar, royalty payments from
Nycomed on sales of Preotact, royalty payments from Kyowa Kirin
on sales of REGPARA, milestone revenue from the company's
collaborative agreements with Nycomed, product sales to Nycomed
and beginning in 2009, royalty payments on sales of Nucynta by
Ortho-McNeil.

OrbiMed Advisors LLC and OrbiMed Capital LLC hold shares on behalf
of Eaton Vance Worldwide Health Sciences (2,385,000 shares), Eaton
Vance Emerald Worldwide Health Sciences (39,000 shares), Eaton
Vance Variable Trust (45,000 shares), and Finsbury Worldwide
Pharmaceutical Trust (1,850,000 shares).


MODOC COUNTY: California Considers Loan for Troubled County
-----------------------------------------------------------
California finance officials will consider whether to loan as much
as $12.5 million to Modoc County as the rural, financially
distressed municipality prepares for the possibility of a
chapter 9 filing, American Bankruptcy Institute reports.



OAK SONG: Voluntary Chapter 11 Case Summary
-------------------------------------------
Debtor: Oak Song, LLC
        5150 Fair Oaks Boulevard, #101-239
        Carmichael, CA 95608

Bankruptcy Case No.: 10-39123

Chapter 11 Petition Date: July 20, 2010

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

Judge: Christopher M. Klein

Debtor's Counsel: Kenrick Young, Esq.
                  52 Seraspi Court
                  Sacramento, CA 95834
                  Tel: (916) 929-6865

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

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

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

The petition was signed by Jennifer Bae, managing member.


ON SEMICONDUCTOR: S&P Puts 'BB-' Rating on CreditWatch Positive
---------------------------------------------------------------
Standard & Poor's Ratings Services said it placed its ratings,
including the 'BB-' corporate credit rating, on Phoenix-based ON
Semiconductor and its subsidiary on CreditWatch with positive
implications.  The action follows the company's July 16, 2010
announcement that it has agreed to acquire Gunma, Japan-based
SANYO Semiconductor from SANYO Electric Co. for approximately
$129 million in cash and $238 million in stock, for a total
consideration of $366 million.

"The CreditWatch placement primarily reflects the company's
successful evolution of its business profile toward a primarily
proprietary analog semiconductor provider model with less emphasis
on typically lower margin standard products," said Standard &
Poor's credit analyst Joseph Spence.  The pending acquisition of
SANYO Semiconductor enhances this product mix transition and
expands ON's access to the Japanese semiconductor market, which
represents about 18% of global semiconductor sales.

Standard & Poor's will meet with management to assess ON's
business and consolidation strategy, execution timeline, and
expected operating performance before resolving the Credit Watch.


PACIFIC AVENUE: Has 90 Days to File Plan to Save Company
--------------------------------------------------------
Tony Burbeck at NewsChannel 36 notes that a federal bankruptcy
court gave 90 days to EpiCentre to come up with a plan to save the
company or risk losing ownership.  In addition, the court allowed
the company to continue using accounts and make salary payments.

                     About Pacific Avenue

Pacific Avenue LLC and an affiliate filed Chapter 11
Petitions July 22 (Bankr. W.D. N.C. Case No. 10-32093).

Afshin Ghazi commenced bankruptcy proceedings after Regions Bank
commenced a foreclosure proceeding against his companies.  Pacific
Avenue said it expects to come up with a viable plan and
reorganized debt, structured for long term success, according to
wsoctv.com.

Pacific Avenue LLC and Pacific Avenue II LLC are the companies
established by Afshin Ghazi to develop the EpiCentre entertainment
and retail center in Charlotte, North Carolina.


PACIFIC ENERGY: Files Liquidating Plan and Disclosure Statement
---------------------------------------------------------------
Bankruptcy Law360 reports that with its California and Alaska
properties sold off, Pacific Energy Resources Ltd. and affiliates
are moving to complete its liquidation with the submission of a
proposed Chapter 11 plan and disclosure statement.  Law360 says
the company filed its disclosure statement and proposed
liquidation plan Wednesday with the support of its official
committee of unsecured creditors.

                       About Pacific Energy

Headquartered in Long Beach, California, Pacific Energy Resources
Ltd. -- http://www.pacenergy.com/-- engaged in the acquisition
and development of oil and gas properties, primarily in the United
States.  The Company and seven of its affiliates filed for
Chapter 11 protection on March 8, 2009 (Bankr. D. Del. Lead Case
No. 09-10785).  The petition listed between $100 million and
$500 million each in assets and debts.

Attorneys at Pachulski Stang Ziehl & Jones LLP, serve as
bankruptcy counsel to the Debtors.  The Debtors also tapped Rutan
& Tucker LLP as special corporation and litigation counsel;
Schully, Roberts, Slattery & Marino, PLC, as special oil and gas
and transactional counsel; Devlin Jensen as special Canadian
counsel; Scott W. Winn, at Zolfo Cooper Management, LLC, as chief
restructuring officer; Lazard Freres & Co. LLC as investment
banker; and Albrecht & Associates, Inc., as agent for the Debtors
in the sale of their oil and gas properties.  Omni Management
Group, LLC, is the claims, balloting, notice and administrative
agent for the Debtors.


PAJAAMCO FAMILY: Can Sell O&E Condominiums to Pay Rio Bank
----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas
authorized PAJAAMCO Family Limited Partnership to sell O&E
Commercial Condominiums.

The Debtor will sell unit 3, Building O and E, O&E Commercial
Condominiums, is a condominium project in Hidalgo County, Texas
for $201, 093, plus additional amounts of interest and reasonable
expenses of collection including attorney's fees that accrue to
time of closing.

The Debtor will use the proceeds to pay the Rio Bank loan in full.

                   About PAJAAMCO Family Limited

McAllen, Texas-based PAJAAMCO Family Limited Partnership, fdba
Pajamco Family Limited Partnership, filed for Chapter 11
bankruptcy protection on January 4, 2010 (Bankr. S.D. Texas Case
No. 10-70010).  John Kurt Stephen, Esq., at Cardena Whitis and
Stephen, assists the Company in its restructuring effort.  The
Company has assets of $26,760,745, and total debts of $15,664,200.


PEPPERWELL OAKS: Case Summary & 6 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Pepperwell Oaks Developers, L.L.C.
        6400 Desiree Drive
        Norman, OK 73071

Bankruptcy Case No.: 10-14389

Chapter 11 Petition Date: July 20, 2010

Court: United States Bankruptcy Court
       Western District of Oklahoma (Oklahoma City)

Judge: Niles L. Jackson

Debtor's Counsel: O. Clifton Gooding, Esq.
                  The Gooding Law Firm
                  1200 City Place Building
                  204 N Robinson Avenue
                  Oklahoma City, OK 73102
                  Tel: (405) 948-1978
                  Fax: (405) 948-0864
                  E-mail: cgooding@goodingfirm.com

Scheduled Assets: $2,250,294

Scheduled Debts: $3,062,356

A list of the Company's 6 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/okwb10-14389.pdf

The petition was signed by Jerl Methvin, member manager.


PICCADILLY INN: Files Voluntary Petition for Chapter 11
-------------------------------------------------------
Regis Hotel I, LLC, disclosed that on behalf of Piccadilly Inn
Hotels that three Piccadilly Inn locations, have filed a voluntary
petition under Chapter 11 of the United States Bankruptcy Code.
The properties affected are Piccadilly Inn Airport, Piccadilly Inn
Shaw, and Piccadilly Inn Express locations in California.

Restructuring under Chapter 11 allows Piccadilly Inn to continue
normal operations led by current management, while restructuring
its financial indebtedness.  Hotel operations at all three
locations will continue as normal with no anticipated impact on
guests, suppliers, and employees.

"The current economy has greatly reduced both tourist travel and
business travel causing the hotel industry to be crushed.  We're
fortunate enough that the Piccadilly Inn hotels are well
established properties with a strong reputation in the area.  Most
importantly, there will be no interruption in service to our
clients and guests and we will continue seamless day to day
operation of all four Piccadilly Inn locations," commented Steven
Moore, Vice President of Regis Hotel I, LLC.

                   About Piccadilly Inn Hotels

For over 30 years, the Piccadilly Inn Hotels have been considered
Fresno's very own neighborhood hotels.  Known for gracious and
unmatched service, all Piccadilly hotels feature deluxe
accommodations at affordable rates conveniently located throughout
the greater Fresno area.


PMP II: to Convey Asset for a 25% Membership Interest in HKMP LLC
-----------------------------------------------------------------
PMP II, LLC, filed with the U.S. Bankruptcy Court for the Northern
District of Texas a proposed Plan of Reorganization and
explanatory Disclosure Statement.

The Debtor will begin soliciting votes on the Plan following
approval of the adequacy of the information in the Disclosure
Statement.

The Debtor's principal asset is an approximately 69 acre parcel of
vacant land known as Paradise Memorial Park or Hawaii Kai Memorial
Park located at Hawaii Kai Drive, Honolulu, Hawaii.

According to the Disclosure Statement, the Plan provides for a
reorganization of all liabilities owed by the Debtor.  The Debtor
will convey the property to HKMP, LLC, in exchange for a 25%, non-
dilutable membership interest in HKMP, LLC, the venture created to
develop the Property into a cemetery.  As a member of HKMP, LLC,
the Reorganized Debtor will be entitled to cash distributions as
the Property is developed and revenue is generated from the sale
of burial plots, niches, crypts and other services.

Under the Plan, the Class 3 Claim of the Hawaiians will be
converted to an equity interest in HKMP, LLC.  The Hawaiians claim
will be converted to a 75% equity interest in HKMP, LLC, which
interest will be allocated pursuant to the Limited Liability
Company Operating Agreement of HKMP, LLC.  The remaining 25%
equity interest in HKMP, LLC will belong to the Reorganized Debtor
and be non-dilutable.  The Debtor will contribute, transfer and
convey all right, title and interest in the property to HKMP, LLC
in exchange for a 25% membership interest in HKMP, LLC.

Class 4 Allowed General Unsecured Claims will receive 100% of
their Allowed Claims out of the cash distributions payable to the
Reorganized Debtor until creditors holding Allowed General
Unsecured Claims are paid in full.

Class 5 Equity Interest Holders will assign all right, interest
and title in the Reorganized Debtor to Bagelpipe.

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

The Debtor is represented by:

    Gerrit M. Pronske. Esq.
    E-mail: gpronske@pronskepatel.com
    Rakhee V. Patel, Esq.
    E-mail: rpatel@pronskepatel.com
    Melanie P. Goolsby, Esq.
    E-mail: mgoolsby@pronskepatel.com
    Pronske & Patel, P.C.
    2200 Ross Avenue, Suite 5350
    Dallas, TX 75201
    Tel: (214) 658-6500
    Fax: (214) 658-6509

                        About PMP II, LLC

Chicago, Illinois-based PMP II, LLC, dba Paradise Memorial Park,
filed for Chapter 11 bankruptcy protection on January 7, 2010
(Bankr. N.D. Texas Case No. 10-30252).  The Company listed
$10,000,001 to $50,000,000 in assets and $10,000,001 to
$50,000,000 in liabilities.


POWER EFFICIENCY: Three Resign from Board of Directors
------------------------------------------------------
Dick Morgan, Gary Rado and George Boyadjieff resigned from the
board of directors of Power Efficiency Corporation effective as of
the close of business July 16, 2010.  Messrs. Morgan, Rado, and
Boyadjieff were members of the Company's audit committee.  Morgan
et al. were members of Company's compensation committee.

Messrs. Morgan, Rado and Boyadjieff's resignations are purely
personal in nature and not as a result of any disagreement with
the Company on any matter relating to the Company's operations,
policies or practices.  On July 16, 2010, at a duly held meeting
of the board of directors of the Company, the board elected each
of Mark Lehman and Herman Sarkowsky to serve on the board of
directors of the Company until the next annual meeting of the
Company's stockholders or such time as his successor is elected.

Mr. Lehman was a Partner at JANA Partners LLC from 2002 to June
2010.  Prior to joining JANA Partners, Mr. Lehmann was an analyst
at Appaloosa Management L.P. from 1999 to 2002.  Prior to that,
Mr. Lehman had been an associate at NationsBanc Montgomery
Securities, the Founder and President of Legacy Investment
Research, and an Equity Research Associate at S.A.C. Capital
Advisors, Morgan Stanley & Co. and Lehman Brothers.  Mr. Lehman
graduated with an M.B.A. from the Wharton School at the University
of Pennsylvania in 1999 and with a B.S. from the Stern School of
Business, New York University in 1993.

Herman Sarkowsky is President of Sarkowsky Investment Corporation,
a private investment firm for more than the past five years and
serves on the Board of Directors of WebMD (NASDAQ), an online
provider of medical information, and University of Washington
Medical Center for more than the past five years.  Mr. Sarkowsky
has been in the home building and construction business since
l950. He developed the Key Tower in Seattle, was a partner in the
Frederick and Nelson department store chain, and founded the
United Homes Corporation in the 1960s.  Mr. Sarkowsky has served
as a member of the Washington State Racing Association and was a
co-founder of two major sports franchises in the Pacific
Northwest, the Portland Trail Blazers of the NBA and the Seattle
Seahawks of the NFL.  Mr. Sarkowsky graduated in 1949 from the
University of Washington with a B.A. in Business.

                      About Power Efficiency

Las Vegas, Nev.-based Power Efficiency Corporation (OTC BB: PEFF)
-- http://www.powerefficiency.com/-- is a clean technology
company focused on efficiency technologies for electric motors.

On February 18, 2010, Power Efficiency signed a global supply
agreement with one of the largest manufacturers and service
providers of elevators and escalators.  The OEM tested and
evaluated the Company's product for over a year.  The OEM intends
to include the Company's products as one of the standard motor
control options for new escalators and to offer it as an energy
efficiency retrofit upgrade for existing escalators.  The OEM
produces thousands of new escalators per year out of factories in
Europe and Asia and has service contracts for tens of thousands of
escalators throughout the world.

The Company's balance sheet at March 31, 2010, showed $2.5 million
in total assets and $1.7 million in total liabilities, for a
$758,466 million total stockholders' deficit.

Sobel & Co., LLC, in Livingston, N.J., expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted that the Company has suffered recurring
losses from operations, and the Company has experienced a
deficiency of cash from operations.


PRIUM MEEKER: Section 341(a) Meeting Scheduled for August 18
------------------------------------------------------------
The U.S. Trustee for Region 18 will convene a meeting of Prium
Meeker Mall LLC's creditors on August 18, 2010, at 1:30 p.m.  The
meeting will be held at Courtroom J, Union Station, 1717 Pacific
Avenue, Tacoma, WA 98402.

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.

Tacoma, Washington-based Prium Meeker Mall LLC filed for Chapter
11 bankruptcy protection on July 14, 2010 (Bankr. W.D. Wash. Case
No. 10-45713).  Timothy W. Dore, Esq., at Ryan Swanson & Cleveland
PLLC, assists the Company in its restructuring effort.  The
Company estimated its assets and debts at $10,000,001 to
$50,000,000.

These affiliates filed separate Chapter 11 petitions:

                                                Petition
  Debtor                              Case No.     Date
  ------                              --------     ----
Chelsea Heights LLC                    10-44959    06/18/10
Prium Tumwater Buildings LLC           10-44962    06/18/10
Prium Kent Retail LLC


QSGI INC: Inks Settlement Agreement with John Riconda
-----------------------------------------------------
On July 2, 2010, QSGI, Inc., et al., and John Riconda filed a
joint motion for approval of their agreement to settle asserted
claims by both parties against each other with the United States
Bankruptcy Court, Southern District of Florida, West Palm Beach
Division, relating to the ownership of the stock of Contemporary
Computer Services, Inc. ("CCSI").

Debtors and Mr. Riconda are parties to certain pre-petition
agreements pursuant to which Mr. Riconda sold shares of stock he
held in CCSI, a New York corporation, to QSGI Inc.'s wholly owned
subsidiary, QSGI-CCSI, Inc., a Delaware corporation.

Pursuant to the pre-petition agreements, the stock was held in
escrow and, served as security for payment on certain promissory
notes given to Mr. Riconda by the Debtors.  The stock is currently
being held in escrow with Meltzer, Lippe, Goldstein & Breitstone,
LLP, as escrow agent, pending further order of a court of
competent jurisdiction.

Mr. Riconda submitted a proof of claim, as a secured lender, in
the amount of $10,909,000 and QSG1-CCSI, Inc., listed Mr. Riconda
on its "Schedule" D of secured creditors in the Bankruptcy
Proceeding as the sole secured creditor, with a claim of
approximately $10 million, secured by the stock of CCSI.

On March 26, 2010, Mr. Riconda filed a Motion to Compel
Abandonment, which sought the entry of an order, inter alia,
compelling the Debtors to abandon the stock to him.  The Debtors
asserted substantive and procedural defenses to the Abandonment
Motion in their response.

On or about June 24, 2010, the parties entered into a settlement
agreement.  Pursuant to the agreement, QSGI shall abandon 100% of
the capital stock of CCSI, Inc., to Mr. Riconda and Mr. Riconda
releases his rights with respect to QSGI, except as specifically
set forth in the agreement.  Following court approval of the
settlement agreement Mr. Riconda shall have no further secured
rights in QSGI and shall retain an unsecured claim against QSGI in
the amount of $10,159,000.

A full-text copy of the Settlement Agreement and Mutual Release is
available for free at http://researcharchives.com/t/s?66fe

                         About QSGI, Inc.

Palm Beach, Florida-based QSGI, Inc., and its affiliates provide
technology services and maintenance geared towards both uses of
enterprise class hardware as well as the uses of business -
competing hardware.  The Debtors filed for Chapter 11 on July 2,
2009 (Bankr. S.D. Fla. Lead Case No. 09-23658).  Bradley S.
Shraiberg, Esq., at Shraiberg, Ferrara, Landau P.A., represents
the Debtors in their restructuring efforts.  The Debtors listed
between $10 million and $50 million each in assets and debts.


RIALTO HEIGHTS: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Rialto Heights LLC
        189 Quincy Avenue
        Long Beach, CA 90803

Bankruptcy Case No.: 10-39796

Chapter 11 Petition Date: July 20, 2010

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

Judge: Vincent P. Zurzolo

Debtor's Counsel: Michael Leight, Esq.
                  6700 E Pacific Coast Highway #237
                  Long Beach, CA 90803
                  Tel: (562) 430-1009

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

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

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

The petition was signed by Larry Boren, managing member.


RICCO INC: Bankruptcy Counsel Withdrawn from Reorganization Case
----------------------------------------------------------------
The Hon. Patrick M. Flatley of the U.S. Bankruptcy Court
for the Northern District of West Virginia has withdrawn John F.
Wiley and Todd Johnson as counsel for Ricco, Inc.

Messrs. Wiley and Johnson related that they have accomplished the
tasks which the Debtor hired them for.  The Debtors hired them as
bankruptcy counsels solely to prepare their documents and to
represent the Debtors in their Chapter 11 cases, including the
filing of liquidating plans.

Elk Garden, West Virginia-based Ricco, Inc. -- aka Amico Partners,
Ambizioso Partners, Lupo Tana Partners, and Tre Manichinos
Partners -- filed for Chapter 11 bankruptcy protection on
January 7, 2010 (Bankr. N.D. W.V. Case No. 10-00023).  Todd
Johnson, Esq., at Johnson Law, PLLC, assists the Company in its
restructuring effort.  The Company has assets of $15,162,600, and
total debts of $4,093,674.


RIVERHEAD PARK: Files Amended Plan of Reorganization
----------------------------------------------------
Riverhead Park Corp. filed with the U.S. Bankruptcy Court for the
Eastern District of New York amended Plan of Reorganization.

As reported in the Troubled Company Reporter on Jun 29, 2010,
according to the Disclosure Statement, the Plan provides that the
funds for payment under the Plan will come from the sale of the
real property with the closing to take place after 14 days
subsequent to the order of confirmation becoming final and non-
appealable.  If the sale proceeds, if any, be insufficient to fund
the plan in its entirety, other funds will come from any recovery
due the Debtor arising from the litigation in federal court
against the Town of Riverhead and the other defendants.

                        Treatment of Claims

Class 2 - 54 LLC and Parlex Investors LLC, the mortgagee:  The
          Debtor will pay the lien and advanced sale costs from
          the sale proceeds or transfer of title if the mortgagee
          is the purchaser at the sale.

Class 3 - Suffolk County Treasurer: The claim of $92,187 will be
          paid in full at the time of the transfer of title to the
          property.

Class 4 - General unsecured claim of Edward Bagley may be paid
          less than 100%.

Class 5 - Unsecured Claim of the Town of Riverhead: If the Debtor
          is successful, no money will be due the Town.

Class 6 - Shareholders' interests will retain their respective
          interests upon confirmation pending completion of the
          litigation with the Town of Riverhead.  They will only
          receive payment for the interests in the event all
          creditors receive a 100% distribution.

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

                    About Riverhead Park Corp.

Riverhead, New York-based Riverhead Park Corp. operates a real
estate business.  The Company filed for Chapter 11 on Oct. 27,
2009 (Bankr. E.D.N.Y. Case No. 09-78152).  Harold M. Somer, PC
assists the Debtor in its restructuring effort.  According to the
Debtor's schedules, it has assets of $10,020,000, and total
debts of $5,995,696.


RJ YORK: Automatic Stay Lifted on Property; Case Dismissed
----------------------------------------------------------
The Hon. Kathy A. Surratt-States of the U.S. Bankruptcy Court for
the Eastern District of Missouri dismissed the Chapter 11 case of
RJ York SSG, LLC.

As reported in the Troubled Company Reporter on June 7, 2010,
Nancy J. Gargula, the U.S. Trustee for Region 13, sought for the
dismissal of the Debtor's case explaining that there is no
reasonable likelihood of reorganization because on April 30, 2010,
an order was entered terminating the automatic stay on the
property effective July 1.  The Debtor owns a certain real estate
located at 24-45 North Central Avenue and 111 North Central Avenue
in Clayton, Missouri.

The Debtor is directed to pay all outstanding U.S. Trustee's fees
and any Court costs that are due and owing.

                      About RJ York SSG, LLC

St. Louis, Missouri-based RJ York SSG, LLC, is a property
developer.  The Company filed for Chapter 11 bankruptcy protection
on February 2, 2010 (Bankr. E.D. Mo. Case No. 10-40876).  David L.
Going, Esq., and Susan K. Ehlers, Esq., at Armstrong, Teasdale et
al., assist the Company in its restructuring effort.  The Company
listed $10,000,001 to $50,000,000 in assets and $10,000,001 to
$50,000,000 in liabilities.


RMA REAL ESTATE: Involuntary Case Dismissed
-------------------------------------------
The Hon. Stephen S. Mitchell of the U.S. Bankruptcy Court for the
Eastern District of Virginia dismissed the involuntary Chapter 11
case of RMA Real Estate Holdings, L.L.C.

The Court ruled that the members are not eligible to file an
involuntary petition against the Company.

Roger Amendola, Brett Anthony Amendola, and Janet Amendola, filed
for an involuntary Chapter 11 for RMA Real Estate Holdings,
L.L.C., on June 22, 2010 (Bankr. E.D. Va. Case No. 10-15244.)
John P. Forest, II, Esq. at StahlZelloe, P.C., represented the
petitioning creditors.


ROTHSTEIN ROSENFELDT: Banyon Fund & George Levin Settle
-------------------------------------------------------
Julie Kay at Daily Business Review reports that Fort Lauderdale,
Fla., millionaire George Levin, whose Banyon Investors Fund was
the primary feeder fund that funneled about $830 million into
Scott Rothstein's Ponzi scheme, has agreed to surrender the bulk
of his assets under a bankruptcy settlement.  John Genovese, Esq.,
at Genovese Joblove & Battista in Miami, representing the trustee
for the defunct Rothstein Rosenfeldt Adler law firm, announced the
settlement in court Friday.  The deal is subject to approval by
U.S. Bankruptcy Judge Raymond Ray.

According to the report, pursuant to the deal, the former hedge
fund manager has agreed to give up most of his 29 properties and
business interests.  Mr. Levin, 70, and his wife, Gayla Sue, will
keep their primary home, a Fort Lauderdale waterfront home valued
at $4.2 million, and $750,000 in jewelry and personal effects.

The report says the value of the 29 assets was not disclosed, but
Mr. Levin has stated in financial papers he is worth $100 million
to $200 million.  Since most of the holdings are real estate, Mr.
Genovese said, "We have no idea what they are worth at this time."
In addition, the assets were not detailed in court. But Mr.
Genovese said they are properties and business interests
throughout the state.

The report relates the Rothstein bankruptcy estate will receive
the first $5 million from asset sales and 85% of anything above
that.  The Levins would keep 15%.  The settlement could include a
$70 million Banyon insurance policy.

                    About Rothstein Rosenfeldt

Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler
PA, has been suspected of running a $1.2 billion Ponzi scheme.
U.S. authorities claimed in a civil forfeiture lawsuit filed
November 9, 2009, that Mr. Rothstein, the firm's former chief
executive officer, sold investments in non-existent legal
settlements.  Mr. Rothstein pleaded guilty to five counts of
conspiracy and wire fraud on January 27, 2010.

Creditors of Rothstein Rosenfeldt Adler signed a petition sending
the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No.
09-34791).  The petitioners include Bonnie Barnett, who says she
lost $500,000 in legal settlement investments; Aran Development,
Inc., which said it lost $345,000 in investments; and trade
creditor Universal Legal, identified as a recruitment firm, which
said it is owed $7,800.  The creditors alleged being owed money
invested in lawsuit settlements.

Herbert M. Stettin, the state-court appointed receiver for
Rothstein Rosenfeldt, was officially carried over as the Chapter
11 trustee in the involuntary bankruptcy case.

On June 10, 2010, Mr. Rothstein was sentenced to 50 years in
prison.


ROTHSTEIN ROSENFELDT: Ex-Partner Adler Concern Over Dual Claims
---------------------------------------------------------------
Julie Kay at Daily Business Review reports that an attorney for
former Rothstein Rosenfeldt Adler partner Russell Adler on Friday
expressed concern about dealing with dual claims to his share of a
half-a-million-dollar New York co-op in both Scott Rothstein's
criminal forfeiture and the firm's bankruptcy case.  Bankruptcy
lawyers also are seeking $655,000 in law firm loans to Mr. Adler
and $580,000 in alleged overpayments.

According to the report, Mr. Adler's attorney, Jason Slatkin,
Esq., at Slatkin & Reynolds in Fort Lauderdale, said his client is
not opposed to settling the case with the bankruptcy trustee but
first wants assurances that the government won't make him pay a
second time.

"I don't think my client should have to defend himself twice," he
said.

He got no relief from U.S. Bankruptcy Judge Raymond Ray, the
report says.  "You know, you may have to pay twice," the report
quotes the judge as saying. "This is a very unusual case."

The report also states Mr. Adler's list of 15 to 20 witnesses if
the case goes to trial includes Florida Gov. Charlie Crist and
California Gov. Arnold Schwarzenegger.  Prosecutors charge Mr.
Rothstein's role as a high-profile political fundraiser helped
attract investors to his fraud.

"It goes to good faith," Mr. Slatkin said later in an interview,
according to the report. "If these very prominent powerful people
were unaware of the Ponzi and accepted political contributions,
then it shows that Russell Adler could have been, too."

                    About Rothstein Rosenfeldt

Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler
PA, has been suspected of running a $1.2 billion Ponzi scheme.
U.S. authorities claimed in a civil forfeiture lawsuit filed
November 9, 2009, that Mr. Rothstein, the firm's former chief
executive officer, sold investments in non-existent legal
settlements.  Mr. Rothstein pleaded guilty to five counts of
conspiracy and wire fraud on January 27, 2010.

Creditors of Rothstein Rosenfeldt Adler signed a petition sending
the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No.
09-34791).  The petitioners include Bonnie Barnett, who says she
lost $500,000 in legal settlement investments; Aran Development,
Inc., which said it lost $345,000 in investments; and trade
creditor Universal Legal, identified as a recruitment firm, which
said it is owed $7,800.  The creditors alleged being owed money
invested in lawsuit settlements.

Herbert M. Stettin, the state-court appointed receiver for
Rothstein Rosenfeldt, was officially carried over as the Chapter
11 trustee in the involuntary bankruptcy case.

On June 10, 2010, Mr. Rothstein was sentenced to 50 years in
prison.


ROTHSTEIN ROSENFELDT: Judge to Hire Own Expert in Qtask Case
------------------------------------------------------------
Julie Kay at Daily Business Review reports that in the matter of
cloud computing firm Qtask, a Web-based task manager used by
defunct firm Rothstein Rosenfeldt Adler to keep track of clients
and cases, Bankruptcy Judge Raymond Ray said he plans to appoint
his own expert to determine whether the Burbank, Calif.-based
company is in contempt of court for failing to turn over attorney
passwords and other information.

RRA was a Qtask client, and Scott Rothstein was an investor.  The
report notes lawyers for bankruptcy trustee Herbert Stettin have
been trying to get RRA attorney passwords to explore their offsite
records to determine if any attorneys knew of the fraud.

According to the report, Qtask has argued the information would
violate privacy rules and violate attorney-client privilege.
Judge Ray held Qtask in contempt June 9 and set a fine of $5,000 a
day.

The report relates Chuck Lichtman, Esq., at Berger Singerman in
Fort Lauderdale, another attorney for the bankruptcy trustee, said
Qtask turned over a batch of documents the night before Friday's
hearing.

"There's nothing like a contempt order to get someone's
attention," Mr. Lichtman said, the report relates.  He said he was
looking for information on 40 to 50 former RRA attorneys and would
need about two weeks to digest the information.

                    About Rothstein Rosenfeldt

Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler
PA, has been suspected of running a $1.2 billion Ponzi scheme.
U.S. authorities claimed in a civil forfeiture lawsuit filed
November 9, 2009, that Mr. Rothstein, the firm's former chief
executive officer, sold investments in non-existent legal
settlements.  Mr. Rothstein pleaded guilty to five counts of
conspiracy and wire fraud on January 27, 2010.

Creditors of Rothstein Rosenfeldt Adler signed a petition sending
the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No.
09-34791).  The petitioners include Bonnie Barnett, who says she
lost $500,000 in legal settlement investments; Aran Development,
Inc., which said it lost $345,000 in investments; and trade
creditor Universal Legal, identified as a recruitment firm, which
said it is owed $7,800.  The creditors alleged being owed money
invested in lawsuit settlements.

Herbert M. Stettin, the state-court appointed receiver for
Rothstein Rosenfeldt, was officially carried over as the Chapter
11 trustee in the involuntary bankruptcy case.

On June 10, 2010, Mr. Rothstein was sentenced to 50 years in
prison.


SAC II: Files Amended Schedules of Assets and Liabilities
---------------------------------------------------------
SAC II filed with the U.S. Bankruptcy Court for the District of
Nevada amended schedules of assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $40,955,000
  B. Personal Property                    $0
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $38,542,896
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                          $902,222
                                 -----------      -----------
        TOTAL                    $40,955,000      $39,445,118

Reno, Nevada-based SAC II filed for Chapter 11 bankruptcy
protection on April 20, 2010 (Bankr. D. Nev. Case No. 10-51440).
Sallie B. Armstrong, Esq., who has an office in Reno, Nevada,
assists the Debtor in its restructuring effort.  The Debtor
listed $10,000,001 to $50,000,000 in assets and $1,000,001 to
$10,000,000 in liabilities.

Affiliates, Specialty Trust, Inc., and Specialty Acquisition
Corp., filed for separate Chapter 11 petitions.


SAC II: Files List of Largest Unsecured Creditors
-------------------------------------------------
SAC II filed with the U.S. Bankruptcy Court for the District of
Nevada a list of its largest unsecured creditors, disclosing:

   Entity                      Nature of Claim   Claim Amount
   ------                      ---------------   ------------

Ballard & Spahr LLP               Legal Fees        $13,107
1 East Washington St., Suite 2300
Phoenix, AZ 85004

Souhwest Ground-water             Consulting         $5,454
Consultants                       Services
3033 N. 44Th St., Suite 120
Phoenix, AZ 85018

Scythe & Spade of AZ LLC          Farm Mgt. Fee       $5,000
12 S. San Marcos Pl
Chandler, AZ 85225


NAI Horizon Valuation             Appraisal Fee      $4,753
Services Group

Samuels, Green & Steel LLP        Legal Fees          $3,600

                          About SAC II

Reno, Nevada-based SAC II filed for Chapter 11 bankruptcy
protection on April 20, 2010 (Bankr. D. Nev. Case No. 10-51440).
Sallie B. Armstrong, Esq., who has an office in Reno, Nevada,
assists the Debtor in its restructuring effort.  The Debtor
listed $10,000,001 to $50,000,000 in assets and $1,000,001 to
$10,000,000 in liabilities.

Affiliates, Specialty Trust, Inc., and Specialty Acquisition
Corp., filed separate Chapter 11 petitions.


SAINT VINCENTS: Has OK to Auction Off Home Healthcare Program
-------------------------------------------------------------
Dow Jones Daily Bankruptcy Review reports that St. Vincent's
Hospital received permission to place both branches of its home
health-care program on the auction block, with a $15 million offer
and a $17 million offer leading the way for bidding on the two
groups of assets.

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).


SEA LAUNCH: Boeing, Aker Object to Reorganization Plan
------------------------------------------------------
Bankruptcy Law360 reports that Sea Launch LLC is facing objections
to its proposed reorganization plan from the Boeing Co. and Aker
Maritime Finance AS, which say the plan improperly treats them
differently from other unsecured creditors.

Boeing, which owns a 40 percent equity stake in Sea Launch, and
Aker, which owns a 20 percent stake, filed separate objections to
the plan Wednesday, according to Law360.

                          About Sea Launch

Sea Launch Company, L.L.C., is a satellite-launch services
provider that offers commercial space launch capabilities from the
Baikonur Space Center in Kazakhstan.  Its owners include Boeing
Co., RSC Energia, and Aker ASA.

Sea Launch filed for Chapter 11 on June 22, 2009 (Bankr. D. Del.
Case No. 09-12153).  Joel A. Waite, Esq., and Kenneth J. Enos,
Esq., at Young, Conaway, Stargatt & Taylor LLP, in Wilmington,
Delaware, serve as the Debtor's counsel.  At the time of the
filing, the Company said its assets range from US$100 million to
US$500 million and debts are at least US$1 billion.


SNOWFLAKE WHITE: Files for Bankruptcy to Stop Salt River
--------------------------------------------------------
Patrick O'Grady at Business Journal of Phoenix says Snowflake
White Mountain Power LLC filed for bankruptcy under Chapter 11 to
stop Salt River Project from terminating its contract to acquire
12 megawatts of power from the company's biomass power plant in
Arizona.  Creditors filed an involuntary Chapter 11 petition
against the Company at the same time for the same reason.  Based
in Arizona, Snowflake White Mountain Power LLC operates a biomass
power plant.


SOL DE IBIZA: Sale Woes Prompt Chapter 11 Bankruptcy Filing
-----------------------------------------------------------
Adrianne Pasquarelli at Crain's New York Business reports that Sol
de Ibiza filed for bankruptcy protection due to its failure to pay
rent of about $18,000 and low revenues.  The Company listed assets
of $121,480 and liabilities of $554,100.  Sol de Ibiza operates a
women's apparel shop in SoHo.


SPECIALTY ACQUISITION: Files New Schedules of Assets and Debts
--------------------------------------------------------------
Specialty Acquisition Corp. filed with the U.S. Bankruptcy Court
for the District of Nevada amended schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                $3,780,000
  B. Personal Property              $106,113
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $34,904,071
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $14,164,102
                                 -----------      -----------
        TOTAL                     $3,886,113      $49,068,173

Reno, Nevada-based Specialty Acquisition Corp. filed for Chapter
11 bankruptcy protection on April 20, 2010 (Bankr. D. Nev. Case
No. 10-51437).  Sallie B. Armstrong, Esq., at Downey Brand,
assists the Debtor in its restructuring effort.  The Debtor
estimated its assets and debts at $10,000,001 to $50,000,000.

Affiliates, Specialty Trust, Inc., and SAC II, filed for separate
Chapter 11 petitions.


SPECIALTY TRUST: Can Sell Las Vegas Property to SDMI Centennial
---------------------------------------------------------------
The Hon. Gregg W. Zive of the U.S. Bankruptcy Court for
the District of Nevada authorized Specialty Trust, Inc., and its
debtor-affiliates, to sell certain real property located at N.
Durango Drive and Deer Springs Way in Las Vegas, Nevada, to SDMI
Centennial Hills, LLC.

The Debtors related that they do not have sufficient available
sources of working capital or funding to carry on the operation of
their business without selling the property.

Reno, Nevada-based Specialty Trust, Inc., filed for Chapter 11
bankruptcy protection on April 20, 2010 (Bankr. D. Nev. Case No.
10-51432).  Sallie B. Armstrong, Esq., at Downey Brand, assists
the Debtor in its restructuring effort.  The Debtor listed
$100,000,001 to $500,000,000 in assets and $50,000,001 to
$100,000,000 in liabilities.

Affiliates, Specialty Acquisition Corp., and SAC II filed for
separate Chapter 11 petitions.


STANDFAST INDUSTRIES: Case Summary & 19 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Standfast Industries, Inc.
        28024 Center Oaks Court
        Wixom, MI 48393-3343

Bankruptcy Case No.: 10-63085

Chapter 11 Petition Date: July 20, 2010

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

Judge: Marci B. McIvor

Debtor's Counsel: Michael E. Baum, Esq.
                  40950 Woodward Ave., Suite 100
                  Bloomfield Hills, MI 48304
                  Tel: (248) 540-3340
                  E-mail: mbaum@schaferandweiner.com

Scheduled Assets: $1,124,493

Scheduled Debts: $2,977,808

A list of the Company's 19 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mieb10-63085.pdf

The petition was signed by Laurette C. Walsh, president.


STATION CASINOS: Further Revises Chapter 11 Plan
------------------------------------------------
Station Casinos, Inc., and its debtor affiliates delivered to the
U.S. Bankruptcy Court for the District of Nevada on July 22, 2010,
a further revised version of their Joint Chapter 11 Plan of
Reorganization and accompanying Disclosure Statement.  The Revised
Plan and Disclosure Statement reflect the changes based upon the
requirements of the Court and the agreements among counsel at the
July 15, 2010 Disclosure Statement hearing.

Pursuant to the Revised Plan, Classes FHI.2, FHI.3, FHI.4, FHI.5,
FHI.6, FP.2, FP.3, FP.4, FP.5, FP.6, VC.2, VC.3, VC.4, VC.5, VC.6,
P.3, P.4, P.5, MP.1, MP.2, MP.3, MS.1, MS.2, MS.3, M7.1, M7.2,
M7.3, M6.1, M6.2, M6.3, M5.1, M5.3, M5.4, M4.2, M4.3, M4.4, M3.2,
M3.3, M2.2, M2.3, M2.4, M1.2, M1.3, M1.4, S.4, S.5, S.6, S.8, S.9,
NA.2, NA.3, RL.2, RL.3, RC.3, RC.4, TS.3 and TS.4 are impaired and
will receive no distribution under the Plan on account of their
claims and are therefore presumed to have rejected the Plan
pursuant to Section 1126(g) of the Bankruptcy Code.

Moreover, each holder of an Allowed S.2 Claim will be deemed a
party to the New Opco Credit Agreement and the New OpCo PIK Credit
Agreement.

"New Opco Credit Agreement" is a credit agreement to be entered
into by New Opco and the other parties in connection with New
Opco's acquisition of the New Opco Acquired Assets which provides
for (i) a new revolving credit facility in the aggregate principal
amount of $25 million and (ii) a term loan facility deemed issued
on the Effective Date in the aggregate principal amount of
$430 million.

"New Opco PIK Credit Agreement" means that certain credit
agreement to be entered into by a subsidiary of New Opco and the
Prepetition Opco Secured Lenders in connection with New Opco's
acquisition of the New Opco Acquired Assets, which provides for a
term loan facility deemed issued on the Effective Date in the
original aggregate principal amount of $25 million.

The Revised Plan deleted the provisions regarding Surrender of
Cancelled Instruments or Securities and Lost, Stolen, Mutilated or
Destroyed Securities.

Pursuant to the Revised Plan, these documents are excluded in the
Plan Supplement:

  * IP License Agreement
  * Landco Asset Transfer Agreement
  * New Land Loan Agreement
  * New Propco Non-Compete Agreement
  * New Propco Purchase Agreement
  * New Propco Transfer Agreement

The Revised Disclosure Statement provides these additional
disclosures:

  -- In connection with negotiations regarding the sale process
     and potential bids for the New Opco Acquired Assets, Texas
     Gambling Hall & Hotel, Inc., the Mortgage Lenders and Texas
     Station, LLC entered into a binding settlement to avoid the
     process of determining the net present value of the rental
     stream, with all of the attendant potential disputes, and
     to fix the cost of purchasing the Texas Station real estate
     upon a change of control resulting from the Sale Process:

       (i) if the Acquisition is consummated and the Stalking
           Horse Bidder is the Successful Bidder, the Texas Put
           will be extinguished and no longer exercisable;

      (ii) if a person other than the Stalking Horse Bidder is
           selected as the Successful Bidder for the Opco
           assets, the price for the settlement of the Texas Put
           will be $75 million and will be required to be paid
           at closing of purchase pursuant to that bid; and

     (iii) if the Plan is not confirmed, a person other than the
           Stalking Horse Bidder is not selected as the
           successful bidder under the Plan and the Asset
           Transfers occur, the price for the settlement of the
           Texas Put will be $75 million and will not be
           required to be paid until the first anniversary of
           the consummation of the transfer of the New Propco
           Purchased Assets.

  -- The Debtors do not believe that GV Ranch Station, Inc.'
     equity interests in the joint venture that owns Green
     Valley Ranch have any value.

  -- The Debtors do not believe that SCI's indirect equity
     interests in the joint venture that owns Aliante Station
     have any value.

  -- As of the Petition Date, outstanding amounts under the
     Prepetition Opco Credit Agreement aggregated approximately
     $880-890 million.

  -- The Committee asserts that the Debtors did not subject the
     Excluded Assets to a formal valuation or market test and
     that the fair market value of the Excluded Assets is
     unknown.

  -- The superpriority claims of the Prepetition Opco Secured
     Lenders likely are far in excess of $100 million.

  -- The Debtors estimate that the amount of Allowed
     Administrative Claims that will be outstanding as of the
     Effective Date, excluding DIP Facility Claims and
     Superpriority Claims under the Opco Cash Collateral
     Order, will be approximately $55-65 million if the Debtors
     are able to reach a settlement with the Official Committee
     of Unsecured Creditors prior to confirmation and
     approximately $65-75 million if no settlement is reached.
     These estimates do not include any Administrative Claims,
     including adequate protection or professional fee claims,
     that have been or will be paid in the ordinary course or
     otherwise pursuant to applicable Court-approved procedures
     prior to the Effective Date.

  -- The Committee believes that Article VII.L of the Plan can
     be interpreted to provide for an impermissible release of
     subordination rights or claims that creditors may have, and
     the Committee intends to object to the inclusion of Article
     VII.L in the Plan.  The Debtors disagree with the
     Committee's interpretation and believe that the intent of
     Article VII.L is simply to confirm that the provisions in
     the Plan regarding the treatment of the various Classes of
     Creditors is designed to take into account and enforce any
     and all valid subordination rights that may exist.

A full-text redlined copy of the Revised Plan is available for
free at http://bankrupt.com/misc/SCI_RevPlan722.pdf

A full-text redlined copy of the Revised Disclosure Statement is
available for free at http://bankrupt.com/misc/SCI_RevDS722.pdf

                    About Station Casinos

Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.

The Company owns and operates Red Rock Casino Resort Spa, Palace
Station Hotel & Casino, Boulder Station Hotel & Casino, Santa Fe
Station Hotel & Casino, Wildfire Rancho and Wild Wild West
Gambling Hall & Hotel in Las Vegas, Nevada, Texas Station Gambling
Hall & Hotel and Fiesta Rancho Casino Hotel in North Las Vegas,
Nevada, and Sunset Station Hotel & Casino, Fiesta Henderson Casino
Hotel, Wildfire Boulder, Gold Rush Casino and Lake Mead Casino in
Henderson, Nevada.  Station also owns a 50% interest in Green
Valley Ranch Station Casino, Aliante Station Casino and Hotel,
Barley's Casino & Brewing Company, The Greens and Wildfire Lanes
in Henderson, Nevada and a 6.7% interest in the joint venture that
owns the Palms Casino Resort in Las Vegas, Nevada.  In addition,
the Company manages Thunder Valley Casino near Sacramento,
California on behalf of the United Auburn Indian Community.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477).
Station Casinos has hired Milbank, Tweed, Hadley & McCloy LLP as
legal counsel in the Chapter 11 case; Brownstein Hyatt Farber
Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP as
local counsel.  The Debtor is also hiring Lazard Freres & Co. LLC
as investment banker and financial advisor.  Kurtzman Carson
Consultants LLC is the claims and noticing agent.

In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009.  About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.

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


STATION CASINOS: Wins Nod to Enter Into Insurance Pact With FIFC
----------------------------------------------------------------
Debtor Station Casinos, Inc., sought and obtained the U.S.
Bankruptcy Court for the District of Nevada's authority to enter
into an Insurance Premium Finance Agreement and Disclosure
Statement with First Insurance Funding Corp. in order to finance
its insurance coverage and provide FIFC with adequate protection.

In connection with the day-to-day operations of its business, the
Debtor is either required by law or compelled by sound business
judgment to maintain various forms of insurance, including
property casualty insurance and workers compensation.

The insurance policies obtained by the Debtor to provide that
coverage require the Debtor to prepay the full premium for the
applicable coverage period.  Because all of the Policies cover
policy periods of 12 months, the requirement to prepay the full
premiums would impose a significant financial burden on the
Debtor, says Robert C. Shenfeld, Esq., at Milbank, Tweed, Hadley
& McCloy LLP, in Los Angeles, California.

To lesson this burden, the Debtor proposes to finance the
premiums for the Policies pursuant to the Insurance Premium
Finance Agreement and to grant FIFC adequate protection for the
Debtor's repayment obligations by providing a post-petition
security interest in return premiums, dividend payments, and
certain loss payments related to the Policies, together with the
right to cancel policies as set forth in the Insurance Premium
Finance Agreement.

Pursuant to the Insurance Premium Finance Agreement, FIFC will
pay the premiums due under the Policies and the Debtor thereby
will become obligated to repay FIFC for the amount financed under
the Insurance Premium Finance Agreement in installments over the
term of the Insurance Premium Finance Agreement.

The Debtor believes the Insurance Premium Finance Agreement
represents a fair and reasonable commercial transaction with
competitive terms.

Under the Insurance Premium Finance Agreement, the total amount
financed is $4,242,459.  By virtue of the Insurance Premium
Finance Agreement, the Debtor will become obligated to pay to
FIFC the sum of $794,000 as a down payment and $391,592 per month
in 9 monthly installments.  The finance charge is $75,874 and the
annual percentage rate is 5.250%.

Pursuant to the terms of the Insurance Premium Finance Agreement,
the Debtor is appointing FIFC as its attorney-in-fact with the
irrevocable power to cancel the Policies and collect the unearned
premium in the event SCI is in default of its obligations under
the Insurance Premium Finance Agreement.

"Without insurance, the Debtor would be forced to cease
operations," Mr. Shenfeld asserts.

The Debtor and FIFC have reached an agreement that the
appropriate adequate protection for FIFC would be an order of the
Court:

  (a) authorizing and directing SCI to timely make all payments
      due under the Insurance Premium Finance Agreement and
      authorizing FIFC to receive and apply those payments to
      the indebtedness owed by SCI to FIFC as provided in the
      Insurance Premium Finance Agreement; and

  (b) directing that if the Debtor does not make any of the
      payments due under the Insurance Premium Finance Agreement
      as they become due, the automatic stay will automatically
      lift to enable FIFC and third parties, including insurance
      companies providing the coverage under the Policies, to
      take all steps necessary and appropriate to cancel the
      Policies, collect the collateral and apply that collateral
      to the indebtedness owed to FIFC by the Debtor.

In exercising those rights, FIFC or third parties will comply
with the notice and other relevant provisions of the Insurance
Premium Finance Agreement.

According to Mr. Shenfeld, the only assets in which FIFC will
have a security interest under the Insurance Premium Finance
Agreement will be those sums payable under or in relation to the
Policies, and the security interest granted to FIFC will only
secure the Debtor's remaining payment obligations to FIFC under
the Insurance Premium Finance Agreement.

In support of the motion, Thomas M. Friel, executive vice
president, chief accounting officer, and treasurer of Station
Casinos, Inc., avers that the coverage provided under the
Policies subject to the Insurance Premium Finance Agreement is
essential for preserving the value of the Debtor's estates.

                    About Station Casinos

Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.

The Company owns and operates Red Rock Casino Resort Spa, Palace
Station Hotel & Casino, Boulder Station Hotel & Casino, Santa Fe
Station Hotel & Casino, Wildfire Rancho and Wild Wild West
Gambling Hall & Hotel in Las Vegas, Nevada, Texas Station Gambling
Hall & Hotel and Fiesta Rancho Casino Hotel in North Las Vegas,
Nevada, and Sunset Station Hotel & Casino, Fiesta Henderson Casino
Hotel, Wildfire Boulder, Gold Rush Casino and Lake Mead Casino in
Henderson, Nevada.  Station also owns a 50% interest in Green
Valley Ranch Station Casino, Aliante Station Casino and Hotel,
Barley's Casino & Brewing Company, The Greens and Wildfire Lanes
in Henderson, Nevada and a 6.7% interest in the joint venture that
owns the Palms Casino Resort in Las Vegas, Nevada.  In addition,
the Company manages Thunder Valley Casino near Sacramento,
California on behalf of the United Auburn Indian Community.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477).
Station Casinos has hired Milbank, Tweed, Hadley & McCloy LLP as
legal counsel in the Chapter 11 case; Brownstein Hyatt Farber
Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP as
local counsel.  The Debtor is also hiring Lazard Freres & Co. LLC
as investment banker and financial advisor.  Kurtzman Carson
Consultants LLC is the claims and noticing agent.

In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009.  About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.

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


STATION CASINOS: Wins OK to Settle FTB Disputes for $2.8 Million
----------------------------------------------------------------
Debtor Station Casinos, Inc., received the U.S. Bankruptcy Court
for the District of Nevada's authority to enter into an Insurance
Premium Finance Agreement and Disclosure Statement with First
Insurance Funding Corp. in order to finance its insurance coverage
and provide FIFC with adequate protection.

In connection with the day-to-day operations of its business, the
Debtor is either required by law or compelled by sound business
judgment to maintain various forms of insurance, including
property casualty insurance and workers compensation.

The insurance policies obtained by the Debtor to provide that
coverage require the Debtor to prepay the full premium for the
applicable coverage period.  Because all of the Policies cover
policy periods of 12 months, the requirement to prepay the full
premiums would impose a significant financial burden on the
Debtor, says Robert C. Shenfeld, Esq., at Milbank, Tweed, Hadley
& McCloy LLP, in Los Angeles, California.

To lesson this burden, the Debtor proposes to finance the
premiums for the Policies pursuant to the Insurance Premium
Finance Agreement and to grant FIFC adequate protection for the
Debtor's repayment obligations by providing a post-petition
security interest in return premiums, dividend payments, and
certain loss payments related to the Policies, together with the
right to cancel policies as set forth in the Insurance Premium
Finance Agreement.

Pursuant to the Insurance Premium Finance Agreement, FIFC will
pay the premiums due under the Policies and the Debtor thereby
will become obligated to repay FIFC for the amount financed under
the Insurance Premium Finance Agreement in installments over the
term of the Insurance Premium Finance Agreement.

The Debtor believes the Insurance Premium Finance Agreement
represents a fair and reasonable commercial transaction with
competitive terms.

Under the Insurance Premium Finance Agreement, the total amount
financed is $4,242,459.  By virtue of the Insurance Premium
Finance Agreement, the Debtor will become obligated to pay to
FIFC the sum of $794,000 as a down payment and $391,592 per month
in 9 monthly installments.  The finance charge is $75,874 and the
annual percentage rate is 5.250%.

Pursuant to the terms of the Insurance Premium Finance Agreement,
the Debtor is appointing FIFC as its attorney-in-fact with the
irrevocable power to cancel the Policies and collect the unearned
premium in the event SCI is in default of its obligations under
the Insurance Premium Finance Agreement.

"Without insurance, the Debtor would be forced to cease
operations," Mr. Shenfeld asserts.

The Debtor and FIFC have reached an agreement that the
appropriate adequate protection for FIFC would be an order of the
Court:

  (a) authorizing and directing SCI to timely make all payments
      due under the Insurance Premium Finance Agreement and
      authorizing FIFC to receive and apply those payments to
      the indebtedness owed by SCI to FIFC as provided in the
      Insurance Premium Finance Agreement; and

  (b) directing that if the Debtor does not make any of the
      payments due under the Insurance Premium Finance Agreement
      as they become due, the automatic stay will automatically
      lift to enable FIFC and third parties, including insurance
      companies providing the coverage under the Policies, to
      take all steps necessary and appropriate to cancel the
      Policies, collect the collateral and apply that collateral
      to the indebtedness owed to FIFC by the Debtor.

In exercising those rights, FIFC or third parties will comply
with the notice and other relevant provisions of the Insurance
Premium Finance Agreement.

According to Mr. Shenfeld, the only assets in which FIFC will
have a security interest under the Insurance Premium Finance
Agreement will be those sums payable under or in relation to the
Policies, and the security interest granted to FIFC will only
secure the Debtor's remaining payment obligations to FIFC under
the Insurance Premium Finance Agreement.

In support of the motion, Thomas M. Friel, executive vice
president, chief accounting officer, and treasurer of Station
Casinos, Inc., avers that the coverage provided under the
Policies subject to the Insurance Premium Finance Agreement is
essential for preserving the value of the Debtor's estates.

                    About Station Casinos

Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.

The Company owns and operates Red Rock Casino Resort Spa, Palace
Station Hotel & Casino, Boulder Station Hotel & Casino, Santa Fe
Station Hotel & Casino, Wildfire Rancho and Wild Wild West
Gambling Hall & Hotel in Las Vegas, Nevada, Texas Station Gambling
Hall & Hotel and Fiesta Rancho Casino Hotel in North Las Vegas,
Nevada, and Sunset Station Hotel & Casino, Fiesta Henderson Casino
Hotel, Wildfire Boulder, Gold Rush Casino and Lake Mead Casino in
Henderson, Nevada.  Station also owns a 50% interest in Green
Valley Ranch Station Casino, Aliante Station Casino and Hotel,
Barley's Casino & Brewing Company, The Greens and Wildfire Lanes
in Henderson, Nevada and a 6.7% interest in the joint venture that
owns the Palms Casino Resort in Las Vegas, Nevada.  In addition,
the Company manages Thunder Valley Casino near Sacramento,
California on behalf of the United Auburn Indian Community.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477).
Station Casinos has hired Milbank, Tweed, Hadley & McCloy LLP as
legal counsel in the Chapter 11 case; Brownstein Hyatt Farber
Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP as
local counsel.  The Debtor is also hiring Lazard Freres & Co. LLC
as investment banker and financial advisor.  Kurtzman Carson
Consultants LLC is the claims and noticing agent.

In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009.  About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.

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


STONE*WALL FARM: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Stone*Wall Farm Stallions I, LLC
        c/o John T. Hamilton, Esq.
        Gess Mattingly & Atchison, PSC
        Lexington, KY 40507

Bankruptcy Case No.: 10-52318

Chapter 11 Petition Date: July 20, 2010

Court: United States Bankruptcy Court
       Eastern District of Kentucky (Lexington)

Judge: Tracey N. Wise

Debtor's Counsel: John Thomas Hamilton, Esq.
                  201 W Short St
                  Lexington, KY 40507-1231
                  Tel: (859) 252-9000
                  E-mail: jhamilton@gmalaw.com

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

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

Debtor-affiliates that filed separate Chapter 11 petitions:

                                                       Petition
  Debtor                                     Case No.    Date
  ------                                     --------    ----
Stone*Wall Farm Stallions VII, LLC         10-52319    7/20/10
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
Stone*Wall Farm
Stallions Racing Division I, LLC          10-52317    7/20/10
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000

The petitions were signed by Audrey L. Haisfield, managing member.

A list of Stone*Wall Farm Stallions I's 20 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/kyeb10-52318.pdf

A list of Stone*Wall Farm Stallions VII's 20 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/kyeb10-52319.pdf

A list of Stone*Wall Farm Stallions Racing Division I's 20 largest
unsecured creditors filed together with the petition is available
for free at http://bankrupt.com/misc/kyeb10-52317.pdf


SUNESIS PHARMA: Committee Approves Cash Bonuses to Executives
-------------------------------------------------------------
The Compensation Committee of the Board of Directors of Sunesis
Pharmaceuticals Inc. approved the payment of cash bonuses to
certain of the company's employees, including the company's named
executive officers, pursuant to its 2009 Bonus Program, as
amended.

The committee said, "under the Bonus Program, each participant was
eligible to receive a cash bonus in an amount up to a specified
target percentage of such participant's annual base salary based
on the level of achievement of certain corporate and individual
objectives, subject to the company's cash balance equaling or
exceeding a specified amount on or before July 31, 2010 as a
result of proceeds from one or more transactions deemed to be
aligned with the value-creating objectives of the Bonus Program,
or the Cash Bonus Threshold.  The bonus payment amounts approved
by the Committee were based on its determination of the degree to
which such corporate and individual objectives were achieved and
that we had met the Cash Bonus Threshold."

The committee said, "A portion of the bonuses awarded to our named
executive officers will consist of fully vested shares of our
common stock granted under our 2005 Equity Incentive Award Plan,
or the 2005 Plan, in order to minimize the associated cash expense
of the payouts."

The bonus payment amounts for each of the company's named
executive officers and the portion thereof to be paid in cash and
shares of its common stock are as follows:

  Named Executive Officer                      Total Bonus
  -----------------------                      -----------
Daniel N. Swisher, Jr.                        $81,000
Eric Bjerkholt                                $61,200
Steven B. Ketchum, Ph.D.                      $75,600

The cash bonus payments will be made on July 30, 2010, and the
stock awards will be granted effective July 30, 2010.  The number
of shares of the company's common stock awarded to each of its
named executive officers under the 2005 Plan will be determined
based on the last closing price of the company's common stock as
quoted on the NASDAQ Capital Market on July 29, 2010, rounded down
to the nearest whole share.

                   About Sunesis Pharmaceuticals

South San Francisco, Calif.-based Sunesis Pharmaceuticals, Inc.
(NASDAQ: SNSS) -- http://www.sunesis.com/-- is a
biopharmaceutical company focused on the development and
commercialization of new oncology therapeutics for the treatment
of hematologic and solid tumor cancers.

The Company's balance sheet as of March 31, 2010, showed
$15,329,511 in assets, $3,541,245 of liabilities, and $11,788,266
of stockholders' equity.

                           *     *     *

As reported in the Troubled Company Reporter on April 6, 2010,
Ernst & Young, LLP, in Palo Alto, Calif., expressed substantial
doubt about the Company's ability to continue as a going concern
after auditing the Company's financial statements for 2009.  The
independent auditors noted that of the Company's recurring losses
from operations.


TEXAS RANGERS: Cuban Deal May Be Like Phoenix Coyotes Scenario
--------------------------------------------------------------
According to Eric Morath at Dow Jones Daily Bankruptcy Review, Tom
Salerno, Esq., a partner at Squire, Sanders & Dempsey LLP, said
Mark Cuban's potential bid to buy the Texas Rangers baseball team
out of bankruptcy could challenge profession sports leagues' iron-
clad hold on who can join their elite group of owners, and could
create the same type of headaches for Major League Baseball that
BlackBerry mogul Jim Balsillie caused for the National Hockey
League when he sought to acquire the Phoenix Coyotes through a
Chapter 11 process.

Mr. Salerno represented the Phoenix Coyotes in bankruptcy court.

According to Mr. Salerno, "If Mark Cuban makes the highest bid for
team and Major League Baseball says `no' . . . it will be
fascinating to see if this judge uses his powers under bankruptcy
law to override that decision."

If Mr. Cuban's bid is economically superior, Mr. Salerno said it
would be difficult for a judge to throw out that offer solely
based on league preference.

In the Coyotes' case, a bankruptcy judge blocked Mr. Balsillie
from buying the team after the NHL said he was unfit to be an
owner.  Ultimately, the league bought the Coyotes despite the
higher offer from Mr. Balsillie, Research In Motion's co-chief
executive.  The NHL opposed Mr. Balsillie's plans to move the team
to Canada.

The Troubled Company Reporter, citing a report by Mr. Morath, said
July 23 that Greenberg Traurig LLP attorney Clifton Jessup, Esq.,
introduced himself in court Thursday as a representative for a
Mark Cuban company that is potentially interested in buying the
Texas Rangers.

Mark Cuban owns the Dallas Mavericks basketball team in the
National Basketball Association.

According to Dow Jones, some say baseball similarly wants no part
of Mr. Cuban, a sometimes reality television star who's had high-
profile run-ins with National Basketball Association referees and
executives.  Mr. Cuban was previously rebuffed in his attempt to
buy the Chicago Cubs.

Dow Jones adds that Mr. Salerno said it will be more difficult for
MLB to stop Mr. Cuban than it was for the NHL to derail Mr.
Balsillie's sale.  Mr. Salerno pointed out that Mr. Cuban's
popularity in Dallas and intent to keep the team playing in the
area makes his potential offer more difficult for other owners to
oppose.  Moreover, the judge overseeing the Rangers' case, D.
Michael Lynn, has already made it clear that MLB does not have
complete authority over the team.

Dow Jones notes a MLB spokesman declined to comment last week on
the prospect of Mr. Cuban becoming an owner.  League commissioner
Bud Selig earlier this month said he wanted to see the current
lead bidders for the Rangers, a group the includes Hall of Fame
pitcher Nolan Ryan, buy the team.

Judge Lynn has said he will not delay the Aug. 4 auction for Texas
Rangers.

                        About Texas Rangers

Texas Rangers Baseball Partners owns and operates the Texas
Rangers Major League Baseball Club, a professional baseball club
in the Dallas/Fort Worth Metroplex.  TRBP is a Texas general
partnership, in which subsidiaries of HSG Sports Group LLC own a
100% stake.  Controlled by Thomas O. Hicks, HSG also indirectly
wholly-owns Dallas Stars, L.P., which owns and operates the Dallas
Stars National Hockey League franchise.  The Texas Rangers have
had five owners since the club moved to Arlington in 1972.  Mr.
Hicks became the fifth owner in the history of the Texas Rangers
on June 16, 1998.

In its petition, Texas Rangers Baseball Partners said it had both
assets and debt of less than $500 million.

Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the
Debtor.  Forshey & Prostok LLP serves as conflicts counsel.
Parella Weinberg Partners LP serves as financial advisor.

Lenders to the Texas Rangers sought to force the baseball team's
equity owners -- Rangers Equity Holdings, L.P. and Rangers Equity
Holdings GP, LLC -- into bankruptcy court protection (Bankr. N.D.
Tex. Case No. 10-43624 and 10-43625).   The lenders, a group that
includes investment funds Monarch Alternative Capital and
Kingsland Capital Management, filed an involuntary bankruptcy
petition on May 28 against the two companies.  The two companies
were not included in the May 24 Chapter 11 filing of TRBP.


TRILOGY INTERNATIONAL: Moody's Assigns 'Caa1' Rating on Notes
-------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to the proposed
$370 million senior secured notes of Trilogy International
Partners LLC and revised the company's ratings outlook to stable
from negative.  Trilogy intends to use the proceeds primarily to
refinance its existing $250 million term loan and to fund growth
opportunities for its New Zealand subsidiary.

The outlook change incorporates the anticipated improvement in
liquidity position pro forma for the announced transaction,
coupled with Moody's expectation that losses in Trilogy's New
Zealand and Dominican Republic operations will abate over time.
Also, the proposed indenture tightens the company's ability to
distribute cash to its New Zealand subsidiary and brings New
Zealand into the restricted group, improving the position for debt
holders relative to the existing structure.

The proposed transaction would increase the cash balance to almost
$200 million and extend the maturity of the majority of Trilogy's
debt to 2016 from 2012.  Leverage would increase to 4.7 times
debt-to-EBITDA from 3.5 times (LTM through March 31, 2010; all
metrics incorporating Moody's standard adjustment for the
capitalization of operating leases), but Moody's expects leverage
to moderate over the intermediate term as losses in the New
Zealand subsidiary diminish.

Trilogy's growth strategy requires substantial liquidity and has
contributed to negative free cash flow over the past several
years, which is likely to continue over the intermediate term, and
the B3 corporate family rating incorporates this financial risk.
The rating also reflects political and business risk related to
its presence in emerging economies (Bolivia, Haiti and the
Dominican Republic) and the intense competition it faces.  To help
manage these risks, Moody's expects the company to maintain good
liquidity, and Moody's belief that the company has the ability to
manage its expansion strategy also supports the rating.

Furthermore, relatively low overall levels of telecommunications
penetration and the inferior quality of wireline present favorable
growth prospects in Trilogy's emerging markets.  High prices, low
usage, and limited options for consumers in the recently entered
New Zealand market also afford good growth opportunities, but as a
developed market, New Zealand represents a departure from the
company's historic emerging markets focus and as such poses some
risk.

Trilogy generates a reasonable portion of its cash flow in U.S.
dollars, which partially mitigates foreign exchange risks arising
from the need to service U.S. dollar denominated debt obligations
with local cash flows, and local currency borrowings in Bolivia
provide a natural hedge for that region.  These factors also
support the rating.

The stable outlook reflects expectations that management will
exercise the fiscal discipline necessary to maintain a good
liquidity profile and will remain focused on its core operations.

Moody's also affirmed the B3 corporate family rating, and a
summary of the action follows.

Trilogy International Partners LLC

  -- Senior Secured Bonds, Assigned Caa1, LGD4, 62%
  -- Affirmed B3 Corporate Family Rating
  -- Affirmed B3 Probability of Default Rating
  -- Outlook, Changed To Stable From Negative

The ratings are subject to the execution of the proposed
transaction and Moody's review of final documentation.

Moody's rates the proposed senior secured notes one notch lower
than the B3 CFR due to liabilities ranked ahead of it in Moody's
Loss Given Default analysis, including secured loans at the
company's Bolivian operating subsidiary and trade payables at all
operating subsidiaries.  The potential for incremental secured
debt at the New Zealand operating subsidiary, which could further
subordinate TIP lenders, also supports the one notch differential.

The most recent rating action for Trilogy International Partners
LLC was on May 13, 2010, when Moody's confirmed the B3 corporate
family rating.

Based in Bellevue, WA, Trilogy International Partners LLC provides
wireless communication services to over 3 million subscribers in
Bolivia, Haiti, the Dominican Republic, and New Zealand.


UAL CORP: Continental & UAL Reach Transition Pact with Pilots
-------------------------------------------------------------
United Air Lines, Inc., and Continental Airlines Inc. have reached
an agreement in principle on a transition and process agreement
with the pilots of both companies, according to a joint public
statement dated July 20, 2010.

The agreement provides a framework for pilot operations of the two
groups until the carriers' operating certificates are combined.

"This is an important step forward that reflects the hard work and
collaborative dialogue required to reach this transition agreement
that is in the best interest of our new company and our pilots,"
said Glenn Tilton, United chairman and chief executive officer,
who will serve as non-executive chairman of the merged company.

"We are pleased to have reached this important agreement at such
an early stage of the integration planning process, as it is a key
first step in building a long-term, productive relationship
between the combined company and our pilots," said Jeff Smisek,
Continental's chairman, president and chief executive officer who
will serve as chief executive officer of the combined carrier.
"We will continue to focus on working together with all of our
work groups to reach agreements that are fair to our employees and
fair to the company."

The companies expect to close the merger in the fourth quarter of
2010.

                  United & Continental Conduct
                     First Merger Meeting

The Integration Steering Committee of United and Continental held
their first meeting on July 14, 2010, at Continental's
headquarters in Houston, Texas, Jenalia Moreno of The Houston
Chronicle reports.

As previously reported, the Integration Steering Committee is led
by Messrs. Tilton and Smisek.  Members of the Integration Steering
Committee are:

  (i) Kathryn Mikells, senior vice president and chief financial
      officer, and Pete McDonald, senior vice president and
      chief administrative officer from United; and

(ii) Zane Rowe, executive vice president and chief financial
      officer, and Jim Compton, executive vice president and
      chief marketing officer from Continental

Ms. Moreno notes that Mr. McDonald and Lori Gobillot,
Continental's staff vice president and assistant general counsel,
will lead an "integration management office" that will oversee the
daily integration planning and make recommendations to the
Integration Planning Committee.  Ms. Moreno adds that the office
will create five groups, each led by a Continental and United
employee.

According to the report, the Integration Steering Committee will
meet every two weeks, alternating between Houston and Chicago, and
will operate until the merger closes.

                 Merger Will Enhance United's Network
                    with Small Airports, UAL Says

Small airports and the communities United serves are critically
important to the carrier's network just as United's presence is to
them, UAL said in a Form 425 filed with the Securities and
Exchange Commission dated July 15, 2010.

UAL explained that while small communities feed traffic to
United's hubs, those communities reap economic benefits from the
presence of an airline that connects them to communities large and
small around the globe.  "That relationship would continue to
benefit both parties after our planned merger with Continental is
completed," said Kevin Knight, senior vice president - planning
for United, at a presentation to the Airports Council
International-North America's Small Airports Conference in
Minneapolis, Minnesota on July 9, 2010.

By combining United's network with Continental's, United would be
even better positioned to offer improved service to smaller
communities and better positioned to succeed, Mr. Knight
emphasized.  "Following our merger, the communities we serve will
benefit from an enhanced network that offers our customers new
services opportunities," Mr. Knight added.

Under the merger, customers will have access to 116 new domestic
destinations; 40 destinations will be new to United customers, and
76 destinations will be new to Continental customers.  The merger
will also create more than 1,000 new domestic connecting city
pairs served by the combined carrier, providing additional
convenience to customers, Mr. Knight noted.

                    About UAL Corporation

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --
http://www.united.com/-- is the holding company for United
Airlines, Inc.  United Airlines is the world's second largest air
carrier.  The airline flies to Brazil, Korea and Germany.

The company filed for Chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven
R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in
their restructuring efforts.  Fruman Jacobson, Esq., at
Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors.  Judge Eugene R. Wedoff
confirmed a reorganization plan for United on Jan. 20, 2006.  The
Company emerged from bankruptcy on Feb. 1, 2006.

Reorganized UAL Corp. carries a 'Caa1' probability of default
rating from Moody's, 'B-' long term foreign issuer credit rating
from Standard & Poor's, and 'CCC' long term issuer default rating
from Fitch.


UAL CORP: Provides Financial Projections for 3rd Quarter
--------------------------------------------------------
UAL Corp, the holding company of United Air Lines, Inc., filed
with the U.S. Securities and Exchange Commission on July 20, 2010,
an investor update related to its financial and operational
outlook for the third quarter and full year of 2010.

                          Capacity

Kathryn A. Mikells, senior vice president and chief financial
officer of UAL, says third quarter 2010 consolidated available
seat miles (ASMs) are estimated to be up 1.6% to 2.6% year-over-
year.  Full year 2010 consolidated ASMs are estimated to be flat
to up 1.0%, she  notes.  UAL's current capacity guidance
represents a half a point increase from UAL's previous full year
guidance.

Ms. Mikells explains that about half of this increase is due to
the capacity related to United's enhanced code share agreement
with Aer Lingus to provide service from Washington Dulles to
Madrid, which was not anticipated to be included in the carrier's
consolidated results in the previous guidance.  She adds that the
remaining increase is due to the elimination of scheduled paint
visits in anticipation of changing United's livery as a result of
the carrier's proposed merger with Continental Airlines Inc. later
this year.

                      Non-Fuel Expense

UAL estimates third quarter 2010 mainline non-fuel unit cost per
ASM (CASM), excluding profit sharing and certain accounting
charges, to be up 3.8% to 4.8% year-over-year, and consolidated
CASM, excluding profit sharing and certain accounting charges, to
be up 3.3% to 4.3% year-over-year.  For the full-year 2010, UAL
expects  mainline and consolidated CASM, excluding fuel, profit
sharing and certain accounting charges to be up 2.0% to 3.0% year-
over-year.

                        Fuel Expense

UAL anticipates mainline fuel price, including the impact of cash
settled hedges, to be $2.40 per gallon for the third quarter and
$2.34 for the full year based on a July 16, 2010, forward curve.

                  Non-Operating Income/Expense

Non-operating expense is estimated to be $170 million to
$180 million for the third quarter and $655 million to
$665 million for the full year, Ms. Mikells discloses.

                         Income Taxes

Because of its net operating loss carry-forwards, UAL expects to
pay minimal cash taxes for the future and is not recording
incremental tax benefits at this time, Ms. Mikells tells the SEC.
UAL expects an effective tax rate of 0% for the third quarter and
full year 2010, she adds.

              Capital Spending and Scheduled Debt
                  and Capital Lease Payments

Of the planned roughly $350 million in non-aircraft capital
expenditures for 2010, about $125 million has been spent as of the
end of the second quarter, Ms. Mikells relates. UAL expects
scheduled debt and capital lease payments of about $220 million in
the third quarter and $410 million for the remainder of the year.

                    Fuel Hedge Positions

For the third quarter, UAL has hedged 80% of its estimated
consolidated fuel consumption at an average price of $79 per
barrel.  For the remainder of 2010, UAL has hedged 74% of its
estimated consolidated fuel consumption at an average price of $80
per barrel.  UAL's estimated settled hedge impacts at various
crude oil prices, based on the hedge portfolio as of July 14, 2010
are:

                  Cash Settled
Crude Oil Price  Hedge Impact    1Q10  2Q10   3Q10   4Q10   FY10
---------------  ------------    ----  ----   ----   ----   ----
$100 per Barrel  Mainline Fuel  $2.19 $2.30  $2.82  $2.82  $2.54
                  Price Excluding
                  Hedge ($/gal)
                  Impact to Fuel $0.03 $0.04 ($0.25)($0.32)($0.13)
                  Expense ($/gal)

$90 per Barrel   Mainline Fuel  $2.19 $2.30  $2.58  $2.59  $2.42
                  Price Excluding
                  Hedge ($/gal)
                  Impact to Fuel $0.03 $0.04 ($0.06)($0.12)($0.03)
                  Expense ($/gal)

$80 per Barrel   Mainline Fuel  $2.19 $2.30  $2.34  $2.35  $2.30
                  Price Excluding
                  Hedge ($/gal)
                  Impact to Fuel $0.03 $0.04  $0.10  $0.07  $0.06
                  Expense ($/gal)

$76.01 per       Mainline Fuel  $2.19 $2.30  $2.25  $2.25  $2.25
Barrel           Price Excluding
                 Hedge ($/gal)
                 Impact to Fuel $0.03 $0.04  $0.15  $0.12  $0.09
                 Expense ($/gal)

$70 per Barrel  Mainline Fuel  $2.19 $2.30  $2.11  $2.11  $2.18
                 Price Excluding
                 Hedge ($/gal)
                 Impact to Fuel $0.03 $0.04  $0.21  $0.19  $0.12
                 Expense ($/gal)

$60 per Barrel  Mainline Fuel  $2.19 $2.30  $1.87  $1.87  $2.06
                 Price Excluding
                 Hedge ($/gal)
                 Impact to Fuel $0.03 $0.04  $0.31  $0.29  $0.17
                 Expense ($/gal)

$50 per Barrel  Mainline Fuel  $2.19 $2.30  $1.63  $1.63  $1.93
                 Price Excluding
                 Hedge ($/gal)
                 Impact to Fuel $0.03 $0.04  $0.41  $0.39  $0.22
                 Expense ($/gal)

A full-text copy of the Investor Update is available for free at:

             http://ResearchArchives.com/t/s?66e0

                    About UAL Corporation

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --
http://www.united.com/-- is the holding company for United
Airlines, Inc.  United Airlines is the world's second largest air
carrier.  The airline flies to Brazil, Korea and Germany.

The company filed for Chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven
R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in
their restructuring efforts.  Fruman Jacobson, Esq., at
Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors.  Judge Eugene R. Wedoff
confirmed a reorganization plan for United on Jan. 20, 2006.  The
Company emerged from bankruptcy on Feb. 1, 2006.

Reorganized UAL Corp. carries a 'Caa1' probability of default
rating from Moody's, 'B-' long term foreign issuer credit rating
from Standard & Poor's, and 'CCC' long term issuer default rating
from Fitch.


UAL CORP: Reports First Quarterly Profit Since 2007
---------------------------------------------------
UAL Corporation (Nasdaq: UAUA), the holding company whose primary
subsidiary is United Air Lines, Inc., reported results for the
second quarter ended June 30, 2010.  The company:

    * Reported its first quarterly profit since 2007 with a
      second quarter net profit of $430 million, or $1.95 per
      diluted share, excluding non-cash, net mark-to-market
      hedge gains and certain accounting charges, an improvement
      of $751 million from second quarter 2009.  The company
      reported a GAAP net profit of $273 million, or $1.29 per
      diluted share.

    * Reported a 26.9% year-over-year increase in consolidated
      passenger revenue per available seat mile (PRASM) for the
      second quarter with double digit growth rates across all
      regions.

    * Reported a 1.9% year-over-year increase in consolidated
      unit cost per available seat mile (CASM) for the quarter,
      excluding fuel, certain accounting charges and profit
      sharing, with an increase in consolidated capacity of 1.1%
      year-over-year.

    * Generated strong operating cash flow of $874 million and
      free cash flow of $801 million in the second quarter, and
      closed the quarter with a total cash balance of
      $5.2 billion, including unrestricted cash of $4.9 billion.

    * Accrued $63 million for profit sharing based on year-to-
      date pre-tax profitability, and paid $315 in incentive
      compensation to each eligible front-line employee based on
      strong operational and customer satisfaction performance
      in the second quarter.

    * Ranked No. 1 in on-time arrivals among the five largest
      U.S. global carriers for the first six months of 2010
      based on preliminary information .

    * Announced merger agreement with Continental Airlines on
      May 3, 2010, which will create the world s leading airline
      serving over 350 destinations worldwide.  Integration
      planning is under way and we expect to close the
      transaction by year-end.

    * Flew inaugural flight to Africa, commencing daily service
      between Washington Dulles and Accra, Ghana.

"We are pleased to report a significant net profit improvement in
the quarter along with excellent operational results across the
company," said Glenn Tilton, UAL Corporation chairman, president
and CEO.  "The United team continues to execute across our
critical operating, service and financial metrics and this strong
performance builds momentum that we take into our planned merger
with Continental Airlines later this year."

                 Revenue Trends Continue Solid
                  Year-Over-Year Improvements

For the second quarter, consolidated PRASM increased 26.9% year-
over-year.  Consolidated yield improved 23.6% and consolidated
load factor increased 2.3 percentage points year-over-year.

                    2Q2010
                  Passenger   Passenger
                   Revenue    Revenue %    PRASM % vs. ASM % vs.
Geographic Area   (millions)  vs. 2Q 2009    2Q 2009    2Q 2009
---------------   ----------  -----------  ----------  ---------
Domestic              $2,063      15.4%       19.1%      (3.0%)
Pacific                  789      52.4%       52.0%       0.4%
Atlantic                 742      31.7%       33.1%      (1.0%)
Latin America            118      63.4%       55.9%       4.7%
                  ----------  -----------  ----------  ---------
International         $1,649      43.0%       42.9%       0.1%
Mainline              $3,712      26.2%       28.3%      (1.6%)
Regional Affiliates   $1,021      36.3%       13.1%      20.5%
                  ----------  -----------  ----------  ---------
Consolidated          $4,733      28.3%       26.9%       1.1%

Cargo revenue increased 57% year-over-year for the quarter as
continued improvements in demand drove strength in both volume and
yields across all regions, particularly trans-Pacific markets.

               Maintained Strong Unit Cost Control

Total consolidated expense, including fuel and excluding non- cash
net mark-to-market hedge gains and certain accounting charges,
increased $455 million, or 11.1% year-over-year for the second
quarter.  Consolidated expense, excluding fuel, profit sharing
programs and certain accounting charges, was up $91 million or
3.1%.  Total GAAP consolidated expense, including these items, was
up $816 million for the quarter.

Consolidated CASM, excluding fuel, profit sharing programs and
certain accounting charges, increased by 1.9% year-over-year in
the second quarter against a consolidated capacity increase of
1.1%.  Mainline CASM, excluding fuel, profit sharing programs and
certain accounting charges, increased by 1.7% in the second
quarter, against a 1.6% decline in mainline capacity.  Mainline
and Consolidated CASM, including these items, were up 21.1% and
19.6%, compared to the year-ago quarter.

          Hedged 80% of Consolidated Fuel Consumption
                   for Third Quarter 2010

The company recorded $17 million in cash losses on fuel hedges
that settled in the second quarter including hedge
ineffectiveness.  In addition, the company also recorded non-cash,
net mark-to-market losses on its fuel hedges of $37 million.
Hedge impacts for the quarter shows:

Fuel Hedge Impacts

                                          Included in 2Q
                                             2010 Fuel
Fuel Hedge Impacts                           Expense
------------------                       --------------
Non-Cash Net Mark-to-Market Net Gain/(Loss)        ($37)
Cash Net Gain/(Loss) on Settled Contracts           (17)
                                          --------------
Total Recorded Net Gain/(Loss)                     ($54)
                                          ==============

The company's hedge book consists of roughly 50% call options and
50% swaps, providing protection against rising fuel prices while
allowing significant downside participation if fuel prices fall.
For the third quarter 2010, the company has capped 80% of its
estimated consolidated fuel consumption at a crude-equivalent
average price of $79 per barrel.  For the remainder of 2010, the
company has capped 74% of its estimated consolidated fuel
consumption at a crude-equivalent average price of $80 per barrel.
The company will benefit from roughly 63% downside participation
for the last half of 2010 if fuel prices fall.

               Strong Liquidity Position Further
                Bolstered By Operating Cash Flow

The company ended the quarter with a total cash balance of
$5.2 billion, including an unrestricted cash balance of more than
$4.9 billion and restricted cash balance of $250 million.

In the second quarter, the company generated $874 million of
positive operating cash flow and $801 million of positive free
cash flow, defined as operating cash flow less capital
expenditures.  In the second quarter, the company had scheduled
debt and net capital lease payments of $135 million, and non-
aircraft capital expenditures of $73 million.

"We are clearly on the right path toward our goal of achieving
sustained and sufficient profitability across the economic cycle,"
said Kathryn Mikells, UAL Corporation executive vice president and
chief financial officer.  "While there is much more work needed,
our current results, including improvements in unit revenue, cost
controls, cash flow and profit margin, demonstrate substantial
progress against our objective."

          No. 1 On-Time Airline Among 5 Largest U.S.
         Global Carriers for First Six Months of 2010

Based on preliminary industry results, United remains in first
place among the five largest U.S. global network carriers in on-
time arrival performance for the first six months of 2010, and was
ranked second place in the second quarter.  Each participating
front-line employee earned a $315 bonus payout in the second
quarter as a result of exceeding internal customer satisfaction
and on-time performance goals.

                       Business Highlights

    * On May 3, 2010, United and Continental Airlines announced
      a planned merger transaction that will create the world's
      leading airline and will expand access to an unparalleled
      global network serving 350 destinations around the world.
      The integration planning process is underway; teams from
      both companies are developing comprehensive plans for the
      combined company.

    * United launched its inaugural flight to the continent of
      Africa on June 20 with daily non-stop service from
      Washington Dulles to Accra, Ghana.

    * United completed the first flight by a U.S. commercial
      airline using natural gas synthetic jet fuel,
      demonstrating United's commitment to the advancement of
      alternative fuels in commercial aviation using fuel that
      is safe and approved for use in commercial aircraft.
      United also became the first airline to conduct two trans-
      Atlantic flights using state-of-the-art flight planning to
      demonstrate the potential for fuel savings and carbon
      dioxide reductions.

    * Glenn Tilton, UAL Corp. chairman, president and CEO joined
      The Future of Aviation Advisory Committee convened by U.S.
      Department of Transportation Secretary Ray LaHood.

                        2010 Outlook

The company expects both mainline and consolidated CASM, excluding
fuel, profit sharing and certain accounting charges for the full
year 2010 to be up 2.0% to 3.0% year-over-year.  The company
expects consolidated CASM, excluding fuel, profit sharing and
certain accounting charges for the third quarter 2010 to be up
3.3% to 4.3% year-over-year.

The company expects scheduled debt and capital lease payments of
approximately $220 million and non-aircraft capital expenditures
of approximately $120 million for the third quarter of 2010.
Complete details on United's outlook can be found in the Investor
Update, available at www.united.com/ir

UAL filed with the U.S. Securities and Exchange Commission
its Form 10Q dated July 20, 2010, disclosing UAL's financial
results for the quarter ended June 30, 2010.  A full-text copy of
UAL Corp.'s 2nd Quarter 2010 Results is available for free at:

              http://ResearchArchives.com/t/s?66c8

UAL also filed with the SEC on Form 425 dated July 21, 2010, a
transcript of its earnings conference call held on July 20, 2010.
A full-text copy of the transcript is available for free at:

               http://ResearchArchives.com/t/s?66e2

            UAL Corporation and Subsidiary Companies
          Statement of Consolidated Financial Position
                     As of June 30, 2010
                        (in millions)

Current Assets:
Cash and cash equivalents                             $4,906
Restricted cash                                           53
Receivables, net allowance for doubtful accounts         971
Aircraft fuel                                            280
Aircraft lease deposits maturing within one year         275
Deferred income taxes                                     51
Prepaid expenses and other                               447
                                                  -----------
Total current assets                                    6,983
                                                  -----------
Operating property and equipment:
Owned
  Flight equipment                                      8,354
  Advances on flight equipment                             51
  Other property and equipment                          1,767
                                                  -----------
                                                       10,172
Less -- accumulated depreciation and amortization     (2,293)
                                                  -----------
Total owned                                            7,879
                                                  -----------

Capital leases
  Flight equipment                                      2,095
  Other property and equipment                             51
                                                  -----------
                                                        2,146
Less -- accumulated amortization                        (422)
                                                  -----------
Total capital leases                                   1,724
                                                  -----------
Total operating property and equipment                  9,714
                                                  -----------
Other assets:
Intangibles, net                                       2,416
Restricted cash                                          197
Investments                                               97
Aircraft lease deposits                                   10
Others                                                   828
                                                  -----------
Total other assets                                      3,548
                                                  -----------
TOTAL ASSETS                                          $20,134
                                                  ===========

Liabilities and Stockholders' Equity

Current liabilities:
Advance ticket sales                                  $2,300
Mileage Plus deferred revenue                          1,745
Long-term debt maturing within one year                1,415
Accounts payable                                         926
Accrued salaries, wages and benefits                     817
Current obligations under capital leases                 464
Other                                                    906
                                                  -----------
Total current liabilities                               8,573

Long-term debt                                          6,281
                                                  -----------
Long-term obligations under capital leases              1,014
                                                  -----------
other liabilities and deferred credits:
Mileage Plus deferred revenue                          2,356
Postretirement benefit liability                       1,940
Advanced purchase of miles                             1,115
Deferred income taxes                                    537
Other                                                  1,074
                                                  -----------
Total other liabilities and deferred credits            7,022
                                                  -----------

Stockholders' deficit:
Preferred stock                                            -
Common stock                                               2
Additional capital invested                            3,146
Retained deficit                                      (5,765)
Stock held in treasury                                   (30)
Accumulated other comprehensive income                  (109)
                                                  -----------
                                                       (2,756)
                                                  -----------
TOTAL LIABILITIES                                     $20,134
                                                  ===========


           UAL Corporation and Subsidiary Companies
        Unaudited Statement of Consolidated Operations
             Three Months Ended June 30, 2010
                        (in millions)

Operating revenues:
Passenger - United Airlines                           $3,712
Passenger - Regional Affiliates                        1,021
Cargo                                                    190
Other operating revenues                                 238
                                                  -----------
Total Operating Expenses                                5,161

Operating expenses:
Aircraft fuel                                          1,198
Salaries and related costs                             1,020
Regional affiliates                                      911
Purchased services                                       256
Aircraft maintenance materials and outside repairs       245
Landing fees and other rent                              241
Depreciation and amortization                            215
Distribution expenses                                    154
Impairments and special items                            106
Aircraft rent                                             81
Cost of third party-sales                                 61
Other operating expenses                                 239
                                                  -----------
Total Operating Expenses                                4,727

Earnings (loss) from operations                           434

Other income (expense):
Interest expense                                        (171)
Interest income                                            2
Interest capitalized                                       3
Miscellaneous, net                                         3
                                                  -----------
                                                         (163)

Income before income taxes
and equity in earnings of affiliates                      271

Income tax expense (benefit)                               (2)
                                                  -----------
Income before equity in earnings of affiliates            273
Equity in earnings of affiliates, net of tax                -
                                                  -----------
NET INCOME                                               $273
                                                  ===========

            UAL Corporation and Subsidiary Companies
             Statement of Consolidated Cash Flows
                 Three Months Ended June 30, 2010
                       (in millions)

Cash flows provided (used) by operating activities:      $874

Cash flows provided (used) by investing activities:
Additions to property, equipment and deferred software   (73)
Advanced deposits on aircraft                              -
(Increase) Decrease in restricted cash                    33
Proceeds from asset sale-leasebacks                        -
Proceeds from the sale of property and equipment          21
Other, net                                                 -
                                                  -----------
                                                          (19)
                                                  -----------

Cash flows provided (used) by financing activities:
Proceeds from issuance of long-term debt                 686
Repayment of long-term debt                              (70)
Principal payments under capital leases                  (66)
Increase in deferred financing costs                     (19)
Proceeds from the issuance of common stock                 -
Decrease in lease deposits                                 1
Other, net                                                 3
                                                  -----------
                                                          535
                                                  -----------

Increase (decrease) in cash and cash equivalents
during the period                                       1,390
Cash and cash equivalents at beginning of the period    3,516
                                                  -----------
Cash and cash equivalents at end of the period         $4,906
                                                  ===========

                       *     *     *

UAL posted profit that exceeded analysts' estimates on fuller
planes and higher fares, Mary Jane Credeur of Bloomberg News
relates.

Ms. Credeur elaborates that UAL's second quarter profit excluding
some costs was $430 million, or $1.95 a share, topping the $1.75
average of 12 analysts' prediction compiled by Bloomberg.  That,
Ms. Credeur continues, compares with a loss of $321 million, or
$2.21, a year earlier according to UAL in a statement.

Ms. Credeur says revenue jumped 28% to $5.16 billion as United
took advantage of increasing business and leisure travel by
raising fares.  Ms. Credeur explains that United and other
carriers have not added back planes that were parked during the
recession, giving them more control over pricing as demand
improves.

Ms. Credeur adds that United's capacity revenue for each seat
flown a mile jumped 27%, showing that the carrier is regarding
control over fares.

"The United team continues to execute," Glenn Tilton, UAL's chief
executive, said in a FT interview.

Jeremy Lemer of Financial Times points out that United surpassed
expectations as it took advantage of a sharp rebound in passenger
and cargo traffic to pack its aircraft and charge passengers more
for tickets.

In another interview with Bloomberg Television, Kathryn Mikells,
UAL's chief financial officer, said, "To improve profitability, we
need pricing power, and you get that by managing capacity."
Ms. Mikells added in the Bloomberg interview that United's
capacity will be little changed this year and that competitors
have been very disciplined as well.

In addition, United President John Tague noted at a conference
call that the carrier sees a potential $1 billion in revenue from
fees for checking luggage and other services, Ms. Credeur reports.
Mr. Tague disclosed that United earns $400 million from bag fees,
Bloomberg notes.

As of July 20, 2010, trading of UAL's shares rose $1.02, or 4.8%
to $22.40 at 4 p.m. New York time on the Nasdaq Stock Market, Ms.
Credeur states.  Mr. Lemer says over the year to date, United
shares have risen more than 60%, boosted by operating results that
have outperformed its peers.

                    About UAL Corporation

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --
http://www.united.com/-- is the holding company for United
Airlines, Inc.  United Airlines is the world's second largest air
carrier.  The airline flies to Brazil, Korea and Germany.

The company filed for Chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven
R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in
their restructuring efforts.  Fruman Jacobson, Esq., at
Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors.  Judge Eugene R. Wedoff
confirmed a reorganization plan for United on Jan. 20, 2006.  The
Company emerged from bankruptcy on Feb. 1, 2006.

Reorganized UAL Corp. carries a 'Caa1' probability of default
rating from Moody's, 'B-' long term foreign issuer credit rating
from Standard & Poor's, and 'CCC' long term issuer default rating
from Fitch.


ULICO STANDARD: A.M. Best Withdraws B- Financial Strength Rating
----------------------------------------------------------------
A.M. Best Co. has withdrawn the financial strength rating (FSR) of
B- (Fair) and issuer credit rating (ICR) of "bb-" and assigned an
NR-3 (Rating Procedure Inapplicable) to the FSR and an "nr" to the
ICR of Ulico Standard of America Casualty Company (USA Casualty)
(San Francisco, CA).

These rating actions stem from the commutation of the last
remaining assumption reinsurance treaties with affiliate, ULLICO
Casualty Company (ULLICO Casualty), effective July 1, 2009.  USA
Casualty is currently a clean shell company as it holds no loss
reserves and has no active business writings.

Concurrently, A.M. Best has affirmed the FSR of B+ (Good) and ICR
of "bbb-" of ULLICO Casualty.  The outlook for both ratings is
positive.


UNO RESTAURANT: Emerges from Chapter 11
---------------------------------------
Uno Restaurant Holdings Corporation has emerged from chapter 11
pursuant to its plan of reorganization, confirmed by the United
States Bankruptcy Court for the Southern District of New York on
July 6, 2010.

"Today's successful emergence from Chapter 11 completes the
restructuring process in just six months and allows us to turn our
full attention to the growth and development of the Uno brands,
which consist of our flagship casual dining restaurant, Uno
Chicago Grill(R), our fast casual concept, Uno Due Go(R), our
quick service format, Uno Express(R), and our packaged foods
business, Uno Foods.  We have emerged from this process with a
strong balance sheet and enhanced liquidity, which will enable us
to invest in our business.  The event marks a new beginning for
Uno," said Frank Guidara, President and Chief Executive Officer of
the Company.

Guidara added, "During the past six months, while we have been
busy implementing our financial restructuring, we have also worked
hard to prepare for an exciting future.  In addition to a new and
innovative menu launched earlier this month in Uno Chicago Grill,
we have introduced two new product lines in our packaged foods
business consisting of a line of frozen entrees and our line of
Tastefuls(R), a hand-held, microwavable mini-calzone.

In the next few weeks, we will be completing the renovation and
re-opening of our Warwick, Rhode Island restaurant which will
showcase the new Uno prototype of the future.  In August and
September, we will be opening new Uno Due Go units on the campuses
of two major colleges and universities.  This is in addition to
the two highly successful Uno Due Go units already in operation at
the Dallas Forth Worth airport.  In addition, over the next few
months, we will be opening several new Uno Express locations in
high-traffic, high-profile venues."

Mr. Guidara continued, "We could not have accomplished so much
without the steadfast support of our amazing employees,
franchisees, vendors, lenders and other stakeholders.  I
appreciate everything they have done and continue to do on our
behalf.  Their commitment to our success is what fuels everything
we do."

Rob Webster, senior managing director and co-founder of Twin Haven
Capital Partners, the new majority shareholder of the Company
said, "We have been associated with Uno for several years and
believe that Uno is a great company that was hampered by an over-
leveraged balance sheet.  We are excited about the potential of
its great brands now that we have an appropriate capital structure
for the Company.  I am looking forward to working with Frank and
the rest of the management team, along with our shareholder
partners, which include Coliseum Capital and Newport Global
Advisors, to help Uno achieve its goals."

Pursuant to the Plan, 100 percent of the Company's $142 million,
10 percent Senior Secured Notes, due in February 2011, has been
converted into substantially all of the equity of the Company,
thereby eliminating $14.2 million in annual interest payments and
reducing total debt from $176.3 million to approximately $40
million.

In connection with the emergence from Chapter 11, the Company
arranged for $55 million of permanent, long-term exit financing
comprised of a $30 million revolving credit facility, due in July
2015, provided by long-standing-lender Wells Fargo Capital
Finance, part of Wells Fargo & Company, and $25 million of new
notes, due February 2016, provided by a majority of the new equity
holders.  The Exit Facility allowed the Company to repay all
outstanding amounts under its former Debtor in Possession Credit
Facility, implement the provisions of the Plan, pay transaction
costs and provide significant liquidity going forward to fund
working capital needs and the Company's growth and investment
plans.

      About Uno Restaurant Holdings Corporation

Boston, Massachusetts-based Uno Restaurant Holdings Corporation --
http://www.unos.com/-- has 179 company-owned and franchised
full-service Uno Chicago Grill restaurants located in 28 states,
the District of Columbia, Puerto Rico, South Korea, the United
Arab Emirates, Honduras, Kuwait, and Saudi Arabia.  The company
also operates a fast casual concept called Uno Due Go(R), a quick
serve concept called Uno Express, and a consumer foods division
which supplies airlines, movie theaters, hotels, airports, travel
plazas, schools and supermarkets with both frozen and refrigerated
private-label foods and branded Uno products.

The Company and 152 affiliates filed for Chapter 11 bankruptcy
protection on January 20, 2010 (Bankr. S.D.N.Y. Lead Case No.
10-10209).  The Company listed $100,000,001 to $500,000,000 in
assets and $100,000,001 to $500,000,000 in liabilities.

Weil, Gotshal & Manges LLP assist the Debtors in their
restructuring effort.  CRG Partners Group LLC is the restructuring
advisor.  Kurtzman Carson Consultants LLC serves as noticing and
claims agent.


US CONCRETE: Put Option Parties Commit to Purchase $50MM of Notes
-----------------------------------------------------------------
On July 20, 2010, U.S. Concrete, Inc., entered into a Purchase
Letter among the Company and Monarch Alternative Capital, L.P.,
Whitebox Advisors, LLC and York Capital Management Global
Advisors, LLC (collectively, the "Put Option Parties") pursuant to
which the Put Option Parties have granted the Company a put
option.  If the Company exercises the Put Option, the Put Option
Parties will be obligated to purchase an aggregate of $50 million
of convertible secured notes, subject to the satisfaction or
waiver of the conditions set forth in the Purchase Letter.

The Debtors will be reorganized pursuant to a joint plan of
reorganization, dated as of June 2, 2010.

The terms of the Convertible Notes will be on terms set forth in
the Purchase Letter.  The Purchase Letter contemplates that the
other holders of the Company's 8.375% Senior Subordinated Notes
due 2014 (the "Existing Notes") to the extent they are Qualified
Institutional Buyers (as defined in Rule 144A under the Securities
Act of 1933) or institutional accredited investors (as defined in
Rule 501(a)(1), (2), (3) or (7) under the Securities Act), will be
offered the opportunity to purchase Convertible Notes in an amount
up to their pro rata holdings of the Existing Notes.  The offer of
Convertible Notes to holders of the Existing Notes and the
purchase of Convertible Notes by the Put Option Parties and
holders of the Existing Notes have not been and will not be
registered under the Securities Act and may not be offered or sold
in the United States absent an applicable exemption from
registration requirements.  The amount of Convertible Notes
purchased by the holders of the Existing Notes will reduce the
aggregate commitment of the Put Option Parties pursuant to the Put
Option.

Each Put Option Party's commitment is subject to, among other
things, (1) entry of an order by the Bankruptcy Court approving
the Purchase Letter and authorizing the Debtors to execute,
perform and incur their obligations under the Purchase Letter, (2)
there not having occurred a dismissal or conversion of any Case
into a chapter 7 liquidation or the appointment of a Chapter 11
trustee in any Case, (3)(a) no provision of the Plan (as filed
with the Bankruptcy Court) having been amended, supplemented or
otherwise modified in any respect in a manner materially adverse
to the Put Option Parties without their consent and (b) not later
than August 18, 2010, entry of an order confirming the Plan by the
Bankruptcy Court in the Cases, (4) the Confirmation Order having
become a final order, in full force and effect, (5) concurrently
with the issuance of the Convertible Notes, all obligations under
the Debtors' existing debtor-in possession financing (the "DIP
Facility") (other than contingent obligations not then due and
payable) having been repaid in full, all commitments under the DIP
Facility having been terminated and all liens and security
interests related to the DIP Facility have been terminated or
released, (6)(a) there not occurring or becoming known to the Put
Option Parties any events, developments, conditions or
circumstances that, individually or in the aggregate, have had or
could reasonably be expected to have a material adverse effect on
the business, operations, property, condition (financial or
otherwise) or prospects of the Company and its subsidiaries and
(b) no material assets of the Debtors having been sold or agreed
to be sold outside of the ordinary course of business, (7) the
Company and the Put Option Parties having entered into definitive
documentation relating to the Convertible Notes on the terms and
conditions set forth in the Purchase Letter and otherwise
customary for this type of transaction, and on the effective date
of the Plan (a) there not having been an event of default under
such documentation and (b) such documentation being in full force
and effect, (8) the payment of the fees and reimbursement of out-
of-pocket costs and expenses as set in the Purchase Letter, the
Plan and the letter agreement between the Company and Paul, Weiss,
Rifkind, Wharton & Garrison LLP ("Paul Weiss") regarding payment
by the Company of fees and expenses to Paul Weiss as counsel to a
group formed by certain holders of the Existing Notes, (9) the
Effective Date and closing of the offering and issuance of the
Convertible Notes (the "Transaction") having occurred not later
than September 27, 2010, (10) the Offering Memorandum Supplement
and related documentation with respect to the Transaction being
complete and correct in all material respects and not misleading,
(11) the Company's filings with the Securities and Exchange
Commission between January 1, 2010, and the date of the Purchase
Letter being complete and correct in all material respects and not
misleading, as of the respective filing date, (12) substantially
concurrently with the issuance of the Convertible Notes the
Debtors and their lenders having entered into the definitive
documentation for the first lien revolving facility referred to in
the Purchase Letter and any related documentation, and all
conditions to the borrowing under such facility being satisfied or
waived, and on the Effective Date (a) there not having been an
event of default under such facility and (b) such facility being
in full force and effect, (13) the Put Option Parties having
received such legal opinions, documents and other instruments as
are customary for transactions of this type and (14) all
governmental, shareholder or third party consents, if any,
necessary for the consummation of the Transaction having been
obtained.

Proceeds of the Convertible Notes will be used to repay in full
the DIP Facility and for working capital and general corporate
purposes of the Company and its subsidiaries.  The Purchase Letter
will terminate on September 27, 2010.

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.

A full-text copy of the Purchase Letter dated July 20, 2010, among
U.S. Concrete, Inc., Monarch Alternative Capital, L.P., Whitebox
Advisors, LLC and York Capital Management Global Advisors, LLC is
available for free at http://researcharchives.com/t/s?6700

                      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.


USG CORP: Posts $74 Million Net Loss for June 30 Quarter
--------------------------------------------------------
USG Corporation reported second quarter 2010 net sales of
$769 million, an operating loss of $25 million and a net loss of
$74 million, or $0.74 per diluted share based on 99.5 million
average diluted shares outstanding.  The corporation's operating
loss in the first quarter of 2010 was $82 million and its net loss
for that quarter was $110 million.

The company's balance sheet for June 30, 2010, showed $3.9 billion
in total assets, $507.0 million in total current liabilities, $1.9
billion deferred income taxes, $20 million other liabilities, and
$707.0 million commitments and contingencies, for a $740.0 million
total stockholders' equity.

"The significant reduction in the company's operating loss in the
second quarter demonstrates the effectiveness of our many
initiatives to improve margins and reduce overall costs," said
William C. Foote, Chairman and CEO. "Market conditions during the
quarter were similar to the prior quarter and modestly better than
the environment experienced last year, but demand remains
exceptionally weak.  When the economy recovers and demand
improves, we expect to achieve substantial operating leverage in
our businesses."

Adjusted for restructuring, impairment and other charges and
income from a litigation settlement in the fourth quarter of 2009,
the company's adjusted operating loss was $18 million in the
second quarter of 2010, which compares to losses of $70 million in
the first quarter of 2010 and $77 million in the fourth quarter of
2009.  The adjusted operating losses exclude $7 million of
restructuring and impairment charges in the second quarter 2010,
$12 million of restructuring and impairment charges in the first
quarter of 2010, and $31 million of restructuring and impairment
charges and $97 million of income from the litigation settlement
in the fourth quarter of 2009.

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6709

                          About USG Corp.

USG Corporation, headquartered in Chicago, Illinois, is a leading
producer and distributor of building materials in the Unites
States, Canada and Mexico.  The company manufactures and markets
gypsum wallboard and operates a specialty distribution business
that sells to professional contractors.  It also manufactures
ceiling tiles and ceiling grids used primarily in commercial
applications.  Revenues for the last 12 months through March 31,
2010, totaled approximately $3.1 billion.

                           *     *     *

As reported by the Troubled Company Reporter on June 28, 2010,
Moody's Investors Service downgraded USG Corporation's Corporate
Family Rating and Probability of Default Rating to Caa1 from B3.
In a related rating action Moody's downgraded the guaranteed
senior unsecured notes due 2014 to B2 from B1 and the other senior
unsecured debt to Caa2 from Caa1.  The Speculative Grade Liquidity
rating remains SIGIL-3.  The outlook is stable.

The downgrades result from weaker than previously anticipated
operating performance.  Moody's believes that potential demand
increases for wallboard from North American new home construction
and repair and remodeling will not be adequate to generate
sufficient volumes and operating profits to cover USG's interest
expense over the intermediate term.  Furthermore, the non-
residential construction end market, which accounts for about 30%
of USG's revenues, is expected to contract well into 2011.


VANTAGE DRILLING: S&P Assigns 'B-' Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'B-'
corporate credit rating to Vantage Drilling Co.  At the same time,
S&P assigned a preliminary 'B-' issue-level rating (the same as
the corporate credit rating) to subsidiary Offshore Group
Investment Ltd.'s planned $960 million senior secured note
issuance due 2015.  In addition, the debt issues were assigned a
preliminary '3' recovery rating, indicating the expectation of
meaningful (50% to 70%) recovery in the event of default.

"The ratings on Vantage Drilling Co. reflect S&P's concerns about
timely delivery and operational execution risk regarding the
Platinum Explorer drillship, the company's aggressive debt
leverage, its limited liquidity relative to fixed spending
requirements, and its reliance on an asset that is currently under
construction for a majority of cash flows," said Standard & Poor's
credit analyst Marc Bromberg.  S&P has also taken into
consideration the company's limited operating history, narrow
scale and scope, and concerns about near-term expiring contracts
in a very difficult drilling price environment.  In S&P's view,
these concerns are partially offset by Vantage's relatively young
and technically sophisticated fleet and favorable five-year
$1.1 billion contract backlog for its Platinum Explorer drillship,
assuming completion and operational schedules are met.

Houston-based Vantage Drilling provides contract drilling services
primarily to international oil and natural gas companies.  Its
fleet includes four owned and operated jackups along with the
Platinum Explorer drillship that is under construction.  The
company expects that construction on the drillship will be
completed by November and that it will be operational for its
operator Oil and Natural Gas Corp. Ltd. by Dec. 31, 2010.  Vantage
also has a construction and operating management business that S&P
forecasts could contribute 5% of the company's gross margin in
2010.

Vantage is issuing $960 million in senior secured notes,
$60 million of convertible notes to majority shareholder F3
Capital, and $50 million in common equity to acquire the
remaining 55% stake in Mandarin Drilling Corp., which owes
shipbuilder Daewoo Shipbuilding & Marine Engineering approximately
$575 million (Mandarin owns the construction contract for the
Platinum Explorer).  Vantage will also use about $75 million of
proceeds for equipment and oversight associated with the Platinum
Explorer and most of the remaining proceeds to pay down
approximately $152 million in existing credit facilities
associated with the Emerald and Sapphire jackups and a
$135 million principal payment for the 13.5% P2021 notes
associated with the Topaz jackup.

The negative outlook reflects S&P's view of the construction and
mobilization risk associated with delivery of the Platinum
Explorer.  In the event the delivery of Platinum is delayed, the
company will forfeit its rights to Platinum and could face a
liquidity squeeze due to its funding requirement of a $70 million
bond payment.  Also, if the drillship is not successfully
operating by March 11, 2011, and ONGC cancels its contract,
Vantage is subject to renegotiation risk of the Platinum rig,
which could result in lower ratings and leave the company's
already weak liquidity position inadequate to meet its debt
service requirements, in S&P's view.

If the contract with ONGC begins as scheduled, S&P could revise
the outlook to stable.


VIKING SYSTEMS: Directors Acquire Stock Options
-----------------------------------------------
William C. Bopp, director at Viking Systems, Inc., disclosed that
he acquired options to acquire 37,500 shares of the company's
common stock at $0.242 a share.  The Stock options fully vest on
the one year anniversary of grant date.  The options were granted
by the Company as compensation for services as an outside
director.

Mr. Bopp also has warrants to acquire 11,765,792 company shares at
$0.18 a share.  The warrants may be exercised between January 4,
2008, and January 3, 2013.

Director William T. Tumber meanwhile disclosed acquiring options
to buy 75,000 shares.  The Stock options fully vest on the one
year anniversary of grant date.  The options were granted by the
Company as compensation for services as an outside director.

                      About Viking Systems

Based in Westborough, Massachusetts, Viking Systems, Inc. (OTCBB:
VKNG.OB) -- http://www.vikingsystems.com/-- is a developer,
manufacturer and marketer of visualization solutions for complex
minimally invasive surgery.  The Company partners with medical
device companies and healthcare facilities to provide surgeons
with proprietary visualization systems enabling minimally invasive
surgical procedures, which reduce patient trauma and recovery
time.

At March 31, 2010, the Company had total assets of $3 million
against total liabilities, all current, of $2.1 million, resulting
in stockholders' equity of $847,854.

The report from Viking Systems, Inc.'s independent registered
public accounting firm, Squar, Milner, Peterson, Miranda &
Williamson, LLP, dated February 22, 2010, includes a going concern
explanatory paragraph which states that factors relating to the
Company's net losses and working capital concerns raise
substantial doubt the Company's ability to continue as a going
concern.  Viking Systems said it will need to generate significant
additional revenue to achieve profitability and it may require
additional financing during 2010.  "The going concern explanatory
paragraph in the independent auditor's report emphasizes the
uncertainty related to our business as well as the level of risk
associated with an investment in our common stock," Viking Systems
said.


VIKING SYSTEMS: To Report Strategic Plan & Market Opportunities
---------------------------------------------------------------
Viking Systems, Inc., has prepared a corporate presentation
summarizing its business, market opportunities and related
strategic plans.  The full presentation is available for free at
http://ResearchArchives.com/t/s?66f7

                      About Viking Systems

Based in Westborough, Massachusetts, Viking Systems, Inc. (OTCBB:
VKNG.OB) -- http://www.vikingsystems.com/-- is a developer,
manufacturer and marketer of visualization solutions for complex
minimally invasive surgery.  The Company partners with medical
device companies and healthcare facilities to provide surgeons
with proprietary visualization systems enabling minimally invasive
surgical procedures, which reduce patient trauma and recovery
time.

At March 31, 2010, the Company had total assets of $3 million
against total liabilities, all current, of $2.1 million, resulting
in stockholders' equity of $847,854.

The report from Viking Systems, Inc.'s independent registered
public accounting firm, Squar, Milner, Peterson, Miranda &
Williamson, LLP, dated February 22, 2010, includes a going concern
explanatory paragraph which states that factors relating to the
Company's net losses and working capital concerns raise
substantial doubt the Company's ability to continue as a going
concern.  Viking Systems said it will need to generate significant
additional revenue to achieve profitability and it may require
additional financing during 2010.  "The going concern explanatory
paragraph in the independent auditor's report emphasizes the
uncertainty related to our business as well as the level of risk
associated with an investment in our common stock," Viking Systems
said.


VISTEON CORP: Union Wants to Reinstate Retiree's Insurance
----------------------------------------------------------
BankruptcyData.com reports that the International Union of
Electronic, Electrical, Salaried, Machine and Furniture Workers,
Communications Workers of America, AFL-CIO, CLC (IUE-CWA) filed
with the U.S. Bankruptcy Court a motion to compel Visteon to
immediately reinstate retiree health and life insurance for IUE
CWA-represented retirees.

BData says the motion asserts, "IUE-CWA respectfully submits that,
at this juncture, an order to immediately reinstate the terminated
retiree health and life insurance benefits should be issued. The
appeal has already been won, and this Court has already found that
the IUE-CWA retirees will be irreparably injured if they are
deprived of these benefits."  The Court scheduled an August 17,
2010 hearing to consider the motion.

Separately, the IUE, CWA filed an objection with the Court to the
Company's Revised Fourth Amended Joint Plan of Reorganization. The
objection states, "The POR purports to release the Debtors from
any liability for OPEB. (Docket No. 3471 at 34). However, such a
release would violate the Opinion and Judgment which require the
Debtors to restore retiree benefits during the bankruptcy Case.
(Judgment at 2). Section 1129(a) provides that a plan may be
confirmed only if all its requirements are met, including that
'the plan complies with the applicable provisions of this title.'
29 U.S.C.  1129(a)(1). Here, the POR does not comply with 
1114(e)(1), which provides that debtors 'shall timely pay and
shall not modify any retiree benefits' unless the debtor has
achieved a modification of benefits under the  1114 procedures.
Visteon has terminated retiree benefits for IUE-CWA retirees as of
May 1, 2010, without following the requirements of  1114."

                         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).


VITERRA INC: Moody's Assigns 'Ba1' Rating on Senior Unsec. Notes
----------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to Viterra, Inc.'s
C$500 million shelf prospectus for senior unsecured notes.
Viterra's Ba1 Corporate Family Rating and other ratings were
affirmed.  The rating on Viterra's May 2010 proposed note offering
was withdrawn.  Proceeds from any notes issuance from the new
shelf are to be used for debt reduction and for general corporate
purposes.  The proposed notes are expected to rank pari passu with
all of Viterra's existing and future senior unsecured indebtedness
including its recent C$1.6 billion global unsecured guaranteed
revolving credit facility executed in May 2010.  Viterra's
Speculative Grade Liquidity Rating of SGL-2 indicating a good
liquidity profile over the next 12 months was also affirmed.  The
outlook is stable.

The shelf and the executed C$1.6 billion global revolving credit
facility follow the September 2009 acquisition of ABB Grain Ltd.
of Australia.  While the C$1.4 billion acquisition was comprised
of a prudent mix of 50% equity and 50% cash, the lack of a global
unsecured revolving credit facility had been a modest credit
concern.  Future draws under the shelf, if used to pay down short
term debt, will likely improve the overall credit and maturity
profile of Viterra.  Specific benefits recently achieved include:
an improved maturity schedule, decrease in interest rate, removal
of security requirements on debt, covenant consistency, and
central global liquidity facility.  The unsecured structure of
Viterra's new credit facilities is a clear credit positive, as
unsecured revolvers/debt are typically commensurate with
investment grade ratings, while secured debt is unusual at the
investment grade level.

The Ba1 ratings continue to reflect the growth aspirations of
Viterra management and incorporate an expectation of the financial
impact of future acquisition activity.  Prior to a positive rating
move Moody's would look for the agricultural market dynamics to
remain healthy and stable, for continued success by management at
integrating ABB and other recent and potential acquisitions, and
for investment grade credit metrics to be achieved and sustained
over a multi-year period.  Importantly Moody's would like to see
sustainable generation of investment grade credit metrics within
Viterra's new business profile.  The generation of free cash flow
is a typical trait for investment grade issuers, thus a free cash
flow to debt ratio of over 8% on a sustainable basis would be seen
as a positive for the rating.

The stable outlook incorporates the assumption that future
acquisition activity of material size would continue to be
prudently financed.  The outlook also reflects the desire by
Moody's to see Viterra to perform over a longer period of time
with its relatively new consolidated group of assets given the
acquisition related growth strategy that management has
undertaken.  Viterra's annual revenues have grown from
C$1.5 billion at the end of 2006 to C$7.5 billion for the LTM
period ending April 30, 2010, and ABB could add C$2 billion in
revenues in 2010 to the C$6.6 billion 2009 Viterra stand-alone
revenues.  Total assets were estimated to approach C$6.1 billion
at the end of April 2010 up from C$774 million at the end of July
2006 an increase of over 680% over the last 45 months.

Affirmations

Issuer: Viterra Inc.

  -- Probability of Default Rating - Ba1

  -- Corporate Family Rating- Ba1

  -- Senior Unsecured Regular Bond/Debentures rated Ba1, LGD4, 58%
     moved from LGD4, 56%

Assignments:

  -- Senior Unsecured Shelf, Assigned (P)Ba1

Withdrawals:

  -- Senior Unsecured Regular Bond/Debenture, Withdrawn,
     previously rated Ba1, LGD4, 56%

Viterra's SGL-2 rating, reflecting a good liquidity profile, is
indicative of the company's significant cash generating
capabilities, balanced by the high seasonal demands on working
capital for its grain handling and agriproducts businesses (over
75% of Viterra's agriproducts are delivered from April through
June).  Ongoing liquidity concerns for grain processors center on
volatility of crop and farm input pricing.  For example, a
significant increase in the cost of commodity grains can increase
the working capital burden for Viterra and other processors, and
these price movements will increase the cash requirements in
managing the business.  Viterra's liquidity is supported by its
sizeable cash and marketable securities of approximately
C$480 million as of the second quarter filings ending April 30,
2010.  Additionally, Moody's estimate that Viterra had about
C$400 million drawn on the new C$1.6 billion global multi currency
credit facility at closing; the facility is used for managing the
seasonal swings in working capital.  Sustaining capital spending
for 2010 is estimated at C$440 million.  Viterra does not pay a
dividend on its common stock and the company further benefits from
having no near term maturities of its long-term debt.

Moody's most recent announcement concerning the ratings for
Viterra was on May 10, 2010, when Moody's confirmed the CFR and
assigned a Ba1 to the proposed senior notes offered by the issuer.

Viterra Inc., formerly known as Saskatchewan Wheat Pool Inc., is
headquartered in Regina, Saskatchewan, and is the largest grain
handler in Canada.  The Viterra entity was formed on May 29, 2007
after the acquisition of Agricore United by Saskatchewan Wheat
Pool.  Viterra operates through three business segments; Grain
Handling and Marketing, Agri-Products, and Processing, but derives
the majority of their income through the Grain Handling and
Marketing and Agri-Products business segment.  In September 2009
Viterra acquired ABB for A$1.6 billion (C$1.4 billion) with 50%
equity and 50% cash, adding global diversity, improved access to
Asia, and market share.  Revenues were C$7.5 billion for the 12
month period ending third-quarter April 30, 2010.


WILDWING DEV'T: Unable to Obtain Funding, Wants Case Dismissed
--------------------------------------------------------------
Wildwing Development, LLC, asks the U.S. Bankruptcy Court for the
District of Colorado to dismiss its Chapter 11 case.

The Debtor explains that since the petition date, it has sought to
negotiate and restructure its obligations and has attempted to
obtain the necessary financing to emerge from Chapter 11.  These
efforts have yet to yield any substantive results.

Additionally, Bank of Colorado  moved for relief from stay.  The
deadline for the Debtor to respond to this motion is July 29,
2010, with a hearing set for August 5.

If relief from stay is granted, or the Debtor is unable to obtain
financing or some other arrangement that would permit the Debtor
to restructure or refinance its bank obligations, cause will exist
for dismissal of the case.

The Debtor relates that, to date, it was unable to propose or
effectuate a Plan and, under the circumstances, does not presently
have a reasonable likelihood of rehabilitation.  It also does not
have the financial resources to make the requisite monthly
payments to BOC.

The Debtor is represented by:

     Horowitz & Burnett, P.C.
     Bart B. Burnett, Esq.
     E-mail: bburnett@hblegal.net
     Kevin S. Neiman, Esq.
     E-mail: kneiman@hblegal.net
     1660 Lincoln Street, Suite 1900
     Denver, CO 80264
     Tel: (303) 996-8600
     Fax: (303) 996-8636

                  About Wildwing Development LLC

Centennial, Colorado-based Wildwing Development LLC, is a single
asset real estate.  The Company filed for Chapter 11 bankruptcy
protection on April 13, 2010 (Bankr. D. Colo. Case No. 10-18467).
Bart B. Burnett, Esq., who has an office in Denver, Colorado,
assists the Debtor in its restructuring effort.  The Debtor
estimated its assets and debts at $10,000,000 to $50,000,000.


WILLIAM ROSE: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: William Rose & Associates, Inc.
          dba WRA Engineering
        24911 Avenue Stanford, #204
        Valencia, CA 91355

Bankruptcy Case No.: 10-39755

Chapter 11 Petition Date: July 20, 2010

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

Judge: Victoria S. Kaufman

Debtor's Counsel: Pro Se

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 Cornel Alvarado, CEO.


WYNN RESORTS: Moody's Affirms Corporate Family Rating at 'Ba3'
--------------------------------------------------------------
Moody's Investors Service affirmed Wynn Resorts, Limited's Ba3
Corporate Family and Probability of Default ratings and revised
the company's rating outlook to positive from stable.  The Ba3
rating on Wynn Las Vegas, LLC's $1.3 billion 6 5/8% first mortgage
notes due 2014 was affirmed.

The affirmation of Wynn's ratings consider Moody's favorable view
of the consolidated entity's overall growth prospects, the
company's moderately high leverage, very good liquidity, and the
quality, popularity, and favorable reputation of Wynn's casino
properties -- a factor that continues to distinguish the company
from most other gaming operators.  It also reflects the strong
performance of the company's Macau operations, and Moody's
expectations that such performance will continue.

Key rating concerns include the challenging operating environment
and supply growth in Las Vegas that will continue to pressure
Wynn's earnings.  And although the strength of Wynn's Macau
operations supports its rating, Moody's does have some concern
over the company's significantly exposure to Macau, as well as
China's regulatory environment.  Although gaming has taken place
in Macau for a number of decades and the government has reaffirmed
its support for the healthy development of the sector, its post-
liberalization history remains short, with no stable track record
in the existing regulatory environment.  Also factored into the
rating is Moody's expectation that Wynn will continue to pursue
the development of high risk/high reward large-scale integrated
casino and entertainment resorts.

This rating action also acknowledges Wynn's recent announcement
that it had commenced a cash tender offer for its Wynn Las Vegas
$1.32 billion 6 5/8% first mortgage notes due 2014 with the
proceeds from the offering of $1.32 billion of new first mortgage
notes due 2020 to be issued by Wynn Las Vegas (not-rated).  In
addition, it recognizes Wynn's plan to amend Wynn Las Vegas'
credit facility (not-rated) concurrent with the first mortgage
note refinancing.  Although these transactions improve Wynn's
financial flexibility, they are leverage neutral.

The outlook revision to positive from stable reflects Moody's
favorable view of Wynn's earnings prospects in Macau.  Macau
currently accounts for about 65% of Wynn's consolidated revenue
and about 75% of consolidate property-level EBITDA.  The region
has performed exceptionally well and Moody's anticipates that this
trend will continue providing the company with the ability to
absorb the earnings pressure at Wynn Las Vegas.  At the same time,
Macau's strong performance affords Wynn the opportunity to reduce
and sustain consolidated debt/EBITDA (without giving consideration
to cash balances) at or below 4 times, a level Moody's believe
could support a higher rating.

Ratings affirmed:

* Wynn Resorts, Limited Corporate Family Rating at Ba3

* Wynn Resorts, Limited Probability of Default Rating at Ba3

* Wynn Las Vegas LLC $1.3 billion 6 5/8% first mortgage notes due
  2014 at Ba3 (LGD 4, 50%)

Moody's last rating action on Wynn occurred on October 14, 2009,
when the company's rating outlook was revised to stable from
negative and Wynn Las Vegas, LLC's first mortgage notes due 2014
were lowered to Ba3 from Ba2.

Wynn owns and operates casino hotel resort properties in Las
Vegas, Nevada and Macau, China.  The company currently generates
about $3.2 billion in annual net revenue.


XODTEC LED: Posts $614,400 Net Loss in Q1 Ended May 31
------------------------------------------------------
Xodtec LED, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $614,439 on $243,785 of revenue for the
three months ended May 31, 2010, compared with a net loss of
$896,844 on $230,087 of revenue for the same period of 2009.

The Company's balance sheet at May 31, 2010, showed $1,786,400 in
assets and $2,522,583 of liabilities, for a stockholders' deficit
of $736,183.

As reported in the Troubled Company Reporter on July 23, 2010,
Simon & Edward, LLP, in City of Industry, Calif., expressed
substantial doubt about the Company's ability to continue as a
going concern after auditing the Company's financial statements
for the fiscal year ended February 28, 2010.  The independent
auditors noted that the Company has incurred significant operating
losses, has serious liquidity concerns and may require additional
financing in the foreseeable future.

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

               http://researcharchives.com/t/s?670b

Headquartered in Jhonghe City, Taiwan, Xodtec LED, Inc. is a
Nevada corporation incorporated on November 29, 2006, under the
name Sparking Events, Inc.  On June 28, 2009, the Company's
corporate name was changed to "Xodtec Group USA, Inc." and on
May 17, 2010, the Company's corporate name was changed to "Xodtec
LED, Inc."

The Company, through its subsidiaries, is engaged in the design,
marketing and selling of advanced lighting solutions which are
designed to use less energy and have a longer life than
traditional incandescent, halogen, fluorescent light sources.  The
Company's wholly-owned subsidiaries, Xodtec Technology Co., Ltd.;
Targetek Technology Co., Ltd.; UP Technology Co., Ltd., are
organized under the laws of the Republic of China (Taiwan).  The
Company also owns a 35% interest in Radiant Sun Development S.A.,
a company organized under the laws of the Independent State of
Samoa.


ZALE CORP: Bank Can End Deal If Credit Sales Fall Below Threshold
-----------------------------------------------------------------
Zale Corporation said two of its subsidiaries are parties to a
Merchant Services Agreement with Citibank (South Dakota), N.A.,
under which Citibank provides private label credit cards.  If the
volume of credit card sales pursuant to the Agreement does not
meet agreed-upon levels, Citibank is entitled to terminate the
Agreement on 180 days notice, although the Company may avoid that
termination by compensating Citibank for the Minimum Volume
Shortfall.

Citibank has given the Company three termination notices under the
Minimum Volume Shortfall provisions of the Agreement, the first of
which covered the twelve month period ended February 2010 and the
two most recent of which covered the months of March, April and
May 2010.  Pursuant to the first notice, the Company paid Citibank
approximately $5.4 million on June 15, 2010, of which
approximately $1.3 million was subsequently refunded based upon a
recalculation of the amount due.  Pursuant to the second notice,
the Company paid Citibank approximately $1.1 million on July 16,
2010.  On July 19, 2010, the Company received the most recent
notice, pursuant to which it is required to pay approximately
$335,000 prior to August 18, 2010, in order to avoid termination
on January 15, 2011.

In the absence of an earlier termination, whether due to a
termination notice in connection with a Minimum Volume Shortfall
or otherwise, the Agreement is scheduled to expire in March 2011.
All terminations are subject to the parties' obligation to
continue to perform under the Agreement for up to an additional
365 days in order to facilitate the transition to a new provider
of private label credit cards.

The Company and Citibank are continuing negotiations on a non-
exclusive basis with respect to a new agreement.

Dallas, Texas-based Zale Corporation (NYSE: ZLC) --
http://www.zalecorp.com/-- is a specialty retailer of diamonds
and other jewelry products in North America, operating roughly
1,900 retail locations throughout the United States, Canada and
Puerto Rico, as well as online.  Zale Corporation's brands include
Zales Jewelers, Zales Outlet, Gordon's Jewelers, Peoples
Jewellers, Mappins Jewellers and Piercing Pagoda.  Zale also
operates online at www.zales.com, www.zalesoutlet.com and
www.gordonsjewelers.com

As reported by the Troubled Company Reporter on February 10, 2010,
The Deal.com's Sara Behunek reported that analysts said bankruptcy
looms for Zale if it fails to restructure its debt and put in
place a solid merchandising strategy.


* Florida Lawyer Gets 8 Years for $2.6 Million Fraud Scheme
-----------------------------------------------------------
Bankruptcy Law360 reports that a well-known Florida attorney has
received an eight-year prison sentence for using his role as
receiver and liquidation trustee in several legal actions to steal
more than $2.6 million for his own benefit.

Lewis B. Freeman, formerly of Lewis B. Freeman & Partners Inc.,
will spend 100 months in a Florida prison and three additional
years on probation, Law360 says.


* Large Companies With Insolvent Balance Sheets
-----------------------------------------------

                                                           Total
                                                Total     Share-
                                     Total    Working   Holders'
                                    Assets    Capital     Equity
  Company             Company        ($MM)      ($MM)      ($MM)
  -------             -------       ------    -------   --------
AUTOZONE INC        AZO US         5,452.8     (293.1)    (462.0)
LORILLARD INC       LO US          2,902.0      718.0      (37.0)
DUN & BRADSTREET    DNB US         1,699.5     (454.1)    (778.3)
MEAD JOHNSON        MJN US         1,996.7      319.9     (583.7)
NAVISTAR INTL       NAV US         8,940.0    1,251.0   (1,198.0)
BOARDWALK REAL E    BEI-U CN       2,332.1        -        (57.6)
TAUBMAN CENTERS     TCO US         2,572.3        -       (494.8)
BOARDWALK REAL E    BOWFF US       2,332.1        -        (57.6)
CHOICE HOTELS       CHH US           360.6       (6.3)    (115.0)
COOPER-STANDARD     COSH US        1,686.4      433.1     (304.3)
SUN COMMUNITIES     SUI US         1,173.3        -       (118.3)
WEIGHT WATCHERS     WTW US         1,093.0     (408.5)    (700.1)
CABLEVISION SYS     CVC US         7,364.2       54.8   (6,201.5)
WR GRACE & CO       GRA US         3,957.9    1,177.5     (234.4)
TENNECO INC         TEN US         3,034.0      203.0      (14.0)
IPCS INC            IPCS US          559.2       72.1      (33.0)
PETROALGAE INC      PALG US            4.7      (13.9)     (48.0)
UNISYS CORP         UIS US         2,711.8      320.6   (1,221.7)
UAL CORP            UAUA US       20,134.0   (1,590.0)  (2,756.0)
MOODY'S CORP        MCO US         2,003.3     (138.9)    (534.0)
VENOCO INC          VQ US            799.5       10.6     (127.6)
DISH NETWORK-A      DISH US        8,689.0      305.1   (1,850.3)
CHENIERE ENERGY     CQP US         1,883.2       37.6     (491.7)
EXPRESS INC         EXPR US          718.1       38.4      (81.8)
VECTOR GROUP LTD    VGR US           743.1      231.5      (13.4)
NATIONAL CINEMED    NCMI US          620.4      106.9     (462.7)
HEALTHSOUTH CORP    HLS US         1,716.1       90.6     (474.5)
PROTECTION ONE      PONE US          562.9       (7.6)     (61.8)
ARVINMERITOR INC    ARM US         2,769.0      345.0     (877.0)
DISH NETWORK-A      EOT GR         8,689.0      305.1   (1,850.3)
THERAVANCE          THRX US          232.4      180.2     (126.0)
REGAL ENTERTAI-A    RGC US         2,588.9     (168.9)    (260.7)
REVLON INC-A        REV US           765.8       63.9   (1,027.2)
MERU NETWORKS IN    MERU US           88.8        0.5       (4.1)
DOMINO'S PIZZA      DPZ US           427.6       92.8   (1,290.0)
JUST ENERGY INCO    JE-U CN        1,353.1     (513.7)    (503.2)
UNITED RENTALS      URI US         3,574.0       24.0      (50.0)
FORD MOTOR CO       F US         195,485.0   (7,269.0)  (5,437.0)
CARDTRONICS INC     CATM US          449.3      (36.6)      (2.3)
INCYTE CORP         INCY US          502.7      332.9     (114.4)
TEAM HEALTH HOLD    TMH US           797.4       52.1      (58.6)
KNOLOGY INC         KNOL US          641.7       30.9      (28.3)
WORLD COLOR PRES    WC CN          2,641.5      479.2   (1,735.9)
LIBBEY INC          LBY US           776.9      128.0      (18.3)
GRAHAM PACKAGING    GRM US         2,126.4      187.6     (629.0)
WORLD COLOR PRES    WCPSF US       2,641.5      479.2   (1,735.9)
WORLD COLOR PRES    WC/U CN        2,641.5      479.2   (1,735.9)
INTERMUNE INC       ITMN US          190.9      102.8      (21.3)
US AIRWAYS GROUP    LCC US         8,131.0     (220.0)    (168.0)
COMMERCIAL VEHIC    CVGI US          276.8      105.5      (10.7)
AFC ENTERPRISES     AFCE US          114.6       (2.0)     (11.5)
SALLY BEAUTY HOL    SBH US         1,531.5      366.1     (553.1)
FORD MOTOR CO       F BB         195,485.0   (7,269.0)  (5,437.0)
AMER AXLE & MFG     AXL US         1,967.6       (0.3)    (545.4)
RURAL/METRO CORP    RURL US          286.2       38.7     (100.9)
JAZZ PHARMACEUTI    JAZZ US          106.7      (31.2)     (69.0)
BROADSOFT INC       BSFT US           68.3        1.7       (6.4)
CENTENNIAL COMM     CYCL US        1,480.9      (52.1)    (925.9)
WABASH NATIONAL     WNC US           249.0     (154.6)     (62.4)
RSC HOLDINGS INC    RRR US         2,690.2     (120.0)     (33.8)
BLUEKNIGHT ENERG    BKEP US          303.6      (15.3)    (147.2)
EPICEPT CORP        EPCT SS            6.3        0.2      (12.7)
HALOZYME THERAPE    HALO US           65.2       48.9       (3.2)
AMR CORP            AMR US        25,885.0   (2,015.0)  (3,930.0)
ALIMERA SCIENCES    ALIM US           16.3        3.5      (42.7)
CC MEDIA-A          CCMO US       17,400.0    1,279.2   (7,054.8)
MANNKIND CORP       MNKD US          243.3        8.5     (100.9)
NPS PHARM INC       NPSP US          140.4       95.2     (227.6)
CENVEO INC          CVO US         1,563.5      212.7     (180.6)
PDL BIOPHARMA IN    PDLI US          358.3      (83.5)    (501.1)
SANDRIDGE ENERGY    SD US          2,971.7      (33.9)    (171.3)
IDENIX PHARM        IDIX US           61.0       16.8      (20.7)
PALM INC            PALM US        1,007.2      141.7       (6.2)
SINCLAIR BROAD-A    SBGI US        1,576.6       48.1     (187.8)
QWEST COMMUNICAT    Q US          19,362.0     (585.0)  (1,120.0)
LIN TV CORP-CL A    TVL US           783.5       28.7     (156.5)
PLAYBOY ENTERP-A    PLA/A US         196.6       (9.6)     (23.0)
GENCORP INC         GY US            963.4      140.3     (241.2)
PLAYBOY ENTERP-B    PLA US           196.6       (9.6)     (23.0)
ACCO BRANDS CORP    ABD US         1,062.7      240.1     (118.0)
VIRGIN MOBILE-A     VM US            307.4     (138.3)    (244.2)
EASTMAN KODAK       EK US          7,178.0    1,588.0      (53.0)
WARNER MUSIC GRO    WMG US         3,752.0     (557.0)    (116.0)
CONSUMERS' WATER    CWI-U CN         895.2       (5.3)    (254.9)
GLG PARTNERS-UTS    GLG/U US         403.5      155.5     (285.9)
GLG PARTNERS INC    GLG US           403.5      155.5     (285.9)
HOVNANIAN ENT-A     HOV US         2,029.1    1,358.9     (137.0)
HOVNANIAN ENT-B     HOVVB US       2,029.1    1,358.9     (137.0)
MAGMA DESIGN AUT    LAVA US          122.1       14.4       (4.3)
ARRAY BIOPHARMA     ARRY US          131.5       21.5     (109.5)
EXELIXIS INC        EXEL US          284.2      (32.7)    (199.3)
ARIAD PHARM         ARIA US           50.4       (8.2)    (110.8)



                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard
C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez,
Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2010.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


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