TCR_Public/100816.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Monday, August 16, 2010, Vol. 14, No. 226

                            Headlines


1800HOTELS4U LLC: Royal Bank of Scotland Units Seek Probe
ALBRIGHT TRAILER: Case Summary & 20 Largest Unsecured Creditors
ALL AMERICAN: Issues New Warrant to H.I.G. All American
ALL YOU: Asks for Court Okay to Use Cash Collateral
AMERICAN HOUSING: Trustee Files Plan to Liquidate Assets

ALTAGAS LTD: S&P Assigns 'BB+' Rating on Preferred Shares
AMH HOLDINGS: Posts $19.78 Million Net Income for July 3 Quarter
ARIZONA HEART: Wants to Sell All of Assets for $6.05 Million
ARROW AIR: To Auction Business Operations on August 25
ARROW AIR: Files Schedules of Assets and Liabilities

ASSOCIATED MATERIALS: Posts $20.78 Mil. Net Income for July 3 Qtr
ATLANTIC BANC: Amends 2009 Report to Include Revised Disclosures
AUGUSTA APARTMENTS: Robert Johns Appointed as Chapter 11 Trustee
AXESSTEL INC: $5.3 Million Past Due to Primary Manufacturer
BRANDON J. ENTERPRISES: Voluntary Chapter 11 Case Summary

BROWN PUBLISHING: Wants Continued Access to PNC Bank's Cash
CAPITAL GROWTH: Selling Assets Under Plan; Lenders Bid $30MM
CAPRI I: Taps Marquis & Aurbach to Handle Reorganization Case
CARDIMA INC: Posts $3.8 Million Net Loss in Q2 Ended June 30
CARDTRONICS INC: Moody's Raises Corporate Famiy Rating to 'B1'

CARDTRONICS INC: S&P Puts 'BB-' Rating on $200 Mil. Senior Notes
CARIBBEAN PETROLEUM: Case Summary & 30 Largest Unsecured Creditors
CARROLL PROPERTIES: Case Summary & 3 Largest Unsecured Creditors
CEDARLAKE VILLAGE: BofA Questions Feasibility of Exit Plan
CEDARS SUMMIT: Case Summary & 4 Largest Unsecured Creditors

CHAPARRAL ENERGY: Posts $24 Million Net Income for June 30 Quarter
CHEM RX: Creditors' Proofs of Claim Due By Sept. 13, 2010
CHEMTURA CORP: Court OKs Amended Plan Support Agreement
CHEMTURA CORP: Gets Court's Nod to Prefund $1 Bil. Exit Facility
CHEMTURA CORP: Proposes Contract Interest Rate Procedures

CHEMTURA CORP: Wins Nod for 2nd Amendment to $450MM DIP Facility
CHRISTENSEN REALTY: Voluntary Chapter 11 Case Summary
CINEMARK INC: Bank Debt Trades at 2% Off in Secondary Market
CIT GROUP: S&P Assigns 'BB' Rating on $3 Bil. Senior Loan
CLEAR CHANNEL: Bank Debt Trades at 20% Off in Secondary Market

COMSTOCK MINING: Enters Mining Lease with New Daney
CONTRACTORS' CAPITAL: Case Summary & 20 Largest Unsec. Creditors
DANNY PLANAVSKY: Discovery Failure Bars Second Tax Lawsuit
DEAN FOODS: Bank Debt Trades at 6% Off in Secondary Market
DECISIONPOINT SYSTEMS: June 30 Balance Sheet Upside-Down by $5MM

DEX MEDIA EAST: Bank Debt Trades at 20% Off in Secondary Market
EASTON-BELL: Posts $20.1MM Operating Income for July 3 Quarter
ELAN FINANCE: S&P Assigns 'B' Rating on $200 Mil. Senior Notes
ELIMINATOR CUSTOM: Case Summary & 20 Largest Unsecured Creditors
EMPIRE RESORT: Terminates 40-Year Contract with Concord

FAIRMOUNT MINERALS: S&P Assigns 'BB-' Corporate, Stable Outlook
FGIC CORP: Files Chapter 11 Plan; Up to 3% Recovery for Unsecureds
FNB UNITED: Posts $24.9 Million Net Loss in Q2 Ended June 30
FORD MOTOR: Bank Debt Trades at 3% Off in Secondary Market
FOURTH QUARTER: Section 341(a) Meeting Scheduled for Sept. 2

FOURTH QUARTER: Taps Stone & Baxter as Bankruptcy Counsel
GARY CLARK: Case Summary & 20 Largest Unsecured Creditors
GENERAL GROWTH: S&P Withdraws 'D' Corporate Credit Rating
GEORGE W. PARK: Assets to Go on Auction Block August 23
GOODYEAR TIRE: Fitch Assigns 'B/RR5' Rating on New Senior Notes

GREENWOOD ESTATES: Gets Interim Okay to Use Cash Collateral
HAWKER BEECHCRAFT: Bank Debt Trades at 20% Off in Secondary Market
HCA INC: June 30 Balance Sheet Upside-Down by $10.52 Billion
HEALTHSOUTH CORP: Bank Debt Trades at 2% Off in Secondary Market
HOLIDAY 360: Has Access to Hall Lenders' Cash Until September 30

I-10 BARKER: Asks for Court Okay to Use Cash Collateral
I-10 BARKER: Section 341(a) Meeting Scheduled for Sept. 2
I-10 BARKER: Taps James Jameson as Bankruptcy Counsel
IMAGEWARE SYSTEMS: Amends Promissory Note Issued to BET Funding
INFERX CORPORATION: Posts $691,740 Net Loss in Q1 Ended March 31

IRIS ENTERPRISES: Case Summary & 4 Largest Unsecured Creditors
IRVINE SENSORS: June 30 Balance Sheet Upside Down by $7.86MM
ISE CORP: Financial Woes Prompt Chapter 11 Bankruptcy Filing
ISE CORP: Case Summary & 20 Largest Unsecured Creditors
JACK LAIRD: Case Summary & Largest Unsecured Creditor

JANICE BECKER: Voluntary Chapter 11 Case Summary
JOHN LEMKE: Case Summary & 3 Largest Unsecured Creditors
JOSEPH DANENZA: Voluntary Chapter 11 Case Summary
JUAN EXPOSITO: Case Summary & 20 Largest Unsecured Creditors
KENTUCKIANA HEALTHCARE: Case Summary & 6 Largest Unsec Creditors

LAKE SHADOW: Case Summary & 17 Largest Unsecured Creditors
LAS VEGAS SANDS: Bank Debt Trades at 8% Off in Secondary Market
LAUREATE EDUCATION: Bank Debt Trades at 9% Off in Secondary Market
LEED CORP: Wants Access to Lenders' Cash Collateral
LEED CORP: Wants to Borrow $750,000 to Finish Project

LEXINGTON PRECISION: Aurora Paid $60-Million for 75% Stake
LYONDELL CHEMICAL: Asks Court to Block Highland Suit
MANTIFF ALTOONA: Case Summary & 20 Largest Unsecured Creditors
MCCLATCHY COMPANY: Files Form 10-Q; Earns $7.28 Million in Q2 2010
MEDICAL CARD: Moody's Assigns 'B2' Rating on Senior Secured Debt

METRO-GOLDWYN-MAYER: Debt Trades at 58% Off in Secondary Market
MEXICANA AIRLINES: Needs $100MM to Keep Flying, Says CEO
MEXICANA AIRLINES: To Reduce Flights, Stop Paying Staff
MICHAELS STORES: Bank Debt Trades at 6% Off in Secondary Market
MEDICAL CONNECTIONS: Posts $2.0 Million Net Loss in Q2 2010

MELISSA MILLER: Case Summary & 4 Largest Unsecured Creditors
MICHAEL DITMORE: Case Summary & 12 Largest Unsecured Creditors
MIDWEST BANC: Delays Form 10-Q as Bank Seized Last May
MONEYGRAM INTERNATIONAL: Files Form 10Q; Earns $6.8MM in Q2 2010
MT VERNON MONETARY: Court Okays Auction of NowCash Unit

NASPP, INC: Case Summary & 20 Largest Unsecured Creditors
NATIONAL COAL: Swings to $249,000 Net Income in Q2 2010
NIELSEN COMPANY: Bank Debt Trades at 3% Off in Secondary Market
NORTH BAY: To Present Chapter 11 Plan for Confirmation on Sept. 16
NORTHERN 120: Hearing on Plan Outline Continued Until Sept. 14

NORTHLAND INVESTMENTS: Settles Hawthorn Bank's Dismissal Motion
NOVASTAR FINANCIAL: June 30 Balance Sheet Upside Down by $102MM
OPTI CANADA: To Offer US$400-Mil. in Notes in Private Placement
OSI RESTAURANT: Bank Debt Trades at 13% Off in Secondary Market
PALOS BANK AND TRUST: Closed; First Midwest Bank Assumes Deposits

PARADIGM HOLDINGS: June 30 Balance Sheet Upside-Down by $1.8MM
PARAMOUNT HEALTHCARE: Case Summary & Largest Unsecured Creditor
PINNACLE FOODS: Bank Debt Trades at 5% Off in Secondary Market
POSTROCK ENERGY: Posts $9.6 Million Net Loss in Q2 Ended June 30
REAL MEX: Posts $770,000 Net Loss for June 27 Quarter

RBC DEVELOPMENT: Case Summary & 4 Largest Unsecured Creditors
REDCO DEV'T: Files List of 10 Largest Unsecured Creditors
REDCO DEV'T: Section 341(a) Meeting Scheduled for Sept. 7
REGAL ENTERTAINMENT: Prices Offering for $275-Mil. of Senior Notes
REGENCY ENERGY: Zephyr Deal Modestly Positive for Credit Profile

RESPONSE GENETICS: June 30 Balance Sheet Upside-Down by $1.7MM
RESPONSE BIOMEDICAL: Posts C$1.87 Million Net Loss in Q2 2010
RICHARD NAHIGIAN: Case Summary & 8 Largest Unsecured Creditors
RITE AID: Bank Debt Trades at 11% Off in Secondary Market
RIVER ROAD: Court Grants FDIC's Bid to Intervene Bankruptcy Case

ROBERT POULIOT: Case Summary & 20 Largest Unsecured Creditors
RUFFIN ROAD: Case Summary & 2 Largest Unsecured Creditors
RYAN PERRY: Case Summary & 20 Largest Unsecured Creditors
SANLUIS CORPORACION: Fitch Cuts Issuer Default Ratings to 'RD'
SBARRO INC: June 30 Balance Sheet Upside-Down by $10.8 Million

SEA ISLAND: Case Summary & 30 Largest Unsecured Creditors
SHANE CO: Files Plan, Offers to Repay Nearly 100% of Claims
SHAWN MCBRIDE: Case Summary & 20 Largest Unsecured Creditors
SHELDRAKE LOFTS: Case Summary & 17 Largest Unsecured Creditors
SPA AT SUNSET: Case Summary & 10 Largest Unsecured Creditors

SPX CORPORATION: Moody's Upgrades Ratings on Senior Notes to 'Ba1'
SS QUALITY: Voluntary Chapter 11 Case Summary
STATION CASINOS: Fertitta Is Winning Bidder for Opco Assets
STATION CASINOS: Fertitta, et al., Back Chapter 11 Plan
STATION CASINOS: Reaches Deal With Committee on Lawsuits

STEVE WALKER, III: Voluntary Chapter 11 Case Summary
STONE*WALL FARM: Sues Fifth Third et al. to Recover Property
STONE*WALL FARM: Case Summary & 20 Largest Unsecured Creditors
SUMMIT HOTEL: Inks Agreement And Plan of Merger With New Partner
SUN-TIMES MEDIA: PBGC Assumes 7 Pension Liabilities

SUPERCONDUCTOR TECH: Posts $3.1 Million Net Loss in Q2 2010
TERRACE POINTE: Has Until August 20 to Use Bank of America's Cash
TATOU SUPPER: Case Summary & 20 Largest Unsecured Creditors
THREE SISTERS: Case Summary & 20 Largest Unsecured Creditors
TOR MINERALS: Earns $470,000 in Second Quarter of 2010

TOWNSEDGE TELLURIDE: Case Summary & 6 Largest Unsecured Creditors
TOYS "R" US: Fitch Assigns 'B-/RR5' Ratings on New Term Loan
TOYS "R" US: S&P Assigns 'BB-' Rating on Secured Term Loan
TRAILS EDGE: Case Summary & 2 Largest Unsecured Creditors
TRAVELPORT LLC: Moody's Affirms 'B2' Corporate Family Rating

TRAVELPORT LLC: S&P Assigns 'CCC+' Rating on $250 Mil. Notes
TRIBUNE CO: Bank Debt Trades at 37% Off in Secondary Market
TRICO MARINE: Hires AlixPartners' John Castellano as CRO
TRICO MARINE: Likely to Default on Covenants; Delays 10-Q Report
TYCOON DEVELOPMENT: Case Summary & 20 Largest Unsecured Creditors

UAL CORP: Bank Debt Trades at 10% Off in Secondary Market
UAL CORP: Extends Travelport Distribution Pact
UAL CORP: Four D&Os Disclose Ownership of Common Stock
US FOODSERVICE: Bank Debt Trades at 11% Off in Secondary Market
VALLEY RIVER: Case Summary & Largest Unsecured Creditor

VBK SANTOSHI: Case Summary & 4 Largest Unsecured Creditors
VENETIAN MACAU: Bank Debt Trades at 2% Off in Secondary Market
VIEW SYSTEMS: Earns $199,703 in Q2 Ended June 30
VILLAGE AT CAMP: Court Extends Filing of Schedules Until Aug. 26
VILLAGE AT CAMP: Section 341(a) Meeting Scheduled for Sept. 3

VILLAGEEDOCS INC: Voluntarily Deregisters Common Stock
WARREN STANSBERRY: Case Summary & 5 Largest Unsecured Creditors
WEST CORP: 2013 Bank Debt Trades at 5% Off in Secondary Market
WEST CORP: 2016 Bank Debt Trades at 2% Off in Secondary Market
WINDHAM INVESTMENTS: Voluntary Chapter 11 Case Summary

WISE METALS: Posts $2.3 Million Net Loss for June 30 Quarter
WOODBRIDGE APARTMENTS: Voluntary Chapter 11 Case Summary
WOODS OF NORTHLAND: Case Summary & 7 Largest Unsecured Creditors
XM SATELLITE: Earns $35.68 Million in Q2 Ended June 30

* 258 Car Dealerships Closed Doors in First Half 2010
* Tribal Casinos Struggling with Debt Amid Downturn

* BOND PRICING -- For the Week From August 9 to 13, 2010


                            ********


1800HOTELS4U LLC: Royal Bank of Scotland Units Seek Probe
---------------------------------------------------------
Dow Jones' DBR Small Cap reports that two Royal Bank of Scotland
Group PLC banks want to probe 1800Hotels to determine the
whereabouts of the more than $10 million they advanced to book
those rooms.  The U.K. bank group's retail branches, Ulster Bank
in Ireland and National Westminster Bank in England, are urging
the U.S. Bankruptcy Court in Tampa to allow them to launch an
investigation into the books and records of the Web site's
operator, 1800Hotels4U LLC. 1800Hotels4U, which operates out of
Florida and has an Irish affiliate, sought Chapter 11 protection
last month as the hotels its customers booked online began to
cancel those reservations because the company never turned over
customers' payments for the rooms.

                         About 1800Hotels4U

Based in Tampa, Florida, 1800Hotels4U, LLC, dba 1800Hotels.com,
for Chapter 11 on July 13 (Bankr. M.D. Fla. Case No. 10-16648).
Judge Caryl E. Delano presides over the case.  Steven M. Berman,
Esq., and Hugo S. de Beaubien, Esq., at Shumaker, Loop & Kendrick,
LLP, in Tampa, Florida, represent the Debtors.  1800Hotels4U
estimated $1 million to $10 million in total assets, and $100,000
to $500,000 in total debts in its Chapter 11 petition.

Parent Happy Duck Limited filed on July 12 (Bankr. M.D. Fla. Case
No. 10-16655).  Happy Duck estimated $1 million to $10 million in
total assets and debts.


ALBRIGHT TRAILER: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Albright Trailer Manufacturing, LLC
        601 Briskin Lane
        Lebanon, TN 37087

Bankruptcy Case No.: 10-08435

Chapter 11 Petition Date: August 10, 2010

Court: United States Bankruptcy Court
       Middle District of Tennessee (Nashville)

Judge: Marian F. Harrison

Debtor's Counsel: Roy C. Desha, Jr., Esq.
                  DESHA WATSON PLLC
                  1106 18th Ave. South
                  Nashville, TN 37212
                  Tel: (615) 369-9600
                  Fax: (615) 369-9613
                  E-mail: bknotice@deshalaw.com

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/tnmb10-08435.pdf

The petition was signed by Stephen Todd Albright, managing member.


ALL AMERICAN: Issues New Warrant to H.I.G. All American
-------------------------------------------------------
All American LLC issued on Aug. 5, 2010, a new warrant to H.I.G.
All American LLC in connection with the exercise by H.I.G. of
warrants to purchase 20,483,865 common shares the Company.

The New Warrant is exercisable for the number of shares necessary
to maintain H.I.G.'s percentage ownership of All American's common
shares if it issues, on a fully diluted basis, more than
36,887,274 common shares.

The New Warrant was issued pursuant to anti-dilution provisions
contained in the Loan Agreement dated October 27, 2009, among
H.I.G., the company and its subsidiaries, as amended, and related
documents.

                     About All American Group

Elkhart, Indiana-based All American Group, Inc., formerly Coachmen
Industries, Inc., (OTC:COHM.PK) says it is one of America's
premier systems-built construction companies under the ALL
AMERICAN BUILDING SYSTEMS(R), ALL AMERICAN HOMES(R), and MOD-U-
KRAF(R) brands, as well as a manufacturer of specialty vehicles.

At March 31, 2010, the Company had total assets of
$86.574 million, total liabilities of $45.832 million, and a
shareholders' equity of $40.742 million.

                           *     *     *

McGladrey & Pullen LLP, in Elkhart, Indiana, expressed substantial
doubt about the Company's ability to continue as a going concern
following the Company's 2009 results.  The auditors noted that
Coachmen has suffered recurring losses from operations and
continues to operate in an industry where economic recovery has
been very slow.


ALL YOU: Asks for Court Okay to Use Cash Collateral
---------------------------------------------------
All You, LLC, asks for authorization from the U.S. Bankruptcy
Court for the Western District of Arkansas to use cash securing
its obligations to its prepetition lenders.

The Debtor proposes to account monthly for the collection and
expenditure of the cash collateral via the required monthly
operating report pursuant to the regulations of the Office of the
U.S. Trustee.

Don Brady, Jr., Esq., at Blair and Brady, says that the Debtor
will account for all rents and revenues received and proposes to
use the cash collateral in this manner:

     a) The Debtor has no employee wages or other such expense.
        Therefore, no money will be used for that purpose;

     b) The Debtor will continue to pay the utilities and upkeep
        on the property which the Debtor estimates to be $4,000.00
        per month, more or less;

     c) The Debtor will retain in the debtor-in-possession account
        sufficient monthly revenue to pay and keep current the
        taxes and insurance due on the properties;

     d) The Debtor will pay over to First Security Bank all
        remaining revenues up to the ongoing monthly debt
        obligation.  Any money not used will accumulate in a
        debtor in possession operational account and distributed
        as directed by a confirmed plan.

Fayetteville, Arkansas-based All You, LLC, filed for Chapter 11
bankruptcy protection on August 2, 2010 (Bankr. W.D. Ark. Case No.
10-74049).  Donald A. Brady, Jr., Esq., at Blair & Brady Attorneys
At Law, assists the Debtor in its restructuring effort.  In its
schedules, the Debtor disclosed $10,983,200 in total assets and
$5,513,647 in total liabilities as of the Petition Date.


AMERICAN HOUSING: Trustee Files Plan to Liquidate Assets
--------------------------------------------------------
Kevin Welch at Amarillo.com reports that Walter O'Cheskey, the
Chapter 11 U.S. trustee of American Housing Foundation filed a
plan that outlines the liquidation of the Company's assets.

According to the report, the Plan includes stabilizing 1,675
apartment and duplex units, including 324 in Amarillo, to sell
them within two years and walking away from direct or indirect
ownership of 10,609 units, 1,431 of them in Amarillo.

The Plan intends to pay off about $104.6 million in claims.  Other
funds will come from the sale of apartments complexes, $24 million
in life insurance benefits and other sources.

Secured creditors owed $19.1 million, according to the report,
would either get their collateral back or the proceeds of selling
the property and all others likely will not get anything under the
plan.  The Plan does not address bondholders owed about $250
million who gave no legal recourse against the Company.

                      About American Housing

Founded as a Texas 501(c)(3) non-profit corporation in 1989,
American Housing Foundation owns and operates over 12,500
residential units, making AHF one of the nation's largest entities
primarily dedicated to the workforce housing market.  Residents in
AHF properties benefit from significantly below market rental
rates.

AHF filed for Chapter 11 on June 11, 2009 (Bankr. N.D. Tex. Case
No. 09-20373).  Judge Robert L. Jones handles the case.  Robert
Yaquinto, Jr., Esq., at Sherman & Yaquinto, LLP, represents the
Debtor in its restructuring efforts.  At the time of the filing,
AHF estimated it had assets and debts of $100 million to
$500 million.

Nine creditors had filed an involuntary petition to send AHF to
Chapter 11 in April 2009.  Robert L. Templeton, who asserts a
$5.1 million claim on account of an investment, has the largest
claim among the petitioners, which are being represented by David
R. Langston, Esq., at Mullin, Hoard & Brown, in Lubbock, Texas.

Walter O'Cheskey, as Chapter 11 trustee is now managing the
Chapter 11 case of AHF.  Focus Management Group serves as adviser
to the trustee.


ALTAGAS LTD: S&P Assigns 'BB+' Rating on Preferred Shares
---------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'BB+'
global scale and 'P-3 (High)' Canada scale preferred share ratings
to Alberta-based AltaGas Ltd.'s C$200 million cumulative five-year
rate reset preferred shares, series A.

"The rating on the preferred shares reflects S&P's methodology on
hybrid instruments and the credit rating of AltaGas," said
Standard & Poor's credit analyst Bato Kacarevic.  The dividend on
the preferred shares will be reset every five years and will
initially be 5% per year, payable quarterly.  In addition, S&P
will provide 50% equity treatment to the shares because they have
no fixed maturity date, they are subordinate to the senior debt,
and dividends can be deferred.  The company will use the proceeds
to reduce bank debt and fund project construction

AltaGas is an integrated energy company that operates primarily in
five business segments, which provide diversification and reduce
business risk: field gathering and processing, extraction and
transmission, power generation, regulated gas distribution and
energy services.  S&P expects the power segment to represent
approximately half of the company's fiscal 2010 operating income.
Total consolidated, unadjusted debt outstanding as of Dec. 31,
2009, was approximately C$1 billion.  The 'BBB' corporate credit
rating on AltaGas reflects Standard & Poor's assessment of the
company's operations in fee-based gas and power infrastructure,
prudent financial practices, and effective strategy execution.

                           Ratings List

                            AltaGas Ltd.

      Corporate credit rating                  BBB/Stable/--

                          Rating Assigned

         C$200 mil. five-year rate-reset
         preferred shares
          Global scale                            BB+
          Canada scale                            P-3 (High)


AMH HOLDINGS: Posts $19.78 Million Net Income for July 3 Quarter
----------------------------------------------------------------
AMH Holdings LLC filed its quarterly report on Form 10-Q,
reporting a net income of $19.78 million on $328.32 million of net
sales for the quarter ended July 3, 2010, compared with a net
income of $9.33 million on $274.96 million of net sales for the
quarter ended July 4, 2009.

The Company's balance sheet at July 3, 2010, showed
$847.90 million in total assets, $231.69 million in total current
liabilities, $39.94 million in deferred income taxes, $59.95
million in other liabilities, $643.67 million in long-term debt,
and a $127.36 million members' deficit.

A copy of the Form 10-Q filed with the Securities and Exchange
Commission is available for free at:

             http://researcharchives.com/t/s?68ee

                       About AMH Holdings

AMH Holdings, LLC, formerly AMH Holdings Inc., has no material
assets or operations other than its 100% ownership of Associated
Materials Holdings, LLC, which in turn has no material assets or
operations other than its 100% ownership of Associated Materials,
LLC.

Associated Materials is a manufacturer and distributor of exterior
residential building products in the United States and Canada.
Associated Materials' core products include vinyl windows, vinyl
siding, aluminum trim coil, and aluminum and steel siding and
accessories.  Because most of the Company's building products are
intended for exterior use, the Company's sales and operating
profits tend to be lower during periods of inclement weather.

                           *     *     *

According to Troubled Company Reporter on May 26, 2010, Standard &
Poor's Ratings Services raised its corporate credit ratings on
Cuyahoga Falls, Ohio-based AMH Holdings LLC and its operating
subsidiary, Associated Materials LLC, to 'B-' from 'CCC+'.  At the
same time, S&P raised the issue-level rating on AMI's senior
secured second-lien notes due 2016 to 'B' (one notch above the
corporate credit rating) from 'CCC'.


ARIZONA HEART: Wants to Sell All of Assets for $6.05 Million
------------------------------------------------------------
Arizona Heart Institute, Ltd., asks for authorization from the
U.S. Bankruptcy Court for the District of Arizona to sell
substantially all of its assets free and clear of all liens,
claims and encumbrances.

On July 30, 2010, the Debtor entered into an Asset Purchase
Agreement with Hospital Development Company Number I, Inc. (the
Proposed Buyer).  Under the APA, the Proposed Buyer will acquire
the assets for $6,050,000, plus (i) the Debtor's net cost of
certain unopened, unexpired, undamaged and non-sample medical
supplies and inventory; less, (i) the net book value as of the
Closing Date of the Debtor's debtor-in-possession, bridge loan or
similar financing or indebtedness related to the bankruptcy case,
and any long-term indebtedness or capital leases assumed by
Proposed Buyer at Closing (anticipated to occur on September 15,
2010); (ii) accrued vacation and other payable time off assumed by
the Proposed Buyer, together with estimated taxes thereon; and
(iii) the agreed upon value of any other liabilities that Proposed
Buyer agrees to assume.

Hospital Development will assume these liabilities: (i) post-
closing obligations under executory agreements; and (ii) certain
accrued wages, salaries and employee benefits related to employees
retained by the Proposed Buyer post-closing.

In the event that the Debtor receives bids other than that of
Hospital Development's, the APA contemplates that the Court
schedule an auction two business days prior to the date of the
Sale Hearing.  The APA also contemplates that, if the Court so
orders, the Auction may be conducted by the Court at the Sale
Hearing.  The sale hearing will be held the day after the Debtor
files a summary of the auction.

Competing bids must be submitted by 5:00 p.m. (MST) seven days
before the Sale Hearing.  The bid must, among other things,
provide all-cash consideration in an amount of at least
$6,550,000.  The Proposed Buyer and any other qualified bidder may
increase their respective bids as many times as they choose,
provided that each subsequent bid must exceed the prior bid by at
least $100,000.

In the event that Hospital Development isn't the winning bidder,
it will be entitled to a Break-up Fee equal to 4% of the eventual
sale price approved by the Court plus reasonable out-of-pocket
legal and other fees and expenses not to exceed $250,000 as well
as the return of the $500,000 good faith deposit, which is already
included in the Purchase Price.

                       About American Heart

Phoenix, Arizona-based Arizona Heart Institute, Ltd., is a
specialty outpatient clinic dedicated to the prevention, detection
and treatment of cardiovascular diseases. It was founded by Edward
B. Diethrich, M.D., in 1971, and at its height operated numerous
offices across the Phoenix metropolitan area.

Arizona Heart filed for Chapter 11 bankruptcy protection on
July 30, 2010 (Bankr. D. Ariz. Case No. 10-24062).  C. Taylor
Ashworth, Esq., and Christopher Graver, Esq., at Stinson Morrison
Hecker LLP, assist the Debtor in its restructuring effort.  In its
schedules, the Debtor disclosed $16,925,342 in assets and
$8,115,541 in debts.


ARROW AIR: To Auction Business Operations on August 25
------------------------------------------------------
A. Jay Cristol of the U.S. Bankruptcy Court for the Southern
District of Florida authorized Arrow Air, Inc., and Arrow Air
Holdings Corp. to auction their assets and authorities comprising
their business operations.

The Debtors scheduled an auction on August 25, 2010, at 10:00
a.m., prevailing Eastern Time at the offices of Berger Singerman.
Bids are due on August 23, at 5:00 p.m.

MP Arrow III, LLC, the Debtors' primary secured lender may
exercise its right to credit bid at the auction all or a portion
of its indebtedness without the need to submit a bid proposal or
deposit.

The Court will consider the sale of the assets to the winning
bidder at a hearing on August 26, at 2:00 p.m.

The Debtors are represented by:

     Jordi Guso, Esq.
     Berger Singerman, P.A.
     200 S. Biscayne Blvd., Suite 1000
     Miami, FL 33131
     Tel: (305) 755-9500
     Fax: (305) 714-4340

                       About Arrow Air, Inc.

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

Arrow Air, Inc., dba Arrow Cargo, filed for Chapter 11 bankruptcy
protection on June 30, 2010 (Bankr. S.D. Fla. Case No. 10-28831).
Jordi Guso, Esq., who has an office in Miami, Florida, represents
the Debtor in its restructuring effort.  The Company disclosed
$40,246,024 in total assets and $87,212,942 in total liabilities
as of the Petition Date.

The Chapter 11 case is Arrow's third.  Arrow halted operations the
day before the Chapter 11 filing.  Arrow Air intends to liquidate
under Chapter 1.


ARROW AIR: Files Schedules of Assets and Liabilities
----------------------------------------------------
Arrow Air, Inc., filed with the U.S. Bankruptcy Court for the
Southern District of Florida its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property           $40,246,024
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                              $54,280,859
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $64,470
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                      $32,867,613
                                 -----------     -----------
        TOTAL                    $40,246,024     $87,212,942

A debtor-affiliate, Arrow Air Holdings Corp., scheduled total
assets of $0 and total liabilities of $62,074,528.

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

Arrow Air, Inc., dba Arrow Cargo, filed for Chapter 11 bankruptcy
protection on June 30, 2010 (Bankr. S.D. Fla. Case No. 10-28831).
Jordi Guso, Esq., in Miami, Florida, represents the Debtor in its
restructuring effort.

The Chapter 11 case is Arrow's third.  Arrow halted operations the
day before the Chapter 11 filing.  Arrow Air intends to liquidate
under Chapter 11.


ASSOCIATED MATERIALS: Posts $20.78 Mil. Net Income for July 3 Qtr
-----------------------------------------------------------------
Associated Materials LLC filed its quarterly report on Form 10-Q,
reporting net income of $20.78 million on $328.32 million of net
sales for the quarter ended July 3, 2010, compared with net income
of $10.07 million on $274.96 million of net sales for the quarter
ended July 4, 2009.

Associated Materials and its subsidiaries' consolidated balance
sheet at July 3, 2010, showed $849.49 million in total assets,
$232.23 million in total current liabilities, $48.27 million in
deferred income taxes, $59.96 million in other liabilities,
$212.68 million in long-term debt, and a $296.34 million members'
equity.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?68e1

                   About Associated Materials

Based in Cuyahoga Falls, Ohio, Associated Materials LLC fka
Associated Materials Inc. -- http://www.associatedmaterials.com/
-- is a manufacturer of exterior residential building products,
which are distributed through company-owned distribution centers
and independent distributors across North America.  AMI produces a
broad range of vinyl windows, vinyl siding, aluminum trim coil,
aluminum and steel siding and accessories, as well as vinyl
fencing and railing.  AMI is a privately held, wholly owned
subsidiary of Associated Materials Holdings Inc., which is a
wholly-owned subsidiary of AMH, which is a wholly owned subsidiary
of AMH II, which is controlled by affiliates of Investcorp S.A.
and Harvest Partners Inc.

                          *     *     *

The Troubled Company Reporter reported on April 21, 2010, that
Standard & Poor's Ratings Services placed its 'CCC+' corporate
credit and issue-level ratings on Associated Materials LLC and its
parent company, AMH Holdings LLC, on CreditWatch with positive
implications.


ATLANTIC BANC: Amends 2009 Report to Include Revised Disclosures
----------------------------------------------------------------
Atlantic BancGroup, Inc., in response to comments received from
the Securities and Exchange Commission's staff, has amended its
annual report for the fiscal year ended December 31, 2009, to
include revised disclosures concerning its loan classifications,
allowance for loan and lease losses, loans and nonperforming
assets identified by the Federal Deposit Insurance Corporation in
its November 2008 examination, and the tracking of FDIC-identified
loans and nonperforming assets as required under the Consent Order
executed January 7, 2010.

Specifically, the revised disclosures in the Amendment:

  -- Identified the composition of assets classified by the FDIC
     in its November 2008 exam and the issues identified by the
     FDIC that gave rise to their classifications.

  -- Address how the required reductions in the classified assets
     are expected to affect the Company's losses.

  -- More clearly describe how the regulatory requirement to
     reduce these balances was considered in developing the
     Company's allowance for loan losses at December 31, 2009, and
     for interim periods in 2010.

The Company also revised its references to conform to the recent
Accounting Standards Codification for the following:

  -- ASC 450-20 (formerly SFAS No. 5, Accounting for
     Contingencies)

  -- ASC 310-10-35 (formerly SFAS No. 114, Accounting by Creditors
     for Impairment of a Loan)

No other information in the original report, other than the filing
of the revised disclosures, is amended.

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

               http://researcharchives.com/t/s?68b9

Jacksonville Beach, Fla.-based Atlantic BancGroup, Inc. (NasdaqCM:
ATBC) is a publicly traded bank holding company.  The Company is
the parent company of Oceanside Bank, with four locations in the
Jacksonville Beaches and East Jacksonville, Florida.

As reported in the Troubled Company Reporter on April 21, 2010,
the Company reported a net loss of $7.2 million for 2009, compared
with a net loss of $1.9 million for 2008.  The Company's balance
sheet as of December 31, 2009, showed $297.4 million in total
assets, $287.7 million in total liabilities, and stockholders'
equity of $9.7 million.

Mauldin & Jenkins, CPA's, LLC, in Albany, Ga., expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
has suffered significant losses from operations and capital has
been significantly depleted due to the economic downturn.


AUGUSTA APARTMENTS: Robert Johns Appointed as Chapter 11 Trustee
----------------------------------------------------------------
The Hon. Patrick M. Flatney of the U.S. Bankruptcy Court for the
Northern District of West Virginia approved the appointment of
Robert L. Johns as Chapter 11 trustee in the reorganization cases
of Augusta Apartments, LLC, et al.

First United Bank and Trust, a secured creditor, and W. Clarkson
McDow, Jr., the U.S. Trustee for Region 4, sought for the
appointment of a trustee for each of the Debtors' cases,
explaining that, among other things:

   -- the Plan of Reorganization in McCoy 6, LLC, does not appear
      to be feasible;

   -- prepetition, the management used the funds from the Augusta
      Apartments and Grand Central to pay the debts of other
      Warner entities and family members; and

   -- Donald Dempsey, the on site manager for the Augusta
      Apartments, testified that he has received inquiries from
      perspective purchasers for the Augusta Apartments assets.

                  About Augusta Apartments, LLC

Morgantown, West Virginia-based Augusta Apartments, LLC, filed for
Chapter 11 bankruptcy protection on February 19, 2010 (Bankr. N.D.
W.Va. Case No. 10-00303).  Robert O. Lampl, Esq., at Robert O
Lampl Law Office, assists the Company in its restructuring
efforts.  The Company estimated its assets and debts at
$10,000,001 to $50,000,000 as of the Petition Date.


AXESSTEL INC: $5.3 Million Past Due to Primary Manufacturer
-----------------------------------------------------------
Axesstel Inc. filed its quarterly report on Form 10-Q with the
Securities and Exchange Commission.

As reported in the Troubled Company Reporter on Aug. 13, 2010, the
Company reported a net loss of $1.4 million on revenue of $11.2
million in the second quarter of 2010.  The Company reported
a net loss of $1.4 million on $11.9 million of revenue in the
second quarter of 2009.

The Company's balance sheet at June 30, 2010, showed
$11.81 million in total assets, $21.07 million in total current
liabilities, and a $9.25 million stockholders' deficit.

The Company stated in the Form 10-Q, "We are working with a number
of lenders and anticipate that we will be able to continue to
secure financing in the upcoming quarters.  If, however, our
customers cannot secure their payment obligations to us through
letters of credit, credit insurance or other collateral, we may
not be able to accept orders.  Similarly, any restrictive change
in open credit terms from our contract manufacturers, as a result
of credit restrictions imposed by their lenders or otherwise, may
disrupt our ability to accept and fulfill purchase orders and
negatively impact our results of operations.

"At June 30, 2010, we owed our primary manufacturer $9.7 million,
of which $5.3 million was past due under the terms of our credit
arrangement.  Although we expect to further reduce the past due
amounts in the second half of 2010, our primary manufacturer has
imposed shipment delays and manufacturing delays in the past when
our account has been significantly past due.  Any change in open
credit terms from our contract manufacturers, as a result of
credit restrictions imposed by their lenders or otherwise, may
disrupt our ability to accept and fulfill purchase orders and
negatively impact our results of operations," the Company added.

"Poor operating results since the beginning of 2009 have greatly
reduced our working capital position from $241,000 at December 31,
2008 to a deficit of $9.9 million at June 30, 2010.  While we have
diversified our product and customer base, we expect that we will
continue to face significant fluctuations in quarterly operating
results over the next year.  Because of our limited cash position,
a temporary reduction in cash flow from operations could have a
significant impact on our ability to fund operations."

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?68b3

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?68de

                       About Axesstel, Inc.

San Diego, Calif.-based Axesstel, Inc. (OTC BB: AXST)
-- http://www.axesstel.com/-- is a provider of fixed wireless
voice and broadband access solutions for the worldwide
telecommunications market.

                          *     *     *

As reported in the Troubled Company Reporter on March 29, 2010,
Gumbiner Savett Inc., in Santa Monica, Calif., 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 historically incurred substantial
losses from operations, and the Company may not have sufficient
working capital or outside financing available to meet its planned
operating activities over the next 12 months.

At March 31, 2010, the Company owed its primary manufacturer
$9.7 million, of which $6.1 million was past due under the terms
of its credit arrangement.


BRANDON J. ENTERPRISES: Voluntary Chapter 11 Case Summary
---------------------------------------------------------
Debtor: Brandon J. Enterprises, LLC
        935 Derbigny Street
        Gretna, LA 70053

Bankruptcy Case No.: 10-12918

Chapter 11 Petition Date: August 11, 2010

Court: U.S. Bankruptcy Court
       Eastern District of Louisiana (New Orleans)

Judge: Elizabeth W. Magner

Debtor's Counsel: Thomas E. Schafer, III, Esq.
                  328 Lafayette Street
                  New Orleans, LA 70130
                  Tel: (504) 522-0203
                  Fax: (504) 523-2795
                  E-mail: tomschafer37@bellsouth.net

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 Brandon J. Hidalgo, sole member and
manager.


BROWN PUBLISHING: Wants Continued Access to PNC Bank's Cash
-----------------------------------------------------------
Brown Publishing Company and its units ask the U.S. Bankruptcy
Court for the Eastern District of New York to extend their access
to PNC Bank, N.A.'s cash collateral until August 29, 2010.

The Debtors relate that they need access to the cash collateral
because they were not able to close on the asset sale transaction
to the stalking horse bidder, Brown Media Corporation.

The Debtors will use the cash collateral to, among other things
(a) pay their employees and vendors; and (b) satisfy any
administrative expenses incurred in connection with the Chapter 11
cases.

PNC Bank, N.A., as agent for itself and certain other lenders
indicated that they would be unwilling to extend financing beyond
the termination date.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant the prepetition lenders
replacement liens, and superpriority administrative claims status.

                  About Brown Publishing Company

Headquartered in Cincinnati, Ohio, The Brown Publishing Company
owns business publications in Ohio, Utah, Texas, South Carolina,
New York, and Iowa.  Brown publishes 15 daily, 32 weekly, 11
business and 41 free publications.  There are also 51 websites.
Seventy-eight of the publications are in Ohio. Brown publishes
Dan's Papers, the weekly newspaper with the largest circulation in
the area of eastern Long Island, New York, known as the Hamptons.
Brown also publishes the Montauk Pioneer, which it calls the
official newspaper of Montauk, New York.

The Company filed for Chapter 11 bankruptcy protection on
April 30, 2010 (Bankr. E.D.N.Y. Case No. 10-73295).  Edward M.
Fox, Esq., at K&L Gates LLP, assists the Company in its
restructuring effort.  The Company estimated its assets and debts
at $10,000,001 to $50,000,000.


CAPITAL GROWTH: Selling Assets Under Plan; Lenders Bid $30MM
------------------------------------------------------------
Dow Jones DBR Small Cap reports that Global Capacity Group Inc. is
seeking to sell itself to some of its bondholders and bankruptcy
lenders for about $30 million, subject to higher bids at auction.

According to Dow Jones, the proposed sale forms the backbone of
Global Capacity's Chapter 11 plan of reorganization, which court
papers show the company filed Wednesday.  Buyers will have their
choice of bidding for substantially all of Global Capacity's
assets or all of the new equity in the restructured company.

Dow Jones says Global Acquisition Newco Corp., an entity formed by
several of Global Capacity's bondholders and bankruptcy lenders,
is offering approximately $30 million for the company's assets.
Two of the bid's several components include $27 million in debt
forgiveness and a pledge to pay in cash any amounts owed to
Downtown Capital under the $3 million bankruptcy loan it's
providing.  Downtown Capital Partners' Downtown CP-CGSY, LLC, is
the Tranche A Lender and DIP Lender.

The Debtors' DIP Lenders may be reached at:

     Gary Katz
     DOWNTOWN CP-CGSY, LLC
     c/o DOWNTOWN CAPITAL PARTNERS, LLC
     One Barker Avenue, Suite 260
     White Plains, New York 10601
     Email:  gkatz@downtownlp.com

          - and -

     Richard Gammill
     BLACK RIVER GLOBAL EQUITY FUND LTD.
     12700 Whitewater Drive
     Minnetonka, Minnesota 55343
     Facsimile: 952-404-6107

The DIP Lenders are represented by:

     Jeffrey M. Wolf, Esq.
     GREENBERG TRAURIG, LLP
     One International Place
     Boston, Massachusetts 02110
     Facsimile: (617) 310-6001
     E-mail: wolfje@gtlaw.com

          - and -

     Adam H. Friedman, Esq.
     OLSHAN GRUNDMAN FROME ROSENZWEIG & WOLOSKY, LLP
     Park Avenue Tower
     65 East 55th Street
     New York, New York
     Facsimile: 212-451-2222
     Email: afriedman@olshanlaw.com

                   About Capital Growth Systems

Headquartered in Chicago, Illinois, Capital Growth Systems, Inc.,
known as Global Capacity, 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.

Capital Growth Systems and its affiliates filed for Chapter 11
protection on.  The lead debtor is Global Capacity Holdco LLC
(Bankr. D. Del. Case No. 10-12302).  Global Capacity Group Inc.
estimated $10 million to $50 million in assets and debts in its
petition.  Douglas S. Draper, Esq., at Heller, Draper, Hayden,
Patrick & Horn, L.L.C., and Francis A. Monaco, Jr., Esq., at
Womble Carlyle Sandridge & Rice.


CAPRI I: Taps Marquis & Aurbach to Handle Reorganization Case
-------------------------------------------------------------
Capri I, LLC, asks the U.S. Bankruptcy Court for the District of
Nevada for permission to employ Marquis & Aurbach as counsel.

Marquis & Aurbach will, among other things:

   -- advise the Debtor of its rights and obligations and
      performance of its duties during the administration of the
      Chapter 11 case;

   -- represent the Debtor in all proceedings before the Court or
      other courts with jurisdiction over the Chapter 11 case; and

   -- assist the Debtor in the performance of its duties.

David A. Colvin, Esq., an attorney at the firm, tells the Court
that Marquis & Aurbach received a $25,000 prepetition retainer.
The hourly rates of Marquis & Aurbach's personnel are:

     Attorney                           $425
     Law Clerk/Paralegal                $155
     Legal Assistants                    $70

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

Mr. Colvin can be reached at:

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

The Debtor proposes a hearing on the approval of Marquis &
Aurbach's employment on September 1, 2010, at 9:30 a.m.

                        About Capri I, LLC

Las Vegas, Nevada-based Capri I, LLC, filed for Chapter 11
bankruptcy protection on June 30, 2010 (Bankr. D. Nev. Case No.
10-22206).  David A. Colvin, Esq., at Marquis & Aurbach, assists
the Company in its restructuring effort.  The Company estimated
$50 million to $100 million in assets and $10 million to
$50 million in liabilities.


CARDIMA INC: Posts $3.8 Million Net Loss in Q2 Ended June 30
------------------------------------------------------------
Cardima, Inc., filed its quarterly report on Form 10-Q, reporting
a net loss of $3.8 million on $1.1 million of revenue for the
three months ended June 30, 2010, compared with a net loss of
$3.0 million on $415,000 of revenue for the same period of 2009.

The Company's balance sheet as of June 30, 2010, showed
$5.1 million in total assets, $1.5 million in total liabilities,
and a stockholders' equity of $3.6 million.

As reported in the Troubled Company Reporter on April 1, 2010,
PMB Helin Donovan, in San Francisco, Calif., expressed substantial
doubt about the Company's ability to continue as a going concern,
following its 2009 results.  The independent auditors noted of the
Company's recurring losses from operations and net capital
deficiency.

In the Company's latest 10-Q, the Company says that it has
approximately $1.7 million of cash on hand as of June 30, 2010,
and had working capital of $2.2 million.  It has incurred losses
since inception and it incurred losses in the three and six months
ended June 30, 2010, and for the year ended December 31, 2009.
These matters raise substantial doubt about the Company's ability
to continue as a going concern.

A full-text copy of the Form 10-Q is available for free at:

               http://researcharchives.com/t/s?68e8

Fremont, Calif.-based Cardima, Inc. (OTC BB: CADMD)
-- http://Cardima.com/-- is a medical device company focused on
the diagnosis and treatment of cardiac arrhythmias.


CARDTRONICS INC: Moody's Raises Corporate Famiy Rating to 'B1'
--------------------------------------------------------------
Moody's Investors Service raised Cardtronics, Inc.'s Corporate
Family and Probability of Default Ratings to B1 from B2, and
assigned a B2 rating to Cardtronics' proposed $200 million of
senior subordinated notes offering, the proceeds from which will
be used to refinance the Company's existing senior subordinated
indebtedness.  The ratings outlook was changed to stable from
positive.

The upgrade considers Cardtronics' steady deleveraging through
improved profitability and repayment of debt, and the Company's
enhanced free cash flow generation.  Cardtronics' revenue and
EBITDA increased driven by growth in Allpoint surcharge-free
network and bank branded ATMs as well as the cost efficiencies
implemented in 2009.  Cardtronics' debt-to-EBITDA leverage has
improved to 2.9x (Moody's adjusted, LTM 2Q 2010) and its free cash
flow, while modest in size, has increased to 16% of adjusted debt,
which are relatively strong for the B1 rating category and offset
the modest asset coverage due to a low proportion of fixed assets
comprising the Company's assets.  The upgrade incorporates Moody's
view that the Company will sustain its leverage at around 2.0x to
2.5x and its free cash flow will continue to improve with EBITDA
growth and stable capital expenditures.

The B1 Corporate Family Rating reflects Cardtronics' moderate
levels of financial risk, good liquidity with no material debt
maturities over the next five years, and good free cash flow
generation relative to its scale.  Cardtronics' rating benefits
from the growth and scalability of its surcharge-free network
under the Allpoint brand, which provides enhanced value to small
and mid-sized financial institutions and regional banks by
substantially augmenting their retail presence through access to
37,000 participating ATMs.  The rating is further supported by
Cardtronics' market position as the world's largest non-bank owner
of ATMs, the stability of its recurring revenues from long term
service contracts, which partially mitigates its large customer
concentration, and the favorable credit profile of its large
customers in the financial services and retail industries.

However, Cardtronics' rating is constrained by its modest
operating scale, the secular shift away from cash towards
electronic forms of payments such as debt and credit cards, and
the highly competitive ATM industry.  The rating is also tempered
by the uncertainty stemming from the potential for regulatory
changes affecting the ATM interchange and surcharge rates in
various jurisdictions where the Company operates, and Cardtronics'
dependence on the interchange transaction rates set by other
electronic funds transfer networks, which affect a portion of its
interchange revenues.  Nonetheless, in Moody's opinion, the
Company has been steadily reducing the exposure to interchange
rates (which have been generally trending downward) by growing
bank branding service revenues and through increase in transaction
volumes on its Allpoint network, which the Company operates and
for which it sets the interchange rates with participating
financial institutions.

The stable outlook reflects Moody's view that Cardtronics' revenue
and EBITDA will continue to grow at about mid single-digit rates,
and it will be able to offset potential pressures on interchange
revenues through increase in transaction volumes, growth in higher
margin bank branding and outsourcing revenues, and changes in
pricing strategies.

These ratings were upgraded:

Issuer: Cardtronics, Inc.

* Corporate family rating, to B1 from B2

* Probability of default rating, to B1 from B2

* Existing senior subordinated notes due 2013, to B2 LGD5 (75%)
  from B3 LGD4 (69%), to be withdrawn upon completion of the
  proposed transaction and subsequent repayment of the notes

These ratings were assigned:

Issuer: Cardtronics, Inc.

* Proposed $200 million senior subordinated notes due 2018 rating
  -- B2, LGD5, 75% (The rating is contingent upon Moody's
  satisfactory review of final documentation.)

* Multiple Seniority Shelf -- (P)B2

* Outlook -- Changed To Stable From Positive

The last rating action was on November 13, 2009, when Moody's
raised Cardtronics' Corporate Family Rating to B2 from B3 and
changed the outlook to positive.

Headquartered in Houston, TX, Cardtronics is the world's largest
non-bank owner of ATMs.  The Company operates over 33,700 ATMs in
the U.S., the U.K. and Mexico.  The Company generated revenues of
$514 million in the LTM 2Q 2010 period.


CARDTRONICS INC: S&P Puts 'BB-' Rating on $200 Mil. Senior Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned a 'BB-' issue-
level rating and '4' recovery rating to Houston-based Cardtronics
Inc.'s proposed $200 million senior subordinated notes due 2018.
The company will use the notes to refinance its existing
$200 million senior subordinated notes?-series A due 2013.  The
'4' recovery rating indicates S&P's expectations for average (30%-
50%) recovery in the event of a payment default, and means the
notes receive an issue-level rating of 'BB-', the same as the
company's corporate credit rating.

The 'BB-' corporate credit rating on the company remains unchanged
and the outlook is stable.

The ratings on Cardtronics, including its 'BB-' corporate credit
rating, reflect Standard & Poor's view that modest mid-single-
digit revenue growth and consistent adjusted EBITDA margins in the
low-20% area will result in modest improvement in credit metrics
over the next year.  S&P also expect cash from operations to
moderately exceed estimated capital spending of about $45 million
in 2010.

"If this discretionary cash flow is applied to debt reduction, and
debt to EBITDA declines to around 2x from the current mid-2x area,
S&P could consider raising its ratings on the company," said
Standard & Poor's credit analyst Alfred Bonfantini.  With annual
revenues of about $493 million for full year 2009, Cardtronics is
the largest independent ATM provider in the U.S, with a network of
about 33,700 ATMs, primarily in non-banking sites such as
convenience stores, grocery stores, drugstores, and retailers.
S&P views the business profile as weak.

                           Ratings List

                         Cardtronics Inc.

        Corporate Credit Rating                BB-/Stable

                         Ratings Assigned

                         Cardtronics Inc.

            $200 mil senior subordinated notes
            due 2018                              BB-
             Recovery Rating                      4


CARIBBEAN PETROLEUM: Case Summary & 30 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Caribbean Petroleum Corporation
          aka CAPECO
        P.O. Box 361988
        San Juan, PR 00936

Bankruptcy Case No.: 10-12553

Chapter 11 Petition Date: August 12, 2010

About the Debtor: Carribean Petroleum owns and operates certain
                  facilities in Bayomon, Puerto Rico for the
                  import, offloading, storage and distribution of
                  petroleum products.

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

Debtor's Counsel: Jason M. Madron, Esq.
                  RICHARDS, LAYTON & FINGER, P.A.
                  One Rodney Square
                  P.O. Box 551
                  Wilmington, DE 19899
                  Tel: (302) 651-7595
                  Fax: (302) 651-7701
                  E-mail: madron@rlf.com

Debtor's
Co-Counsel:       CADWALADER, WICKERSHAM & TAFT LLP

Debtor's
Financial
Advisors:         FTI CONSULTING INC.

Debtor's
Chief
Restructuring
Officer:          Kevin Lavin of FTI CONSULTING INC.

Debtor's
Restructuring
Officer:          Roy Messing of FTI CONSULTING INC.

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

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

The petition was signed by Nicol s Ląpez Pe€a, chief financial
officer.

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Caribbean Petroleum Refining, L.P.    10-12554            08/12/10
Gulf Petroleum Refining (Puerto Rico)
  Corporation                         10-12555            08/12/10

Carribean Petroleum Corp.'s List of 30 Largest Unsecured
Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
AOT Limited                        Arbitration Award   $63,643,202
  aka Astra Oil
301 Main Street, Suite 201
Huntington Beach, CA 92648

Secretario de Hacienda            Taxes                $20,293,120
P.O. Box 9024140
Oficina 400A
San Juan, PR 00902-4140

National Response Corp.           Environmental         $6,000,000
3500 Sunrise Highway, Suite 103
Great River, NY 111739

Credit Suisse AG                  Loan                  $2,600,000
Eggbuhlstrasse 21-23
CH-8070 Zurich, Switzerland

Centro de Recaudacione de         Property Tax          $2,300,000
Ingresos Municipales (CRIM)
P.O. Box 195387
San Juan, PR 00919-5387

William Morales Case              Legal Case            $2,190,000
Llorens                           Settlement
USDC 11807
Edificio Esquire, Suite 402
Calle Vela #2
San Juan, PR 00918-3622

United States Coast Guard         Environmental         $2,126,952
P.O. Box 70959
Charlotte, NC 28272-0959

Gobierno Municipal de Bayamon     Municipal             $1,530,325
P.O. Box 1588                     Licensing Fee
Bayamon, PR 00960-1588

Jesus F. Trillas Case             Legal Case              $790,000
Mayoral                           Settlement
206 Tetuan, Suite 702
San Juan, PR 00902

Chevron Texaco                    Trademark               $600,000
6001 Bollinger Canyon Road
San Ramon, CA 94583-2324

Landron & Vera, LLP               Professional            $500,000
100 Carr 165, Suite 203           Services
Guaynabo, PR 00968-8048

Chemical Cleaning Engineering     Environmental           $361,623
Specialists Inc.
P.O. Box 457
Toa Baja, PR 00951-0457

Constructora Rodriguez Sevilla    Dock Loading            $197,361
                                  Arm Installation

Caleb Brett USA, Inc.             Laboratory              $181,701
                                  Services

McConnell Valdes                  Legal Services          $150,000

Industrial Hydrovac Services      Refinery Maintenance    $142,974
                                  Contractor

Las Americas Petroleum Service    Environmental           $116,790
                                  Services at
                                  Service Stations

Kevane, Soto, Pasarell, Grant &   Auditors                $104,505
Thorton

El Dorado Tech Services           Refinery                $101,549
                                  Rehabilitation

G4 Security Services, Inc.        Security Services        $72,277

Geva Engineering Group Corp.      Pipeline Painting        $65,765
                                  Services

Inversiones Caribe Delta          Rent for Service         $64,308
                                  Stations

Test Environmental, Inc.          Environmental            $53,330
                                  Services at Stations

PDCM Associates, S.E.             Rent for Service         $43,304
                                  Stations

Purvin & Gertz, Inc.              Refinery Appraisal       $39,500

Camioneros Cooperativa de         Product                  $32,830
Transporte                        Transportation

Miguel A Berrios, Inc.            Professional             $32,400
                                  Services

Anderson, Mulholland & Associates Professional             $28,193
                                  Services

U.S. Trustee Payment Center       Professional             $27,950

Comite de Energia de Puerto Rico  Membership Fees          $24,000
y El Caribo Inc.


CARROLL PROPERTIES: Case Summary & 3 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Carroll Properties at Cheap Hill, LLC
        2901 Highway 12 North
        Chapmansboro, TN 37035

Bankruptcy Case No.: 10-08408

Chapter 11 Petition Date: August 10, 2010

Court: United States Bankruptcy Court
       Middle District of Tennessee (Nashville)

Judge: George C. Paine II

Debtor's Counsel: Samuel K. Crocker, Esq.
                  611 Commerce St., Suite 2720
                  Nashville, TN 37203
                  Tel: (615) 726-3322
                  Fax: (615) 726-6330
                  E-mail: SKCTRUSTEE@aol.com

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

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

A list of the Company's three largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/tnmb10-08408.pdf

The petition was signed by Charles R. Carroll, sole member.


CEDARLAKE VILLAGE: BofA Questions Feasibility of Exit Plan
----------------------------------------------------------
Dow Jones' DBR Small Cap reports that Cedarlake Village Senior
Living Community is defending its restructuring plan against Bank
of America's claim that the plan is neither fair nor feasible.
BofA is the only creditor to oppose the Illinois senior-citizen
housing development's Chapter 11 plan of reorganization.  Bofa
said the plan fails to provide assurance that its $30.2 million
secured claim is paid.

According to Dow Jones, Cedarlake Village, however, said its plan
is fair because it sets benchmarks to ensure that the principal
and interest owed Bank of America is paid in full over time.  The
bank is protected by a provision that allows it to foreclose on
the development should Cedarlake Village miss any of those
benchmarks.  The not-for-profit organization said that not only
will its Chapter 11 plan put it on stronger footing to weather the
economic downturn, but it also protects its charitable mission and
the welfare of its residents.


CEDARS SUMMIT: Case Summary & 4 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Cedars Summit Investments LLC
        16393 Sun Summit Drive
        Riverside, CA 92503

Bankruptcy Case No.: 10-35346

Chapter 11 Petition Date: August 11, 2010

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

Debtor's Counsel: Julian K. Bach, Esq.
                  LAW OFFICE OF JULIAN BACH
                  17011 Beach Boulevard, Suite 300
                  Huntington Beach, CA 92647
                  Tel: (714) 848-5085
                  Fax: (714) 848-5086
                  E-mail: Julian@Jbachlaw.com

Scheduled Assets: $1,600,500

Scheduled Debts: $1,523,951

A list of the Company's four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-35346.pdf

The petition was signed by Gaby El-khoury, managing member.


CHAPARRAL ENERGY: Posts $24 Million Net Income for June 30 Quarter
------------------------------------------------------------------
Chaparral Energy Inc. filed its quarterly report on Form 10-Q,
showing a $24.87 million net income on $89.43 million of total
revenues for the three months ended June 30, 2010, compared with a
$17.72 million net loss on $75.91 million of total revenues for
the three months ended June 30, 2009.

The Company's balance sheet at June 30, 2010, revealed
$1.3 billion in total assets, $109.36 million in total current
liabilities, $188.14 million long-term debt, $647.98 million in
senior notes, $2.33 million in derivative instruments, $947,000
asset retirement obligations, $38.56 million in commitment and
obligations, and a $367.28 million stockholders' equity.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?68e4

Headquartered in Oklahoma City, Chaparral Energy, Inc.
-- http://www.chaparralenergy.com/-- is an independent oil and
natural gas company engaged in the production, exploitation, and
acquisition of oil and natural gas properties.  The Company's core
areas of operation include the Mid-Continent and Permian Basin
with additional operations in the Gulf Coast, Ark-La-Tex, North
Texas, and the Rocky Mountains.

                           *     *     *

Chaparral Energy carries a 'B' issuer credit rating, with "stable"
outlook, from Standard & Poor's.  It has 'B3' corporate and
probability of default ratings from Moody's Investors Service.


CHEM RX: Creditors' Proofs of Claim Due By Sept. 13, 2010
---------------------------------------------------------
With limited exceptions, the Honorably Mary F. Walrath directs
that creditors must file their proofs of claim against Chem RX
Corporation no later than 4:00 p.m., prevailing Pacific Time, on
Sept. 13, 2010.  Claim forms and additional information are
available from the Debtor's claims agent:

        Chem Rx Claims Processing Center
        c/o Kurtzman Carson Consultants LLC
        2335 Alaska Avenue
        El Segundo, CA 90245
        Telephone: 866-381-9100

Long Beach, N.Y.-based Chem RX Corporation, aka Paramount
Acquisition Corp. -- http://www.chemrx.net/-- is a major
institutional pharmacy serving the New York City metropolitan
area, as well as parts of New Jersey, upstate New York,
Pennsylvania and Florida.  Chem Rx's client base includes skilled
nursing facilities and a wide range of other long-term care
facilities.  Chem Rx annually provides more than six million
prescriptions to more than 69,000 residents of more than 400
institutional facilities.

The Company and five affiliates sought Chapter 11 protection
(Bankr. D. Del. Case No. 10-11567) on May 11, 2010.  Dennis
A. Meloro, Esq., and Scott D. Cousins, Esq., at Greenberg
Traurig, LLP, represents the Company in its restructuring.

Cypress Holdings, LLC, is the Company's financial advisor.  RSR
Consulting, LLC, is the Company's chief restructuring officer.
Brunswick Group LLP is the Company's public relations consultant.
Grant Thornton LLP is the Company's independent auditor.  Lazard
Middle Market LLC is the Company's investment banker.  Eichen &
Dimeglio PC is the Company's tax advisor.  Kurtzman Carson
Consultants is the Company's claims and notice agent.

The Company disclosed $169,690,868 in assets and $178,281,128
in debts as of February 28, 2010.


CHEMTURA CORP: Court OKs Amended Plan Support Agreement
-------------------------------------------------------
U.S. Bankruptcy Judge Robert Gerber authorizes Chemtura Corp. and
its units to enter into an amended plan support agreement with the
Official Committee of Unsecured Creditors and certain holders of
the Debtors' 2009 Notes, 2016 Notes and 2026 Debentures.

The Court granted the Debtors' request subject to certain
comments made on the record at the hearing.

Under the PSA, the Creditors Committee, the Ad Hoc Bondholders
Committee and certain other debt holders agree to support the
Debtors' Plan and each Consenting Holder agree to vote in favor
of the Plan.

The Debtors related in an August 2, 2010 court filing that the
PSA has been amended to clarify that the Ad Hoc Bondholders
Committee's professionals will subject payment of their fees and
expenses to approval by the Court before confirmation of the
plan:

  (i) either in the form of a fee application that the Debtors
      and the Creditors' Committee agree not to oppose; or

(ii) if required by the Court, in the form of an application
      for reimbursement of fees and expenses under Section
      502(b)(3)(D) on the ground they made a substantial
      contribution to the Chapter 11 cases.

If an application under Section 503(b)(3)(D) is required, the
Amended PSA provides that the Debtors and the Creditors'
Committee will (i) stipulate the Ad Hoc Bondholder Committee did,
in fact, make a substantial contribution, and (ii) not oppose the
application.

The Amended PSA also specifies that the Ad Hoc Committee Fee Cap
refers to the larger of (i) the aggregate amount of $7 million,
or (ii) an amount larger than $7 million as agreed upon by the
Debtors and the Creditors' Committee.

In this respect, the Debtors asserted, the Amended PSA is
entirely consistent with the Bankruptcy Code's requirements for
obtaining Court approval of an ad hoc committee's professional
fees.

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

          http://bankrupt.com/misc/ChemAmPSA-Aug12.pdf

                       About Chemtura Corp.

Based in Middlebury, Connecticut, Chemtura Corporation (CEM) --
http://www.chemtura.com/-- with 2008 sales of $3.5 billion, is a
global manufacturer and marketer of specialty chemicals, crop
protection products, and pool, spa and home care products.
Chemtura Corporation and 26 of its U.S. affiliates filed voluntary
petitions for relief under Chapter 11 on March 18, 2009 (Bankr.
S.D.N.Y. Case No. 09-11233).  M. Natasha Labovitz, Esq., at
Kirkland & Ellis LLP, in New York, serves as bankruptcy counsel.
Wolfblock LLP serves as the Debtors' special counsel.  The
Debtors' auditors and accountant are KPMG LLP; their investment
bankers are Lazard Freres & Co.; their strategic communications
advisors are Joele Frank, Wilkinson Brimmer Katcher; their
business advisors are Alvarez & Marsal LLC and Ray Dombrowski
serves as their chief restructuring officer; and their claims and
noticing agent is Kurtzman Carson Consultants LLC. As of

December 31, 2008, the Debtors had total assets of $3.06 billion
and total debts of $1.02 billion.  Bankruptcy Creditors' Service,
Inc., publishes Chemtura Bankruptcy News.  The newsletter tracks
the Chapter 11 proceedings undertaken by Chemtura Corp. and its
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


CHEMTURA CORP: Gets Court's Nod to Prefund $1 Bil. Exit Facility
----------------------------------------------------------------
Judge Robert Gerber of the U.S. Bankruptcy Court for the Southern
District of New York authorized Chemtura Corporation and its
debtor affiliates to enter into financing commitment agreements
that will enable the Debtors to fund their exit from bankruptcy
with $1.025 billion in new debt.

The contemplated Exit Facility consists of a $275 million asset-
based revolver facility and up to $750 million in term loans and
senior notes issuance.

Bank of America, N.A., is contemplated to be the administrative
agent for the exit loans, with Bank of America Securities LLC,
Wells Fargo Securities LLC and Citigroup Global Markets Inc. as
joint arrangers.

Bloomberg News' Emre Peker related in an August 11 report that
the term loan agents and arrangers are arranging the six-year
$300 million exit term loan with an interest rate of 4 percentage
points more than London Interbank Offered Rate according to a
source familiar with the negotiations.

On the same day the Court entered its ruling, the Debtors
released a statement noting that they plan to offer $450 million
in aggregate principal amount of unsecured senior notes due 2018.

The Debtors are also permitted to enter into escrow agreements to
hold pre-closing proceeds of the Term Loans and Senior Notes.

Consequently, the Debtors are authorized, but not required, to
cause the formation of an escrow corporation.  They may take any
action that may be required or appropriate to effectuate the
special mandatory redemption of the Senior Notes or to have the
proceeds released from escrow in the event certain conditions are
not satisfied.

The Official Committee of Equity Security Holders is afforded the
right to review any further draft of the Exit Financing
Agreements with the same frequency and at the same time with the
Official Committee of Unsecured Creditors and the Ad Hoc
Bondholders' Committee.  However, the right to review the Exit
Finance Agreements will be limited to a right of consultation and
will not be a right of consent, the Court clarified.

Judge Gerber also permits the Debtors to incur and pay all of
their pre-closing obligations set forth under in the Exit
Financing Agreements.  Those Obligations consist of $23.1 million
to $34.3 million in fees and approximately $32.5 million in
additional breakage fees, to the extent of termination, and
interest on account of the period between entry into the Exit
Financing Agreements and termination of the same Agreements.

The Pre-Closing Exit Financing Obligations will be treated as
allowed administrative expenses under Section 503(b) of the
Bankruptcy Code and may be paid without further order of the
Court.

In relation to the Pre-Closing Exit Financing Obligations, the
Debtors are authorized to transfer their own assets into escrow.
Once in escrow, none of the assets nor the applicable rights of
any Debtor or non-Debtor affiliate in the escrow agreement will
constitute property of the Debtors' estates, provided that any
distributions from the Escrow to the Escrow Entity will be
returned to the Debtors' estates.

Until the Escrow Release Conditions are satisfied, none of the
proceeds of the Term Loan or the Senior Notes will constitute
property of the Debtors' estates and none of the Debtors will be
obligated to repay the Term Loan or the Senior Notes.

Judge Gerber clarifies that his order, issued on August 9, 2010,
is not deemed to constitute approval of the Exit Financing, which
approval will be sought in connection with confirmation of the
Debtors' Chapter 11 Plan, subject to the rights of all parties-
in-interest to object that approval on any basis.

Judge Gerber further specified that his Order authorizes the pre-
closing of the Exit Financing into escrow.  "Other than causing
the redemption of the Exit Financing and the unwind of the
escrows, and the payment of associated fees and interest as
approved, the Debtors will not be obligated under the Exit
Financing Agreements absent approval of the Exit Financing by the
Bankruptcy Court in connection with the confirmation of the
Plan," he elaborated.

                     Anticipated Emergence

According to an August 10 Reuters report, Chemtura expects to
emerge from bankruptcy by September 30, 2010.

The report notes that the Company also expects to have about
$754 million in total debt and about $125 million of cash and cash
equivalents upon its exit from Chapter 11.

The hearing for the confirmation of the Company's bankruptcy plan
is currently scheduled for September 16, at 9:45 a.m. Eastern
Daylight Time.

                     Chemtura's Statement

Chemtura Corporation announced August 9 that it is planning to
offer, subject to market and other conditions, $450 million in
aggregate principal amount of unsecured senior notes due 2018.

Chemtura is offering the notes as part of its exit financing
package pursuant to its Chapter 11 plan of reorganization, if the
plan is confirmed.  Chemtura is also planning to arrange a senior
term loan facility in the principal amount of $300 million and
enter into a $275 million senior asset-based revolving credit
facility for working capital and general corporate purposes.

The net proceeds of the notes offering and term loan will be
deposited into a segregated escrow account until the plan of
reorganization is confirmed by the Bankruptcy Court and certain
other conditions are satisfied.  Upon satisfaction of the escrow
conditions, including confirmation of its plan of reorganization,
Chemtura intends to use the net proceeds, together with cash on
hand, to make payments contemplated under the plan and to fund
Chemtura's emergence from chapter 11.

The notes will be unsecured senior obligations of Chemtura and
will be guaranteed by each of its current and future domestic
subsidiaries, other than certain excluded subsidiaries.  The notes
will bear interest at a fixed rate.

The notes will be offered in the United States to qualified
institutional buyers pursuant to Rule 144A under the Securities
Act of 1933, as amended, and to non-U.S. persons in reliance on
Regulation S under the Securities Act.  The notes have not been
registered under the Securities Act and may not be offered or
sold in the United States absent registration or an applicable
exemption from the registration requirements.

                       About Chemtura Corp.

Based in Middlebury, Connecticut, Chemtura Corporation (CEM) --
http://www.chemtura.com/-- with 2008 sales of $3.5 billion, is a
global manufacturer and marketer of specialty chemicals, crop
protection products, and pool, spa and home care products.
Chemtura Corporation and 26 of its U.S. affiliates filed voluntary
petitions for relief under Chapter 11 on March 18, 2009 (Bankr.
S.D.N.Y. Case No. 09-11233).  M. Natasha Labovitz, Esq., at
Kirkland & Ellis LLP, in New York, serves as bankruptcy counsel.
Wolfblock LLP serves as the Debtors' special counsel.  The
Debtors' auditors and accountant are KPMG LLP; their investment
bankers are Lazard Freres & Co.; their strategic communications
advisors are Joele Frank, Wilkinson Brimmer Katcher; their
business advisors are Alvarez & Marsal LLC and Ray Dombrowski
serves as their chief restructuring officer; and their claims and
noticing agent is Kurtzman Carson Consultants LLC. As of

December 31, 2008, the Debtors had total assets of $3.06 billion
and total debts of $1.02 billion.  Bankruptcy Creditors' Service,
Inc., publishes Chemtura Bankruptcy News.  The newsletter tracks
the Chapter 11 proceedings undertaken by Chemtura Corp. and its
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


CHEMTURA CORP: Proposes Contract Interest Rate Procedures
---------------------------------------------------------
Chemtura Corporation and its debtor affiliates ask the Court to
approve uniform contract interest rate procedures to be
implemented in connection with their Chapter 11 Plan of
Reorganization.

Section 3.3(n)(i) of the Plan provides that:

  "to the extent that the Plan  provides for payment of interest
  to holders of Allowed Unsecured Claims, such interest shall be
  paid in the same form of consideration as the underlying
  Allowed Unsecured Claim, and the amount of Allowed interest
  shall be calculated between the later  of the date such
  Allowed Claim (A) became due in the ordinary course of
  business or (B) was invoiced to the applicable Debtor, on the
  one hand, and the Effective Date, on the other hand, with
  such interest to be payable at the federal judgment rate as of
  the Petition Date or at the contract rate to the extent
  allowable under applicable law and in accordance with the
  Contract Interest Rate Procedures."

Section 1.1.38 of the Plan defines the Contract Interest Rate
Procedures as "certain procedures by which any holder of an
Unsecured Claim may substantiate the existence of any existing
contract that specifies the payment of interest, in substantially
the form approved by the Bankruptcy Court before the Confirmation
Hearing."

           Proposed Contract Interest Rate Procedures

The Debtors intend to mail a notice describing the Notice of
Contract Interest Rate Procedures to all holders of General
Unsecured Claims and Convenience Claims entitled to payment of
postpetition interest and to which the Contract Interest Rate
Procedures apply under the terms of the Plan.

Any holder of a General Unsecured Claim or Convenience Claim
entitled to payment of interest under the Plan who wishes to
substantiate the existence of an existing contract, invoice
or other agreement that specifies the payment of interest must
submit a "Notice of Contract Rate of Interest" to the Debtors'
Voting and Claims Agent by no later than September 9, 2010.
Any Notice of Contract Rate of Interest must:

  (a) identify the Claim and the contractual rate of interest
      applicable to the Claim;

  (b) attach a copy of the contract, invoice or agreement
      relating to the Claim; and

  (c) be signed by the holder of the Claim or its authorized
      representative under penalty of perjury.

A Notice of Contract Rate Interest does not need to be filed with
the Bankruptcy Court, but it must be received by the Debtors'
voting and claims agent at:

       Chemtura Balloting Center
       c/o Kurtzman Carson Consultants LLC
       2335 Alaska Ave.
       El Segundo, California 90245

Failure by a holder of a General Unsecured Claim, Convenience
Claim or its authorized representative to timely submit a
response will be deemed an admission that no contract rate of
interest exists with respect to the holder's General Unsecured
Claim or Convenience Claim, and the holder of the General
Unsecured Claim or Convenience Claim will receive interest at the
federal judgment rate as of the Petition Date.

The Contract Interest Rate Procedures also describe the extent to
which the Debtors, the Official Committee of Unsecured Creditors
or the Official Committee of Equity Security Holders may contest
a claimant's assertion of a contract rate of interest any time
before the Plan's effective date; and that upon an objection the
claimant has until 60 days after the Effective Date to request a
hearing to resolve the dispute concerning the amount of
postpetition interest due to the particular claimant.

A copy of the Proposed Contract Interest Rate Procedures is
available for free at:

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

Richard M. Cieri, Esq., at Kirkland & Ellis LLP, in New York,
contends that the proposed Contract Interest Rate Procedures are
necessary to implement the Plan by facilitating the calculation
of distributions, bringing certainty with respect to the amount
of postpetition interest due individual creditors and result in
fewer disputes after the Effective Date concerning the
calculation of interest.

                       About Chemtura Corp.

Based in Middlebury, Connecticut, Chemtura Corporation (CEM) --
http://www.chemtura.com/-- with 2008 sales of $3.5 billion, is a
global manufacturer and marketer of specialty chemicals, crop
protection products, and pool, spa and home care products.
Chemtura Corporation and 26 of its U.S. affiliates filed voluntary
petitions for relief under Chapter 11 on March 18, 2009 (Bankr.
S.D.N.Y. Case No. 09-11233).  M. Natasha Labovitz, Esq., at
Kirkland & Ellis LLP, in New York, serves as bankruptcy counsel.
Wolfblock LLP serves as the Debtors' special counsel.  The
Debtors' auditors and accountant are KPMG LLP; their investment
bankers are Lazard Freres & Co.; their strategic communications
advisors are Joele Frank, Wilkinson Brimmer Katcher; their
business advisors are Alvarez & Marsal LLC and Ray Dombrowski
serves as their chief restructuring officer; and their claims and
noticing agent is Kurtzman Carson Consultants LLC. As of

December 31, 2008, the Debtors had total assets of $3.06 billion
and total debts of $1.02 billion.  Bankruptcy Creditors' Service,
Inc., publishes Chemtura Bankruptcy News.  The newsletter tracks
the Chapter 11 proceedings undertaken by Chemtura Corp. and its
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


CHEMTURA CORP: Wins Nod for 2nd Amendment to $450MM DIP Facility
----------------------------------------------------------------
Chemtura Corp. won approval of a second amendment to the
Replacement DIP Credit Agreement, in connection with their request
to obtain exit financing.

Under the Amended and Restated Debtor-in-Possession Credit
Agreement with Citibank, N.A., with Bank of America N.A., Barclays
Bank PLC and Wells Fargo Foothill LLC and other lenders parties to
the new DIP facility, the Debtors were given access to a
$450 million DIP facility consists of (i) $300 million of Term
Loans, and (ii) a 150 million Revolving Facility, including a
Letter of Credit subfacility in the aggregate amount of up to
$50 million.  Chemtura used the DIP Facility to refinance its
existing $400 million DIP facility with Citibank and certain
lenders.

The $1 billion exit financing contemplated to be entered into by
the Debtors consists of an asset-based credit facility, a term
loan facility, and the issuance of senior notes.  Richard M.
Cieri, Esq., at Kirkland & Ellis LLP, in New York, relates that
the Second Amendment:

  -- permits the Debtors to enter into the Exit Financing
     Agreements, including paying related fees and expenses and
     funding the senior notes and the term loan into escrow
     before confirmation of their bankruptcy plan; and

  -- authorizes the Debtors, to the extent it is determined to
     be necessary under the circumstances, to create a wholly
     owned, special purpose subsidiary of Chemtura for the
     purpose of issuing debt in respect of notes or term loan
     contemplated under the Exit Financing Agreements.

Moreover, the Second Amendment inserted new definitions related
to a prospective approval of the Debtors' request for Court
approval of an exit financing.

A full-text of the Second Amendment to the Replacement DIP
Facility is available for free at:

          http://bankrupt.com/misc/ChemAmDIPAgrmt2.pdf

                       About Chemtura Corp.

Based in Middlebury, Connecticut, Chemtura Corporation (CEM) --
http://www.chemtura.com/-- with 2008 sales of $3.5 billion, is a
global manufacturer and marketer of specialty chemicals, crop
protection products, and pool, spa and home care products.
Chemtura Corporation and 26 of its U.S. affiliates filed voluntary
petitions for relief under Chapter 11 on March 18, 2009 (Bankr.
S.D.N.Y. Case No. 09-11233).  M. Natasha Labovitz, Esq., at
Kirkland & Ellis LLP, in New York, serves as bankruptcy counsel.
Wolfblock LLP serves as the Debtors' special counsel.  The
Debtors' auditors and accountant are KPMG LLP; their investment
bankers are Lazard Freres & Co.; their strategic communications
advisors are Joele Frank, Wilkinson Brimmer Katcher; their
business advisors are Alvarez & Marsal LLC and Ray Dombrowski
serves as their chief restructuring officer; and their claims and
noticing agent is Kurtzman Carson Consultants LLC. As of

December 31, 2008, the Debtors had total assets of $3.06 billion
and total debts of $1.02 billion.  Bankruptcy Creditors' Service,
Inc., publishes Chemtura Bankruptcy News.  The newsletter tracks
the Chapter 11 proceedings undertaken by Chemtura Corp. and its
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


CHRISTENSEN REALTY: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Christensen Realty & Investment, LLC
          dba 9th & Bannock Garage
        c/o Gary Christensen
        P.O. Box 2781
        Boise, ID 83701-2781

Bankruptcy Case No.: 10-41789

Chapter 11 Petition Date: 10-02537

Court: United States Bankruptcy Court
       District of Idaho (Boise)

Judge: Jim D. Pappas

Debtor's Counsel: D. Blair Clark, Esq.
                  LAW OFFICES OF D. BLAIR CLARK PLLC
                  1513 Tyrell Lane, Suite 130
                  Boise, ID 83706
                  Tel: (208) 475-2050
                  Fax: (208) 475-2055
                  E-mail: dbc@dbclarklaw.com

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

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

The petition was signed by Gary Christensen, managing member.

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


CINEMARK INC: Bank Debt Trades at 2% Off in Secondary Market
------------------------------------------------------------
Participations in a syndicated loan under which Cinemark, Inc., is
a borrower traded in the secondary market at 98.29 cents-on-the-
dollar during the week ended Friday, Aug. 13, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents an increase of 0.86 percentage
points from the previous week, The Journal relates.  The Company
pays 325 basis points above LIBOR to borrow under the facility.
The bank loan matures on April 30 , 2016, and carries Moody's Ba3
rating and Standard & Poor's BB- rating.  The loan is one of the
biggest gainers and losers among 198 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.

As reported by the Troubled Company Reporter on April 28, 2010,
Moody's affirmed Cinemark, Inc.'s ratings, including its B1
corporate family and probability of default ratings, and SGL-1
speculative grade liquidity rating.  The existing Ba3 senior
secured bank debt and B3 senior unsecured bond ratings for
Cinemark USA, Inc., were also affirmed.  The rating outlook
remains positive.

Cinemark Holdings, Inc., which owns Cinemark, Inc., and
(indirectly) Cinemark USA, Inc. and is headquartered in Plano,
Texas, is the United States' third largest motion picture
exhibitor with 294 theaters and 3,830 screens in 39 states, and
internationally (in 13 countries), mainly in Mexico, South and
Central America, with a further 130 theaters and 1,066 screens.


CIT GROUP: S&P Assigns 'BB' Rating on $3 Bil. Senior Loan
---------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'BB'
debt rating to CIT Group Inc.'s (B+/Positive/B) $3 billion first-
lien senior secured term loan (Tranche 3), indicating S&P's high
confidence of full recovery of principal.

This transaction refinances CIT's existing first-lien debt
(Tranches 1 and 2).  Another $1 billion of Tranche 1 and 2 debt
was prepaid in cash as part of the refinancing transaction,
leaving none outstanding at the close.  The refinancing
transaction is a continuation of CIT's efforts to reduce the high
cost of its liability structure.

In S&P's view, the refinancing transaction will offer incremental
benefits to profitability, while extending debt maturities.
However, this view is balanced by the considerable challenges CIT
still faces in developing a more cost-effective and stable funding
platform, with a significant contribution from bank deposits.

                           Ratings List

                            CIT Group

      Counterparty Credit Rating               B+/Positive/B

                            New Rating

                            CIT Group

   $3 Bil. 1st-Lien Sr. Sec. Term Loan Due Aug. 2015        BB


CLEAR CHANNEL: Bank Debt Trades at 20% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Clear Channel
Communications, Inc., is a borrower traded in the secondary market
at 79.53 cents-on-the-dollar during the week ended Friday, Aug.
13, 2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents an increase
of 1.17 percentage points from the previous week, The Journal
relates.  The Company pays 365 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Jan. 30, 2016, and
carries Moody's Caa1 rating and Standard & Poor's CCC rating.  The
loan is one of the biggest gainers and losers among 198 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

Clear Channel Communications, Inc. -- http://www.clearchannel.com/
-- is a diversified media company with three primary business
segments: radio broadcasting, outdoor advertising and live
entertainment.  Clear Channel Communications is the operating
subsidiary of San Antonio, Texas-based CC Media Holdings, Inc.


COMSTOCK MINING: Enters Mining Lease with New Daney
---------------------------------------------------
Comstock Mining Inc. has entered into a Mineral Exploration and
Mining Lease Agreement with New Daney Company, Inc., and now
controls seven key unpatented lode claims situated in Spring
Valley, at the extreme southern end of the Comstock trend.  In
Spring Valley, the main group of mineralized structures have laid
mostly concealed beneath a layer of pediment gravels.  These
additional Spring Valley claims are adjacent to the Company's
Dondero property, where the Company's 2009, exploration drilling
discovered significant mineralization beneath the gravel.

"The acquisition of these rights expands our control of the most
southerly part of the Comstock, beyond our recent Dayton
properties acquisition, to encompass an additional, contiguous and
relatively unexplored, mile-long segment of the Silver City Branch
of the Comstock Lode," stated Corrado DeGasperis, Comstock
Mining's Chief Executive Officer.

In April 2009, the Company announced the results from six drill
holes in Spring Valley on the Dondero property, and suggested that
additional exploration work was planned for the area to better
define the mineral potential.

The Agreement included the acquisition of a wealth of data from
previous exploration in Spring Valley.  It includes data from
approximately 60 reverse circulation holes drilled in Spring
Valley during the 1980's, as well as seven core holes that were
drilled in 1997 and 2000.  Comstock Mining is currently
incorporating and evaluating the results into their planning for
further exploration.

"We have been working toward the acquisition of these Spring
Valley claims since 2009, when we realized that the mineralization
model we had created for the Lucerne resource area also fit the
mineralization in this area," stated Larry Martin, Comstock
Mining's Chief Geologist.  "Ongoing geological assessments
indicate that the Silver City Branch extends southward through our
Dayton property, into Spring Valley, and through our Dondero and
these new claims," Mr. Martin continued.

"Recent geological and geophysical work, in conjunction with our
broader interpretations of the Comstock, have demonstrated that
the mineralized intercepts in holes SV09-04, 05, and 06 were
contained within the extension of the Silver City fault zone; the
remaining three holes encountered mineralization along one or more
intersecting structures.  The historic holes that we acquired also
appear to be drilled on structures that projected to cross the
Silver City fault zone.  That makes the intersection of these
structures a very exciting target for future drilling," concluded
Mr. Martin.

                      About Comstock Mining

Virginia City, Nev.-based Comstock Mining Inc. f/k/a Goldspring,
Inc. (OTC BB: LODE) is a North American precious metals mining
company, focused in Nevada, with extensive, contiguous property in
the Comstock Lode District.  The Company began acquiring
properties in the Comstock in 2003.  Since then, the Company has
consolidated a significant portion of the Comstock Lode District,
amassed the single largest known repository of historical and
current geological data on the Comstock Lode region, secured
permits, built an infrastructure and brought the exploration
project into test mining production.

On July 21, 2010, the Company changed its name from "GoldSpring,
Inc." to "Comstock Mining Inc.," by way of a merger with a wholly
owned subsidiary of Comstock Mining Inc. that was formed solely
for the purpose of changing the Company's name.

As reported in the Troubled Company Reporter on April 15, 2010,
Jewett, Schwartz, Wolfe & Associates expressed substantial doubt
about Goldspring, Inc.'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 operating and liquidity concerns and has incurred
historical net losses approximating $55.0 million as of December
31, 2009.  The Company also used cash in operating activities of
$3.6 million in 2009.


CONTRACTORS' CAPITAL: Case Summary & 20 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Contractors' Capital Corporation
        10640 N. 28th Drive, Suite B-201
        Phoenix, AZ 85029

Bankruptcy Case No.: 10-25253

Chapter 11 Petition Date: August 11, 2010

Court: U.S. Bankruptcy Court
       District of Arizona (Phoenix)

Judge: Redfield T. Baum, Sr.

Debtor's Counsel: Benjamin Loren Dodge, Esq.
                  DODGE & VEGA, PLC
                  4824 E. Baseline Road, Suite 124
                  Mesa, AZ 85206
                  Tel: (480) 656-8333
                  Fax: (480) 656-8334
                  E-mail: ben@dodgevegalaw.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/azb10-25253.pdf

The petition was signed by Steven Welker, president/CEO.


DANNY PLANAVSKY: Discovery Failure Bars Second Tax Lawsuit
----------------------------------------------------------
WestLaw reports that res judicata barred the Chapter 11 debtor-
taxpayer's turnover proceeding against a county with respect to
monies that he allegedly had paid pursuant to a prepetition
installment tax agreement.  The debtor's prior adversary
proceeding, including the cause of action in which he alleged that
the amounts due under the installment agreement had been paid, had
been dismissed, the bankruptcy court reasoned, and the debtor's
current turnover action could certainly have been brought at that
time.  In re Planavsky, 2010 WL 1849401 (Bankr. N.D.N.Y.) (Davis,
J.).

The Debtor's first adversary proceeding was dismissed because he
failed to obey a discovery order.  The Honorable Diane Davis says
that dismissal constituted a final judgment on the merits, and so
res judicata barred relitigation of Mr. Planavsky's causes of
action.  Accordingly, Judge Davis dismissed Mr. Planavsky's second
adversary proceeding.

Danny R. Planavsky filed a voluntary chapter 11 petition (Bankr.
N.D.N.Y. Case No. 01-63125) on May 16, 2001.


DEAN FOODS: Bank Debt Trades at 6% Off in Secondary Market
----------------------------------------------------------
Participations in a syndicated loan under which Dean Foods Company
is a borrower traded in the secondary market at 94.15 cents-on-
the-dollar during the week ended Friday, Aug. 13, 2010, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents an increase of 0.61 percentage
points from the previous week, The Journal relates.  The Company
pays 175 basis points above LIBOR to borrow under the facility.
The bank loan matures on March 22, 2014, and carries Moody's Ba3
rating and Standard & Poor's BB rating.  The loan is one of the
biggest gainers and losers among 198 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.

As reported by the Troubled Company Reporter on May 20, 2010,
Moody's lowered the speculative grade liquidity rating for Dean
Foods to SGL-3 from SGL-2.  The company's corporate family rating
remains Ba3 with a stable outlook.  The SGL rating downgrade
reflects the very weak first quarter which saw a 61% drop in
cash from continuing operations (from $185 million in 2009 to
$71 million in 2010) and an increase in leverage to 4.43 times (as
defined by credit agreements) as compared with 4.16 times at the
end of the year.  Moody's believes that there may be little or no
cushion under the bank leverage covenant under the existing
facilities by year end 2010 when it steps down from 5.0 times to
4.5 times.

On May 19, The TCR reported that Standard & Poor's revised its
outlook on Dean Foods Company and its wholly owned subsidiary Dean
Holding Co. to negative from stable.  "At the same time, we
affirmed the ratings on the company, including the 'BB-' corporate
credit rating.  Dean Foods had about $4.2 billion of funded debt
outstanding as of March 31, 2010."

"The outlook revision to negative reflects our concerns about the
company's near-term operating performance and the possibility for
the company's leverage covenant to become very tight by fiscal
year end 2010," said Standard & Poor's credit analyst Christopher
Johnson.

Dean Foods Company is the largest processor and distributor of
milk and various other dairy products in the United States, with
dairy operations accounting for around 79% of its net sales in
FY2008.  The company also markets and sells a variety of branded
dairy and dairy-related products including, Silk soymilk and
cultured soy products, Horizon Organic dairy products,
International Delight coffee creamers and LAND O'LAKES creamers
and fluid dairy products.  Headquartered in Dallas, Texas, Dean
Foods had sales in the last twelve months ending March 31, 2009,
of approximately $12.1 billion.


DECISIONPOINT SYSTEMS: June 30 Balance Sheet Upside-Down by $5MM
----------------------------------------------------------------
DecisionPoint Systems, Inc., balance sheet at June 30, 2010,
showed total assets of $21,641,566, total liabilities of
$26,606,372, and a stockholders' deficit of $4,964,806, according
to the Company's latest Form 10-Q filed with the Securities and
Exchange Commission.

As of June 30, the Company had cash and cash equivalents of
$500,000 compared to $100,000 as of December 31.  The Company had
used, and plans to use, the cash for general corporate purposes,
including working capital.

As of June 30, 2010, the Company had negative working capital of
$10,100,000.  Included in current liabilities is unearned revenue
of $7,500,000.  Included in current assets are deferred costs of
$4,500,000 which reflect costs paid for third party extended
maintenance services that were amortized over their respective
service periods.  The net change in the unearned revenue, offset
by the deferred costs, will provide a benefit in future periods as
the amounts convert to realized revenue.

The Company reported a net loss of $838,957 on $13,288,041 of net
sales for three months ended June 30, 2010, compared with a net
loss of $34,518 on net sales of $12,033,956 during the comparable
period in 2009.

For the six months ended June 30, 2010, net loss was $2,081,089
compared with a net loss of $441,873 during the same period in
2009.  Revenues were $24,360,304 for the six months ended June 30,
compared to $23,698,382 for the six months ended June 30, 2009, an
increase of $695,072 or 2.8%.  The Company said that the
improvement is due to the increased emphasis on its marketing and
sales efforts.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?68c4

                    About DecisionPoint Systems

DecisionPoint Systems, Inc., formerly known as Canusa Capital
Corp., is an enterprise mobility systems integrator that designs,
sells, installs and services voice and data communications
products and systems for private networks and wireless broadband
systems to a range of enterprise markets, including retail,
transportation and logistics, manufacturing, wholesale and
distribution, well as other commercial customers.


DEX MEDIA EAST: Bank Debt Trades at 20% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Dex Media East,
LLC, is a borrower traded in the secondary market at 80.48 cents-
on-the-dollar during the week ended Friday, Aug. 13, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 0.52
percentage points from the previous week, The Journal relates.
The Company pays 250 basis points above LIBOR to borrow under the
facility.  The bank loan matures on Oct. 24, 2014.  The debt is
not rated by Moody's and Standard & Poor's.  The loan is one of
the biggest gainers and losers among 198 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.

Based in Cary, North Carolina, R.H. Donnelley Corp., fka The Dun &
Bradstreet Corp. (NYSE: RHD) -- http://www.rhdonnelley.com/--
publishes and distributes print and online directories in the U.S.
It offers print directory advertising products, such as yellow
pages and white pages directories.  R.H. Donnelley Inc., Dex
Media, Inc. and Local Launch, Inc. are the company's only direct
wholly owned subsidiaries.

Dex Media East, LLC, is a publisher of the official yellow pages
and white pages directories for Qwest Communications International
Inc. (Qwest) in the states, where Qwest is the primary incumbent
local exchange carrier, such as Colorado, Iowa, Minnesota,
Nebraska, New Mexico, North Dakota and South Dakota.

R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media
East LLC, Dex Media West LLC and Dex Media, Inc., filed for
Chapter 11 protection on May 28, 2009 (Bank. D. Del. Case No. 09-
11833 through 09-11852), after missing a $55 million interest
payment on its senior unsecured notes due April 15.  James F.
Conlan, Esq., Larry J. Nyhan, Esq., Jeffrey C. Steen, Esq.,
Jeffrey E. Bjork, Esq., and Peter K. Booth, Esq., at Sidley Austin
LLP, in Chicago, Illinois represent the Debtors in their
restructuring efforts.  Edmon L. Morton, Esq., and Robert S.
Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP, in
Wilmington, Delaware, serve as the Debtors' local counsel.  The
Debtors' financial advisor is Deloitte Financial Advisory Services
LLP while its investment banker is Lazard Freres & Co. LLC.  The
Garden City Group, Inc., is claims and noticing agent.

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


EASTON-BELL: Posts $20.1MM Operating Income for July 3 Quarter
--------------------------------------------------------------
Easton-Bell Sports Inc. reported net sales of $202.8 million for
the second quarter ended July 3, 2010, an increase of 8.3% as
compared to $187.3 million of net sales in the second quarter of
fiscal 2009.  The Company generated operating income of
$20.1 million for the second quarter of fiscal 2010, an increase
of 36.0% as compared to $14.8 million of operating income in the
second quarter of fiscal 2009.

"Overall we are pleased with our results.  The increase in second
quarter sales at higher margins combined to increase our operating
leverage and allowed us to fund investments in new product
introductions," said Paul Harrington, President and Chief
Executive Officer.  "With consumer spending still uncertain in the
near to mid-term these investments will be critical to growing
future market share."

The Company's gross margin for the second quarter of fiscal 2010
was 34.0%, as compared to 32.2% for the second quarter of fiscal
2009.  The margin improvement related primarily to better sales
mix, improved manufacturing efficiencies and gains in foreign
currency exchange rates.

Easton-Bell Sports' balance sheet at July 3, 2010, showed
$969.96 million in total assets, $601.65 million in total
liabilities, and a $368.30 million stockholder's equity.

The Company had substantial borrowing capacity and liquidity as of
July 3, 2010, with $125.9 million of additional borrowing ability
under the revolving credit facility and liquidity of $161.3
million when including the $35.4 million of cash.

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?68e5

                     About Easton-Bell Sports

Easton-Bell Sports, Inc. -- http://www.eastonbellsports.com/--
designs, develops and markets innovative sports equipment,
protective products and related accessories under authentic
brands.  The Company markets and licenses products under such
well-known brands as Easton, Bell, Riddell, Giro and Blackburn.
Headquartered in Van Nuys, California, the Company has 29
facilities worldwide.

The Company's balance sheet at April 3, 2010, revealed
$969.0 million in total assets, $602.6 million in total
liabilities, and a stockholder's equity of $366.3 million.

                           *     *     *

Easton Bell has 'B3' corporate family and probability of default
ratings, with "positive" outlook, from Moody's Investors Service.
It has 'B-' issuer credit ratings, with "positive" outlook, from
Standard & Poor's.


ELAN FINANCE: S&P Assigns 'B' Rating on $200 Mil. Senior Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned Elan Finance PLC's
$200 million 8.75% senior unsecured notes due 2016, privately
placed under Rule 144A, its issue-level rating of 'B' with a
recovery rating of '3', indicating S&P's expectation of meaningful
(50% to 70%) recovery for noteholders in the event of a payment
default.  The 'B' issue-level rating is at the same level as S&P's
'B' corporate credit rating on parent company Elan Corp. PLC, in
accordance with S&P's notching criteria for a '3' recovery rating.

These notes are in lieu of a previously announced add-on to the
company's existing 8.75% notes, as market conditions were not
favorable for the add-on.  Proceeds from the notes, along with
cash on hand, will be used to repay senior floating-rate notes due
November 2011.

S&P's corporate credit rating on parent Elan Corp. PLC is 'B' and
the rating outlook is positive.  The 'B' rating primarily reflects
the company's critical dependence on sales of its multiple
sclerosis treatment, Tysabri.  Elan's fundamental reliance on this
one drug is key to S&P's assessment of its business risk profile
as "weak." The company has adequate liquidity following last
year's sale of its Alzheimer's new drug program and subsequent
senior unsecured note issuance.  That note issuance, together with
the proposed debt issuance, extended near-term debt maturities.
Assuming the proposed debt issuance closes and Elan uses proceeds,
along with some cash, to repay the $300 million of senior
floating-rate notes due November 2011, its next maturity is not
until 2013.  At June 30, 2010, the company had almost $900 million
of cash on hand and has now generated positive free cash flow in
three of the past four quarters.

                          Ratings List

                         Elan Corp. PLC

  Corporate Credit Rating                          B/Positive/--

                            New Rating

                         Elan Finance PLC

        $200M Rule 144A 8.75% sr unsecd nts due 2016     B
          Recovery Rating                                3


ELIMINATOR CUSTOM: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Eliminator Custom Boats, Inc.
        24312 Daytona Cove
        Perris, CA 92570

Bankruptcy Case No.: 10-35393

Chapter 11 Petition Date: August 11, 2010

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

Judge: Deborah J. Saltzman

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

Estimated Assets: $0 to $50,000

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-35393.pdf

The petition was signed by Robert Leach, president.


EMPIRE RESORT: Terminates 40-Year Contract with Concord
-------------------------------------------------------
Empire Resorts Inc. sent on August 5, 2010, a notice of
termination to Concord Associates, L.P. terminating that certain
agreement, dated as of March 23, 2009, between Concord and the
Company pursuant to which the Company was to be retained by
Concord Empire Raceway Corp., a subsidiary of Concord, to provide
advice and general managerial oversight with respect to the
operations at the harness track to be constructed at that certain
parcel of land located in the Town of Thompson, New York and
commonly known as the Concord Hotel and Resort.  The Agreement had
a term of 40 years.

The Agreement had provided that commencing upon the commencement
of operations at the Concord Gaming Facilities and for the
duration of the Term, the Company was to receive an annual
management fee in the amount of $2,000,000, such management fee to
be increased by 5% on each five-year anniversary of the Operations
Date.  Concord agreed that the Empire Management Fee to be paid to
the Company would be senior to payments due in connection with to
the Financing.

In addition to the Empire Management Fee, the Agreement provided
that commencing on the Operations Date and for the duration of the
Term, the Company was to be paid an annual fee in the amount of
two percent of the total revenue wagered with respect to video
gaming machines and other alternative gaming located at the
Concord Property after payout for prizes, less certain fees
payable to the State of New York State, the Monticello Harness
Horsemen's Association, Inc. and the New York State Horse Breeding
Fund.  Commencing upon the Operations Date and for the duration of
the Term, in the event that the Adjusted Gross Gaming Revenue
Payment paid to the Company was $2 million per annum, Concord
guaranteed to pay to the Company the difference between $2 million
and the Adjusted Gross Gaming Revenue Payment distributed to the
Company with respect to such calendar year.

Upon a sale or other voluntary transfer of the Concord Gaming
Facilities to any person or entity who is not an affiliate of
Concord, Raceway Corp. was permitted to terminate the Agreement
upon payment to the Company of $25,000,000.00; provided, that the
Buyer shall have entered into an agreement with the Company
whereby the Buyer shall have agreed to pay the greater of:

   i) the Adjusted Gross Gaming Revenue Payment and

  ii) $2,000,000 per annum to the Company for the duration of the
      Term of the Agreement.

The closing of the transactions contemplated by the Agreement were
to have taken place on the date that Concord or its subsidiary
secured and closed on financing in the minimum aggregate amount of
$500 million from certain third-party lenders in connection with
the development of the Track and certain gaming facilities on the
Concord Property.  The Company and Concord were each permitted to
terminate the Agreement by written notice in the event that the
Closing Date had not occurred on or before July 31, 2010.

Louis Cappelli, a stockholder that beneficially owns more than 5%
of the Company's common stock and is a member of the Company's
board of directors, is the managing member of Convention Hotels,
LLC, Concord's general partner.  Mr. Cappelli is also the managing
member of Cappelli Resorts and Cappelli Resorts II, LLC.  Through
his ownership interest in Cappelli Resorts and Cappelli Resorts
II, LLC, Mr. Cappelli owns a controlling interest in Concord.

                       About Empire Resorts

Based in Monticello, New York, Empire Resorts, Inc. (NASDAQ: NYNY)
-- http://www.empireresorts.com/-- currently owns and operates
Monticello Casino & Raceway, a video gaming machine and harness
racing track and casino located in Monticello, New York, 90 miles
northwest of New York City.

The Company's balance sheet at March 31, 2010, showed
$86.8 million in total assets, $72.3 million in total current
liabilities, and a $14.4 million stockholders' equity.

Auditor Friedman LLP, in New York, after auditing the Company's
2009 results, said Empire Resorts' ability to continue as a going
concern depends on the Company's ability to fulfill its
obligations with respect to its $65 million of 5-1/2% senior
convertible notes.  Friedman also noted of the Company's
continuing net losses and negative cash flows from operating
activities.

As reported by the Troubled Company Reporter, Empire Resorts on
April 8, 2010, received the Decision, Order and Judgment from the
Supreme Court of the State of New York in Sullivan County granting
defendants', The Bank of New York Mellon Corporation and The
Depository Trust Company, motion for summary judgment in the
action captioned Empire Resorts, Inc. v. The Bank of New York
Mellon Corporation and The Depository Trust Company.  The Decision
provides that the Court has determined that the Defendants
properly exercised the option requiring the Company to repurchase
$65 million of 5-1/2% senior convertible notes issued by the
Company in July 2004, that the Company is in default under the
Notes with respect to its failure to repurchase the Notes on July
31, 2009, and that the Company must now repurchase the Notes.  The
TCR said the Company is working with its financial advisor,
Merrill Lynch, Pierce, Fenner & Smith Incorporated, and its legal
counsel to consider its available financial and legal alternatives
in response to the Decision.


FAIRMOUNT MINERALS: S&P Assigns 'BB-' Corporate, Stable Outlook
---------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'BB-'
corporate credit rating to U.S.-based frac sand producer Fairmount
Minerals Ltd.  The rating outlook is stable.

At the same time, S&P assigned a 'BB' issue-level rating (one
notch above the corporate credit rating) and '2' recovery rating
to the company's $775 million senior secured credit facility.  The
'2' recovery rating indicates S&P's expectation of substantial
(70%-90%) recovery in the event of a payment default.  The
facility consists of a $75 million senior secured revolving credit
facility due 2015, a $150 million senior secured term loan due
2015, and a $550 million senior secured term loan due 2016.  The
rating assignments follow S&P's previous assignment of preliminary
ratings on July 16, 2010.

"The 'BB-' corporate credit rating reflects the combination of
Fairmount's fair business risk profile and aggressive financial
risk profile as indicated by its modest size and scope, exposure
to cyclical end markets, significant customer concentration, and
relatively aggressive capital structure," said Standard & Poor's
credit analyst Sherwin Brandford.  "The company's relatively good
margins and good competitive position within the frac sand market
partially offset these negative factors."

S&P's rating and outlook incorporate its expectation that
Fairmount will generate around $200 million in EBITDA this year,
reflecting solid frac sand demand due to fairly robust drilling
activity.  This level of earnings will support pro forma credit
metrics in-line with a 'BB-' rating given the capital structure,
with debt leverage of less than 4x and funds from operations to
total debt of around 20%.


FGIC CORP: Files Chapter 11 Plan; Up to 3% Recovery for Unsecureds
------------------------------------------------------------------
FGIC Corp. has filed a plan of reorganization and disclosure
statement with the U.S. Bankruptcy Court for the Southern District
of New York.

Under the Plan, FGIC Corp.'s unsecured creditors, which include
holders of outstanding debt under FGIC Corp.'s prepetition
revolving credit facility and holders of FGIC Corp.'s 6% Senior
Notes due 2034, will receive distributions of cash and common
stock in reorganized FGIC Corp. on account of their claims.
Existing equity interests will be cancelled pursuant to the Plan.

The Plan negotiated between FGIC Corp. and its key creditors and
shareholders will allow the FGIC Corp. to cancel debt obligations
in the aggregate amount of $391.5 million.  In addition, the Plan
provides that holders of general unsecured claims against FGIC
Corp. will receive substantially all of its $11.5 million in cash
and the common stock in Reorganized FGIC Corp.  The three largest
common shareholders of FGIC Corp., representing over 90% of its
common stock, have agreed to the cancellation of their equity
interests pursuant to the Plan and have agreed to waive general
unsecured claims against the estate in the aggregate amount of
$7.2 million.  As agreed upon with FGIC Corp.'s major creditors,
Reorganized FGIC Corp. will be capitalized with no more than
$400,000 to fund its business needs and will continue to operate
as an insurance holding company after the Effective Date of the
Plan.

Copies of the Plan and disclosure statement are available for free
at:

         http://bankrupt.com/misc/FGIC_CORP_plan.pdf
         http://bankrupt.com/misc/FGIC_CORP_ds.pdf

                         Treatment of Claims

With respect to classified claims:

Class         Claim                     Status            Recovery
1       Priority Non-Tax Claims       Unimpaired            100%
2       Secured Tax Claims            Unimpaired            100%
3       Other Secured Claims          Unimpaired            100%
4       Intercompany Claims           Unimpaired            100%
5       Convenience Claims            Unimpaired            100%
6       General Unsecured Claims      Impaired            2% to 3%
7       Equity Interests              Impaired                0%
8       Section 510(b) Claims         Impaired                0%

The Debtor proposes this Plan confirmation schedule:

  Disclosure Statement Hearing                  September 16, 2010
  Record Date                                   September 16, 2010
  Solicitation Deadline                         September 23, 2010
  Deadline to Publish Confirmation
    Hearing Notice                              September 23, 2010
  Voting Resolution Event Deadline              October 11, 2010
  Plan Supplement Filing Date                   October 14, 2010
  Voting Deadline                               October 18, 2010
  Plan Objection Deadline                       October 21, 2010
  Voting Report Deadline                        October 21, 2010
  Deadline to Reply to Confirmation Objections  October 27, 2010
  Confirmation Hearing                          October 28, 2010

New York-based FGIC Corporation is a privately held insurance
holding company.  FGIC Corp's main business interest lies in the
holdings of the bond insurer Financial Guaranty Insurance Company
-- http://www.fgic.com-- and it depends on dividend payments by
FGIC for sustaining its operations.

FGIC filed for Chapter 11 bankruptcy protection on August 3, 2010
(Bankr. S.D.N.Y. Case No. 10-14215).  Brian S. Lennon, Esq., at
Kirkland & Ellis LLP, serves as counsel to the Debtor.  Garden
City Group, Inc., is the Debtor's claims and notice agent.  In its
schedules, the Debtor disclosed $11,539,834 in total assets and
$391,555,568 in total liabilities as of the Petition Date.


FNB UNITED: Posts $24.9 Million Net Loss in Q2 Ended June 30
------------------------------------------------------------
FNB United Corp. filed its quarterly report on Form 10-Q,
reporting a net loss of $24.9 million for the three months ended
June 30, 2010, compared with a net loss of $403,000 for the same
period of 2009.

Net interest income before the provision for loan losses totaled
$14.0 million for the three-month period ended June 30, 2010,
compared with $15.2 million for the same period in 2009.

Provision for loan losses totaled $27.4 million compared to
$5.5 million in 2009.

The Company's balance sheet as of June 30, 2010, showed
$2.022 billion in total assets, $1.950 billion in total
liabilities, and a stockholders' equity of $72.5 million.

The Company incurred significant net losses in 2009, primarily
from the higher provisions for loan losses due to the significant
level of nonperforming assets and the write-off of goodwill.  On
July 22, 2010, the Bank consented and agreed to the issuance of a
Consent Order by the OCC.  In the Consent Order, the Bank and the
OCC agreed as to areas of the Bank's operations that warrant
improvement and a plan for making those improvements.  These
matters raise substantial doubt about the Company's ability to
continue as a going concern.

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

               http://researcharchives.com/t/s?68d6

Asheboro, N.C.-based FNB United Corp. (Nasdaq:FNBN) is the bank
holding company for CommunityOne Bank, N.A., and the bank's
subsidiary, Dover Mortgage Company.  Opened in 1907, CommunityOne
Bank -- http://www.MyYesBank.com/-- operates 45 offices in 38
communities throughout central, southern and western North
Carolina.  Through these subsidiaries, FNB United offers a
complete line of consumer, mortgage and business banking services,
including loan, deposit, cash management, wealth management and
internet banking services.


FORD MOTOR: Bank Debt Trades at 3% Off in Secondary Market
----------------------------------------------------------
Participations in a syndicated loan under which Ford Motor Co. is
a borrower traded in the secondary market at 96.66 cents-on-the-
dollar during the week ended Friday, Aug. 13, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents a drop of 0.50 percentage points
from the previous week, The Journal relates.  The Company pays 300
basis points above LIBOR to borrow under the facility.  The bank
loan matures on Dec. 15, 2013, and carries Moody's Ba3 rating and
Standard & Poor's BB rating.  The loan is one of the biggest
gainers and losers among 198 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.


                         About Ford Motor

Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --
http://www.ford.com/-- manufactures or distributes automobiles
across six continents.  With about 200,000 employees and about 90
plants worldwide, the company's automotive brands include Ford,
Lincoln, Mercury and Volvo.  The Company provides financial
services through Ford Motor Credit Company.

Ford Motor's balance sheet at June 30, 2010, showed
$179.75 billion in total assets, $183.29 billion in total
liabilities, and a $3.54 billion stockholders' deficit.

                           *     *     *

In August 2010, Standard & Poor's Ratings Services raised its
corporate credit rating on Ford Motor Co. and FordMotor Credit Co.
LLC to 'B+' from 'B-'.   "The upgrade reflects S&P's reassessment
of Ford's business risk profile to weak from vulnerable, and its
financial risk profile to aggressive from highly leveraged," said
Standard & Poor's credit analyst Robert Schulz.  S&P believes Ford
is making progress in stabilizing, and perhaps improving, its U.S.
market shares  Still, S&P believes underlying business risks
remain high.

Ford Motor and its unit, Ford Motor Credit, carry 'BB-' issuer
default ratings from Fitch Ratings.  In August 2010, when Fitch
raised the rating from 'B', it said, Ford's ratings reflect its
continued strong financial performance and the substantial debt
reduction accomplished in the second quarter."

Ford Motor has a 'B1' corporate family rating from Moody's.


FOURTH QUARTER: Section 341(a) Meeting Scheduled for Sept. 2
------------------------------------------------------------
The U.S. Trustee for Region 21 will convene a meeting of Fourth
Quarter Properties 166, LLC's creditors on September 2, 2010, at
2:00 p.m.  The meeting will be held at Third Floor - Room 368,
Russell Federal Building, 75 Spring Street SW, Atlanta, GA 30303.

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

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

Newnan, Georgia-based Fourth Quarter Properties 166, LLC, filed
for Chapter 11 protection on August 3, 2010 (Bankr. N.D. Ga. Case
No. 10-12920).  Austin E. Carter, Esq., at Stone & Baxter, LLC,
assists the Debtor in its restructuring effort.  The Debtor
estimated assets at $10 million to $50 million and debts at $50
million to $100 million in its Chapter 11 petition.

The Debtor's affiliates -- Fourth Quarter Properties 118, LLC
(Case No. 09-13960), Fourth Quarter Properties 140, LLC (Case No.
09-13961), Fourth Quarter Properties 161, LP (Case No. 09-13962),
Fourth Quarter Properties 162, LP (Case No. 09-13963), and Fourth
Quarter Properties XLVII, LLC (Case No. 09-13959) -- filed
separate Chapter 11 petitions on November 2, 2009.


FOURTH QUARTER: Taps Stone & Baxter as Bankruptcy Counsel
---------------------------------------------------------
Fourth Quarter Properties 166, LLC, asks for authorization from
the U.S. Bankruptcy Court for the Northern District of Georgia to
employ Stone & Baxter, LLP, as bankruptcy counsel.

Fourth Quarter will, among other things:

     a. prepare applications, motions, answers, reports and other
        legal papers;

     b. continue existing litigation to which the Debtor may be a
        party and conduct examinations incidental to the
        administration of the Debtor's estate;

     c. take any and all necessary action instant to the proper
        preservation and administration of the estate; and

     d. assist the Debtor with the preparation and filing of a
        statement of financial affairs and schedules and lists as
        are appropriate.

Stone & Baxter will be paid based on the hourly rates of its
personnel:

        Attorney                         $185-$350
        Research Assistants                 $100
        Paralegals                          $100

Austin E. Carter, Esq., a partner at Stone & Baxter, assures the
Court that the firm is "disinterested" as that term is defined in
Section 101(14) of the Bankruptcy Code.

Newnan, Georgia-based Fourth Quarter Properties 166, LLC, filed
for Chapter 11 protection on August 3, 2010 (Bankr. N.D. Ga. Case
No. 10-12920).  The Debtor estimated assets at $10 million to $50
million and debts at $50 million to $100 million in its Chapter 11
petition.

The Debtor's affiliates -- Fourth Quarter Properties 118, LLC
(Case No. 09-13960), Fourth Quarter Properties 140, LLC (Case No.
09-13961), Fourth Quarter Properties 161, LP (Case No. 09-13962),
Fourth Quarter Properties 162, LP (Case No. 09-13963), and Fourth
Quarter Properties XLVII, LLC (Case No. 09-13959) -- filed
separate Chapter 11 petitions on November 2, 2009.


GARY CLARK: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Joint Debtors: Gary N. Clark
               Valarie J. Clark
               3786 S. Coach House Drive
               Gilbert, AZ 85297

Bankruptcy Case No.: 10-25252

Chapter 11 Petition Date: August 11, 2010

Court: U.S. Bankruptcy Court
       District of Arizona (Phoenix)

Judge: Sarah Sharer Curley

Debtors' Counsel: Blake D. Gunn, Esq.
                  P.O. Box 22146
                  Mesa, AZ 85277-2146
                  Tel: (480) 710-8677
                  E-mail: bgunn@gunnfirm.com

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

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

A list of the Joint Debtors' 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/azb10-25252.pdf


GENERAL GROWTH: S&P Withdraws 'D' Corporate Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services revised to '1' from '3' its
recovery ratings on the senior unsecured debt issued by General
Growth Properties Inc. and its subsidiary, The Rouse Co.
Concurrently, S&P withdrew its 'D' corporate credit, 'D' issue,
and '1' recovery ratings on the companies.

General Growth, a public real estate investment trust and one of
the largest owners and operators of regional malls, filed for
Chapter 11 bankruptcy protection on April 16, 2009.  Under the
company's proposed plan of reorganization, as filed on July 13,
2010, and amended on Aug. 2, 2010, holders of rated unsecured
issues will receive full recovery, either in the form of a cash
payment, or, in the case of $1.3 billion of bonds issued by
General Growth's affiliate, The Rouse Co., through reinstatement.
In the case of these reinstated bonds, S&P believes the value
received by bondholders would still constitute full or near full
recovery, depending on market trading prices.

General Growth has entered into investment agreements with
affiliates of Brookfield Asset Management, Fairholme Capital
Management, and Pershing Square Capital Management (the sponsors),
under which these firms have committed to provide up to
$8.55 billion of capital to General Growth in connection with the
company's plan for emergence from Chapter 11.  (Teacher Retirement
System of Texas, a public pension plan, recently agreed to invest
$500 million in the form of common stock.  This will replace
$500 million of the other equity investors' commitments.) S&P
views these capital commitments as firm.  Moreover, S&P believes
the remaining obstacles for General Growth to overcome to complete
its reorganization are relatively minor.  These factors lead us to
the conclusion that General Growth's currently proposed bankruptcy
reorganization plan is likely to be approved in close to its
existing form.

S&P currently expects to reassess General Growth's credit quality
near the time of its emergence from Chapter 11, which S&P now
anticipate will occur within the next few months.

                    General Growth Properties

                Corporate Credit Rating       D/--

                     Recovery Rating Revised

              General Growth Properties/The Rouse Co.

                                          Rating
                                          ------
                                  To                    From
                            --                    ----
       Sr unsecured               D
       Recovery Rating            1                     3

                         Ratings Withdrawn

                     General Growth Properties

                                          Rating
                                          ------
                                  To                    From
                                  --                    ----
       Corporate Credit Rating    NR                    D
       Sr Unsecured               NR                    D
       Recovery Rating            NR                    1

                           The Rouse Co.

                                          Rating
                                          ------
                                  To                    From
                                  --                    ----
       Sr Unsecured               NR                    D
       Recovery Rating            NR                    1


GEORGE W. PARK: Assets to Go on Auction Block August 23
-------------------------------------------------------
Garden Center Magazine, citing Multichannel Merchant, reports that
an auction scheduled for Aug. 23 will determine the collective
fate of George W. Park Seed Co.'s horticultural catalogers Jackson
& Perkins Co. and Park Seed.

According to Garden City, the court granted substantive
consolidation for George W. Park and four the Chapter 11 filing on
July 22.  This allows for the transfer of funds among the entities
and the debtors to meet deadlines placed on the production of the
holiday catalog.

Based in Greenwood, South Carolina, George W. Park Seed Co. Inc.,
along with four affiliates, filed for Chapter 11 protection on
April 2, 2010 (Bankr. D. S.C. Lead Case No. 10-02431).  R.
Geoffrey Levy, Esq., represents the Company in its restructuring
effort.  The Company listed $8.33 million in assets and
$44.79 million in liabilities.


GOODYEAR TIRE: Fitch Assigns 'B/RR5' Rating on New Senior Notes
---------------------------------------------------------------
Fitch Ratings has assigned a rating of 'B/RR5' to the new senior
unsecured notes issued by The Goodyear Tire & Rubber Company.  The
8.25% notes have a face amount of $900 million and mature on
Aug. 15, 2020.  Proceeds from the new notes will be used to redeem
GT's remaining $388 million of outstanding 7.857% notes due in
August 2011 and $325 million of outstanding 8.625% notes due
December 2011, with remaining proceeds used for general corporate
purposes.  The new notes are guaranteed by each of GT's U.S. and
Canadian subsidiaries which also guarantee the company's senior
secured credit facilities and senior unsecured notes, as well as
any restricted subsidiaries to the extent that those subsidiaries
guarantee any debt of GT or one of its guarantor subsidiaries.

The Issuer Default Rating for GT is 'B+' with a Stable Rating
Outlook.

GT's ratings reflect the tire manufacturer's strong competitive
position in the global original equipment (OE) and aftermarket
tire segments and stabilization in the company's end markets, set
against a relatively high debt load, weak free cash flow and
substantial underfunded pension obligations.  Leverage has
declined over the past six months as better automotive market
conditions have resulted in increased EBITDA, although total debt
at June 30, 2010, was slightly above the year-end 2009 level.
Profitability is expected to improve in 2010, but free cash flow
is likely to remain weak or negative.  Liquidity remains adequate,
however, and the company's progress on restructuring its debt over
the past six months has reduced the very high maturities it
otherwise would have faced next year.

As of June 30, 2010, GT continued to have a strong liquidity
position, although lower than year-end 2009, with cash and cash
equivalents of $1.7 billion, augmented by a total of $1.5 billion
of unused availability under the company's primary credit
facilities.  At the end of 2009, cash and cash equivalents stood
at $1.9 billion, and the company had $1.6 billion available on its
primary credit facilities.  The company has stated that it
requires a minimum of about $1 billion to operate its business.
It is notable that over 50% of GT's cash holdings are outside the
U.S., and the decline in cash and cash equivalents in the first
half of 2010 was largely due to a $185 million remeasurement loss
on the company's cash held in Venezuela.  GT's $1.5 billion U.S.
secured revolving credit facility is subject to a borrowing base
which decreased its availability by $84 million at June 30.  In
addition, the facility had $485 million of letters of credit
issued against it (versus an LOC limit of $800 million).  The
EUR505 million first-lien credit facilities of GT's Goodyear
Dunlop Tires Europe B.V. subsidiary due 2012 were fully available
less EUR10 million ($12 million) of LOCs issued against it.

Near-term debt maturities are relatively low, with current
maturities of only $132 million at June 30, 2010.  Once the
redemption of the remaining 2011 notes is complete, debt
maturities next year will be light, as the company will have
removed a total of $975 million of 2011 note maturities over the
course of this year.  A tender offer completed in March of this
year reduced 2011 debt maturities by $262 million.  Leverage
(total debt/EBITDA) stood at 3.1 times at June 30, down from 5.3x
at year-end 2009, although the improvement was driven entirely by
increased EBITDA, as total debt rose slightly to $4.6 billion from
$4.5 billion at the end of last year.  Fitch's calculation of
EBITDA over the last 12 months was $1.5 billion at June 30, up
from $857 million at year-end 2009.

Fitch estimates that GT will have negative free cash flow in 2010
due to increased capital expenditures, material pension
contributions and working capital usage as the company rebuilds
its inventory.  Capital expenditures are likely to be in the range
of $1 billion to $1.1 billion, up from $746 million in 2009,
driven by the company's investments in low-cost manufacturing,
including the construction of a new plant in China and a facility
expansion in Chile.  Working capital is expected to increase at
least $200 million after the company reduced its inventory by
$1.1 billion last year.  Additional cash uses in 2010 include cash
interest expense of between $325 million and $350 million and cash
charges related to restructuring, which Fitch estimates at over
$100 million.

Pension contributions will continue to be a significant use of
cash at GT in 2010, as the company's global defined benefit (DB)
pension funds remain deeply underfunded.  As of Dec. 31, 2009,
GT's DB plans were $2.72 billion underfunded, with a funded status
of 66.3%.  Although this was an improvement from an underfunded
position of $2.75 billion and a funded status of 61.7% at year-end
2008, it nonetheless is likely to require substantial cash
contributions over the medium term.  GT contributed $371 million
to its global pension plans last year, but this amount would have
been greater without the short-term funding relief provided by the
U.S. Internal Revenue Service (IRS).  GT estimates that pension
contributions in 2010 will be lower than last year, in the
$275 million to $325 million range.  Pension contributions next
year could have spiked to as much as $575 million absent the
recently-enacted pension funding relief.  The company has
indicated that it expects to take advantage of this legislation to
bring down cash contributions to the plans in 2011 and 2012.  Over
the longer term, though, the underfunded position of GT's DB plans
could require the company to make substantial cash contributions
beyond 2012, absent either a significant increase in the plans'
asset values or a steep rise in long-term interest rates.

Fitch's forecasts for GT project higher revenues and modestly
higher margins in 2010, as the benefits of the company's cost-
reduction programs should help offset expected raw materials
pressures in the second half of the year.  GT has targeted
$1 billion of cost savings between 2010 and 2012, mainly driven by
a reduction of high-cost capacity, lower unabsorbed fixed costs
and increased low-cost sourcing after completing a four-year
$2.5 billion four-point cost savings program in 2009.  However,
higher EBITDA in 2010 likely will be less than full-year interest
payments and capital expenditures, and GT will not benefit in 2010
from the significant working capital-related benefit that it
received in 2009.

GT's new senior unsecured notes have been assigned a Recovery
Rating of 'RR5' representing an 11% to 30% recovery in a
distressed scenario.  The Recovery Rating is based, in part, on
most of GT's assets serving as collateral backing the company's
domestic first-lien and second-lien bank facilities, as well as
the GDTE senior secured credit facilities.  This reduces the
estimated enterprise value that could be allocated to unsecured
creditors in a distressed scenario.


GREENWOOD ESTATES: Gets Interim Okay to Use Cash Collateral
-----------------------------------------------------------
Greenwood Estates MHC, LLC, sought and obtained interim
authorization from the Hon. Susan Pierson Sonderby of the U.S.
Bankruptcy Court for the Northern District of Illinois to use the
cash collateral of Capmark Finance, Inc., during the period
August 4, 2010, through August 31, 2010.

The Debtor's manufactured home community in Greenwood, Indiana
(the Property), is subject to a purported first mortgage in favor
of Capmark purportedly securing a claim in the approximate amount
of $25 million.

Eugene Crane, Esq., at Crane, Heyman, Simon, Welch & Clar,
explains that the Debtor needs the money to fund its Chapter 11
case, pay suppliers and other parties.  The Debtors will use the
collateral pursuant to a budget, a copy of which is available for
free at http://bankrupt.com/misc/GREENWOOD_ESTATES_budget.pdf

In exchange for using the cash collateral, the Debtors will
maintain and pay premiums for insurance to cover all of its assets
from fire, theft and water damage.  The Debtor will, upon
reasonable request, make available to Capmark evidence of that
which constitutes its collateral or proceeds.  The Debtor will
properly maintain its assets in good repair and properly manage
the Property.  As adequate protection for use of the rents, income
and any other revenues generated from the Property on and after
the Petition Date, the Debtor will grant Capmark replacement liens
upon post-petition rents and property that the Debtor acquires
after the Petition Date.

Any income or revenue generated by the Debtor subsequent to the
Petition Date which remains after the payment of the expenses will
be segregated by depositing that cash in a newly opened bank
account which will contain only the excess cash and won't be
comingled with any other funds.

The Debtor will deliver to Capmark by August 30, 2010, at
8:00 a.m. a report which sets forth the actual expenses incurred
by the Debtor during the interim period, through and including
August 29, 2010.

Capmark objects to the Debtor's use of cash collateral.  Capmark
wants the Court to limit and condition the Debtor's proposed use
of cash collateral, and deny the payroll motion to the extent it
seeks to pay prepetition amounts owed by the Debtor to one or more
third parties.

The Court has set an interim hearing for August 31, 2010, at
10:30 a.m., on the Debtor's request to be allowed to use the cash
collateral.

Capmark is represented by Barnes & Thornburg LLP.

                     About Greenwood Estates

Chicago, Illinois-based Greenwood Estates MHC, LLC, filed for
Chapter 11 bankruptcy protection on July 30, 2010 (Bankr. N.D.
Ill. Case No. 10-33988).  Eugene Crane, Esq., at Crane Heyman
Simon Welch & Clar, assists the Debtor in its restructuring
effort.  The Debtor estimated its assets and debts at $10 million
to $50 million.


HAWKER BEECHCRAFT: Bank Debt Trades at 20% Off in Secondary Market
------------------------------------------------------------------
Participations in a syndicated loan under which Hawker Beechcraft
is a borrower traded in the secondary market at 79.58 cents-on-
the-dollar during the week ended Friday, Aug. 13, 2010, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents a drop of 0.88 percentage points
from the previous week, The Journal relates.  The Company pays 200
basis points above LIBOR to borrow under the facility.  The bank
loan matures on March 26, 2014, and carries Moody's Caa1 rating
and Standard & Poor's CCC+ rating.  The loan is one of the biggest
gainers and losers among 198 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.

Hawker Beechcraft Acquisition Company, LLC, headquartered in
Wichita, Kansas, is a leading manufacturer of business jets,
turboprops and piston aircraft for corporations, governments and
individuals worldwide.

Hawker Beechcraft Acquisition Company LLC reported a net loss of
$63.4 million on $568.2 million of total sales for the three
months ended March 28, 2010, compared with net income of $53.1
million on $537.6 million of sales for the three months ended
March 29, 2009.  The Company's balance sheet at March 28, 2010,
showed $3.41 billion in total assets and $3.36 billion in total
liabilities for a stockholders' equity $56.5 million.


HCA INC: June 30 Balance Sheet Upside-Down by $10.52 Billion
------------------------------------------------------------
HCA Inc. filed its quarterly report on Form 10-Q with the
Securities and Exchange Commission.

HCA's balance sheet at June 30, 2010, showed $23.24 billion in
total assets, $4.40 billion in total current liabilities, $25.77
billion in long-term debt, $1.03 billion in professional liability
risks, $1.59 billion in income taxes, $144 million in equity
securities with contingent redemption rights, and a stockholder's
deficit $10.52 billion.

As reported in the Troubled Company Reporter on Aug. 3, 2010, the
Company said in an earnings release that for the second quarter
ended June 30, 2010:

   * Revenues increased 3.7% to $7.756 billion, compared to
     $7.483 billion in the second quarter of 2009.  Charity care
     and uninsured discounts, which reduce our reported revenues,
     increased to $1.670 billion in the second quarter compared to
     $1.190 billion in the prior year's second quarter.

   * Net income attributable to HCA Inc. increased 3.4% to
     $293 million, compared to $282 million in the prior year's
     second quarter.

   * Adjusted EBITDA increased 6.5% to $1.490 billion, compared to
     $1.399 billion in the second quarter of 2009.

   * Provision for doubtful accounts declined to $788 million,
     from $866 million in the prior year.

   * Interest expense increased to $530 million, from $506 million
     in the second quarter of 2009.

   * Same facility equivalent admissions increased 1.6%, and same
     facility admissions declined 0.3% in the second quarter
     compared to the second quarter of 2009.

   * Same facility revenue per equivalent admission increased 2.2%
     and reflects the impact of the increased charity care and
     uninsured discounts.  Same facility cash revenue per
     equivalent admission increased 3.7% in the quarter compared
     to the prior year.

   * Total surgeries, on a same facility basis, declined 1.4% from
     the previous year's second quarter.

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6775

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?68e2

                          About HCA Inc.

Headquartered in Nashville, Tennessee, HCA is the nation's largest
acute care hospital company with 162 hospitals and 106
freestanding surgery centers.

HCA Inc. carries "B2" corporate family and probability of default
ratings, under review for possible upgrade, from Moody's Investors
Service.  It has a 'B+' corporate credit rating from Standard &
Poor's.

In May 2010, Standard & Poor's placed its 'B+' corporate credit
rating on hospital giant HCA, Inc., and S&P's ratings on its
secured and unsecured debt on CreditWatch with positive
implications.  "The speculative-grade rating on HCA continues to
reflect S&P's view that the largest U.S. owner and operator of
acute health care facilities is particularly sensitive to reduced
capacity utilization and pricing," said Standard & Poor's credit
analyst David Peknay, "by virtue of the significant debt leverage
assumed in its November 2006 leveraged buyout."


HEALTHSOUTH CORP: Bank Debt Trades at 2% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which HealthSouth
Corporation is a borrower traded in the secondary market at 97.65
cents-on-the-dollar during the week ended Friday, Aug. 13, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 0.77
percentage points from the previous week, The Journal relates.
The Company pays 225 basis points above LIBOR to borrow under the
facility.  The bank loan matures on March 10, 2013, and carries
Moody's Ba3 rating and Standard & Poor's BB- rating.  The loan is
one of the biggest gainers and losers among 198 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

                      About HealthSouth Corp.

Birmingham, Alabama-based HealthSouth Corporation (NYSE: HLS) --
http://www.healthsouth.com/-- is the nation's largest provider of
inpatient rehabilitative healthcare services.  Operating in 26
states across the country and in Puerto Rico, HealthSouth serves
patients through its network of inpatient rehabilitation
hospitals, long-term acute care hospitals, outpatient
rehabilitation satellites, and home health agencies.

The Company's balance sheet at June 30, 2010, showed $1.7 billion
in total assets, $2.1 billion in total liabilities, and
shareholders' deficit of $817.3 million.

HealthSouth continues to carry a "B2" corporate family rating,
with "stable" outlook, from Moody's.  It has "B" foreign and local
issuer credit ratings, with "positive" outlook, from Standard &
Poor's.


HOLIDAY 360: Has Access to Hall Lenders' Cash Until September 30
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
authorized Holiday 360, LTD., et al., to use the cash collateral
of Hall Stay 190-Holiday DFW LLC and Hall Element DFW, LLC, until
September 30, 2010.

The Debtors may use the cash collateral to fund their Chapter 11
case, pay suppliers and other parties.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant the Hall Lenders valid,
perfected, and enforceable replacement security interests in and
liens and mortgages upon all categories of property of the Debtors
and their estates.

Additionally, the Debtors will pay to the Hall Lenders adequate
protection payments in the amount of the net cash flow generated
by the property of the Debtor.

                      About Holiday 360 Ltd.

Irving, Texas-based Holiday 360 Ltd. is a single asset real
estate.  It filed for Chapter 11 bankruptcy protection on April 5,
2010 (Bankr. N.D. Tex. Case No. 10-42412).  The Company estimated
its assets and debts at $10 million to $50 million as of the
Petition Date.

Affiliates Hotel 635 Beltline, LP and Stay 190, Ltd., filed for
separate Chapter 11 petitions on April 5.

John C. Leininger, Esq., at Bryan Cave LLP, assist the Debtors in
their restructuring efforts.


I-10 BARKER: Asks for Court Okay to Use Cash Collateral
-------------------------------------------------------
I-10 Barker Cypress, Ltd., seeks authorization from the U.S.
Bankruptcy Court for the Southern District of Texas to use cash
collateral of Compass Bank.

The Debtor owes roughly $17,300,000 to Compass Bank.  The Debtor
contends that the real property that secures its debt to Compass
Bank is valued at approximately $24 million thus providing an
equity cushion for Compass Bank.

James B. Jameson, Esq., at James Jameson & Associates, explains
that the Debtor needs to use the cash collateral 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/I-10_BARKER_budget.pdf

In exchange for using the cash collateral, the Debtors propose to
grant a replacement security interest in, and lien upon, all of
the Debtor's right, title and interest in, to and under all
property whether acquired by the Debtor prior or subsequent to the
Petition Date.  To the extent that the adequate protection of the
interests of the Lender in the cash collateral is insufficient,
the Debtor proposes that the Lender have an allowed claim under
Section 507(b) of the U.S. Bankruptcy Code in the amount of any
such insufficiency.

                         About I-10 Barker

I-10 Barker Cypress, Ltd., is a Texas limited partnership with its
principal place of business in Houston, Harris County, Texas and
with offices in Houston, Harris County, Texas.  I-10 Baker owns an
83,000 square foot shopping center on 17.2 acres of commercial
land located in Houston, Texas.

Houston, Texas-based I-10 Barker Cypress, Ltd., filed for Chapter
11 bankruptcy protection on August 2, 2010 (Bankr. S.D. Tex. Case
No. 10-36582).  James B. Jameson, Esq., at James Jameson &
Associates, serves as counsel to the Debtor.  In its schedules,
the Debtor disclosed $24,991,061 in total assets and $17,737,313
in total liabilities as of the Petition Date.


I-10 BARKER: Section 341(a) Meeting Scheduled for Sept. 2
---------------------------------------------------------
The U.S. Trustee for Region 7 will convene a meeting of I-10
Barker Cypress, Ltd.'s creditors on September 2, 2010, at
11:00 a.m.  The meeting will be held at Suite 3401, 515 Rusk Ave,
Houston, TX 77002.

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

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

Houston, Texas-based I-10 Barker Cypress, Ltd., filed for Chapter
11 bankruptcy protection on August 2, 2010 (Bankr. S.D. Tex. Case
No. 10-36582).  James B. Jameson, Esq., at James Jameson &
Associates, serves as counsel to the Debtor.  In its schedules,
the Debtor disclosed $24,991,061 in total assets and $17,737,313
in total liabilities as of the Petition Date.


I-10 BARKER: Taps James Jameson as Bankruptcy Counsel
-----------------------------------------------------
I-10 Barker Cypress, Ltd., asks for authorization from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
James Jameson & Associates as bankruptcy counsel, nunc pro tunc to
the Petition Date.

The firm will, among other things:

     a. take all necessary actions to protect and preserve the
        estate of the Debtor, including the prosecution of actions
        on the Debtor's behalf, the defense of any actions
        commenced against the Debtor, the negotiation of disputes
        in which the Debtor is involved, and the preparation of
        objections to claims filed against the Debtor's estate;

     b. prepare on behalf of the Debtor all necessary motions,
        applications, answers, orders, reports, and papers in
        connection with the administration and prosecution of the
        Debtor's Chapter 11 case;

     c. assist the Debtor in connection with any proposed sale of
        assets; and

     d. advise the Debtor in respect of bankruptcy or other
        services as requested.

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

        James B. Jameson                   $350
        Associates                      $150-$250
        Paralegal                          $110

James B. Jameson, Esq., an attorney at the firm, assures the Court
that the firm is "disinterested" as that term is defined in
Section 101(14) of the Bankruptcy Code.

I-10 Barker Cypress, Ltd., is a Texas limited partnership with its
principal place of business in Houston, Harris County, Texas and
with offices in Houston, Harris County, Texas.  I-10 Baker owns an
83,000 square foot shopping center on 17.2 acres of commercial
land located in Houston, Texas.

I-10 Baker filed for Chapter 11 bankruptcy protection on August 2,
2010 (Bankr. S.D. Tex. Case No. 10-36582).  In its schedules, the
Debtor disclosed $24,991,061 in total assets and $17,737,313 in
total liabilities as of the Petition Date.


IMAGEWARE SYSTEMS: Amends Promissory Note Issued to BET Funding
---------------------------------------------------------------
ImageWare Systems Inc. entered on August 5, 2010, into an
amendment to the secured promissory note dated February 12, 2009
with BET Funding LLC, a Delaware limited liability company.

The amendment to the Note changed the maturity date to September
15, 2010 from June 30, 2010.  The Note was further amended to
allow the Company a 60 day grace period beyond September 15, 2010
if, prior to September 15, 2010, the Company can deliver a
customer contract sufficient to generate aggregate revenue of not
less than $25 million.

In conjunction with the amendment to the Note, the Company agreed
to pay a $50,000 amendment fee.  The Company also agreed to amend
the clause in the Note requiring the Company to pay additional
interest on the Note of the greater of $400,000 or an amount equal
to 2,200,000 times the average of the five highest closing prices
for the Company's common stock from February 12, 2009 to the
maturity date of the Note.  The additional interest will, however,
not exceed $2,200,000.  Prior to the amendment this payment was
based upon the average of the 10 daily closing prices immediately
preceding the date of payment and had no upper limit.

                      About ImageWare Systems

Headquartered in San Diego, California, ImageWare Systems, Inc. is
a leader in the emerging market for software-based identity
management solutions, providing biometric, secure credential, law
enforcement and enterprise authorization.  Its "flagship" product
is the IWS Biometric Engine.  Scalable for small city business or
worldwide deployment, the Company's biometric engine is a multi-
biometric platform that is hardware and algorithm independent,
enabling the enrollment and management of unlimited population
sizes.  The Company's identification products are used to manage
and issue secure credentials, including national IDs, passports,
driver licenses, smart cards and access control credentials.  Its
law enforcement products provide law enforcement with integrated
mug shot, fingerprint LiveScan and investigative capabilities.
The Company also provides comprehensive authentication security
software.

                           *     *     *

ImageWare Systems has not timely filed its financial reports with
the Securities and Exchange Commission.  The latest balance sheet,
which is as of June 30, 2009, showed total assets of $5,400,000,
total liabilities of $8,149,000, and a shareholders' deficit of
$2,749,000.


INFERX CORPORATION: Posts $691,740 Net Loss in Q1 Ended March 31
----------------------------------------------------------------
InferX Corporation filed its quarterly report on Form 10-Q,
reporting a net loss of $691,740 on $1.39 million of revenue for
the three months ended March 31, 2010, compared with net income of
$1,949 on $1.44 million of revenue for the same period of 2009.

Revenues derived from federal government contracts accounted for
91% of the Company's revenues since fiscal 2008.  The Company
expects that government contracts will continue to be a
significant source of its revenues for the foreseeable future.

The Company's balance sheet as of June 30, 2010, showed
$1.13 million in total assets, $4.61 million in total liabilities,
and a stockholders' deficit of $3.48 million.

The Company has incurred a loss of $691,740 and income of $1,949
for the three months ended March 31, 2010, and 2009, respectively,
and has a working capital deficiency of $3.22 million as of
March 31, 2010.  The Company expects the negative cash flow from
operations to continue its trend through the next six months.

These factors raise significant doubt about the ability of the
Company to continue as a going concern, the Company said in the
Form 10-Q.

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

               http://researcharchives.com/t/s?68d3

Sterling, Va.-basec InferX Corporation specializes in next
generation distributed predictive analytics ("PA") enterprise
software solutions.  The Company is targeting its solution towards
select sub-subsectors in the healthcare, financial services and
public sectors to address significant ROI opportunities.

PA enterprise software solutions direct decision making by
applying a combination of advanced analytics and decision
optimization to an organization's enterprise data, with the
objective of improving business processes to meet specific
organization goals.  It accomplishes this through the application
of algorithms that process historical data, "learn" what has
happened in the past and create models that can be applied to make
decisions about current or future cases.


IRIS ENTERPRISES: Case Summary & 4 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Iris Enterprises, Inc.
        6512 Six Forks Road, Suite 202
        Raleigh, NC 27615

Bankruptcy Case No.: 10-06403

Chapter 11 Petition Date: August 10, 2010

Court: United States Bankruptcy Court
       Eastern District of North Carolina (Wilson)

Debtor's Counsel: Eileen M. Bornstein, Esq.
                  THE BREWER LAW FIRM
                  311 East Edenton Street
                  P.O. Box 27567
                  Raleigh, NC 27611-7567
                  Tel: (919) 832-2288
                  Fax: (919) 834-2011
                  E-mail: ebornstein@williambrewer.com

Scheduled Assets: $1,750,085

Scheduled Debts: $1,015,220

A list of the Company's four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nceb10-06403.pdf

The petition was signed by Massoumeh "Azy" Valanejad, president.


IRVINE SENSORS: June 30 Balance Sheet Upside Down by $7.86MM
------------------------------------------------------------
Irvine Sensors Corp. filed its quarterly report on Form 10-Q,
reporting a $2.62 million net loss on $3.57 million of total
revenues for the 13 weeks ended June 27, 2010, compared with a
$2.54 million net loss on $2.77 million of revenues for the 13
weeks ended June 28, 2009.

The Company's balance sheet at June 27, 2010, showed $6.86 million
in total assets and $14.73 million in total liabilities, and a
stockholders' deficit of $7.86 million.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?68dd

                      About Irvine Sensors

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

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


ISE CORP: Financial Woes Prompt Chapter 11 Bankruptcy Filing
------------------------------------------------------------
ISE Corporation filed for Chapter 11 protection on August 10, 2010
(Bankr. S.D. Calif. Case No. 10-14198).

Mike Freeman at the Union Tribune reports that ISE Corp. filed for
a Chapter 11 petition after failing to find more financing.
According to the report, the Company laid off 45 of 70 employees
last month.  The company said it struggled to make profit, posting
losses of $17.8 million in 2009, and $25.6 million in 2008.

The Union Tribune report relates the Company raised C$20.7 million
in an initial public offering on the Toronto Stock Exchange in
February 2010.  The Company needed more capital when cash-strapped
government transit agencies delayed orders.  Efforts to raise
money through a debt or equity placement or sale of assets were
unsuccessful.

ISE Corp. is the operating subsidiary of Ise Limited.  ISE Corp --
http://www.isecorp.com/-- makes drive train systems for hybrid
gasoline/electric buses.  Established in 1995, ISE is
headquartered in San Diego, California.


ISE CORP: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: ISE Corporation, a California corporation
          fka ISE Research Corporation
        12302 Kerran Street
        Poway, CA 92064

Bankruptcy Case No.: 10-14198

Chapter 11 Petition Date: August 10, 2010

About the Debtor: ISE Corp. is the operating subsidiary of Ise
                  Limited.  ISE Corp -- http://www.isecorp.com/--
                  makes drive train systems for hybrid
                  gasoline/electric buses.  Established in 1995,
                  ISE is headquartered in San Diego, California.

Court: U.S. Bankruptcy Court
       Southern District of California (San Diego)

Judge: Margaret M. Mann

Debtor's Counsel: Marc J. Winthrop, Esq.
                  WINTHROP COUCHOT PROFESSIONAL CORP
                  660 Newport Center Drive, 4th Floor
                  Newport Beach, CA 92660
                  Tel: (949) 720-4100
                  Fax: (949) 720-4111
                  E-mail: pj@winthropcouchot.com

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

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

The petition was signed by Richard J. Sander, president and CEO.

Debtor's List of 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Suntron Corporation                --                   $1,152,719
2401 W. Grandview Road
Phoenix, AZ 85023

Ballard Power Systems Inc.         --                     $617,243
4343 North Fraser Way
Burnaby V5J 5J9 BC Canada

KPMG, LLP                          --                     $382,340
4747 Executive Drive, #600
San Diego, CA 92121

Siemens Industry, Inc.             --                     $336,993
90 Kent Avenue
Elk Grove, IL 60007

Goodwin Procter LLP                --                     $263,151
53 State Street
Boston, MA 02109

R. R. Donnelley Receivables Inc.   --                     $254,924
P.O. Box 100112
Pasadena, CA 91189-0001

Wrightbus Ltd.                     --                     $135,213

Second Star Inc.                   --                      $87,848

Fasken Martincau Dumoulin LLP      --                      $80,500

Target CW                          --                      $79,461

Cobasys                            --                      $63,416

DMR Electronics, Inc.              --                      $60,637

Millbrook Proving Ground Ltd       --                      $54,206

Ernst & Young LLP                  --                      $52,000

Foley & Lardner LLP                --                      $50,023

Proskauer Rose LLP                 --                      $46,384

Concert Groups Logistics           --                      $46,346

Blue Shield of California          --                      $45,963

Seico                              --                      $43,925

Blum & Clark Accountancy Group     --                      $40,557


JACK LAIRD: Case Summary & Largest Unsecured Creditor
-----------------------------------------------------
Debtor: Jack S. Laird, LLC
        P.O. Box 1208
        Nevada City, CA 95959

Bankruptcy Case No.: 10-25069

Chapter 11 Petition Date: August 10, 2010

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

Judge: Linda B. Riegle

Debtor's Counsel: Michael C. Van, Esq.
                  SHUMWAY VAN & HANSEN, CHTD
                  8985 S. Eastern Ave., #100
                  Las Vegas, NV 89123
                  Tel: (702) 478-7770
                  Fax: (702) 478-4779
                  E-mail: michael@shumwayvan.com

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

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

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

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Wells Fargo Bank, N.A.,   Commercial property/   $10,280,000
Trustee Reg. Holders of   buildings
Morgan Stanley
Capital I Inc. c/o Midland Loan
Services
10851 Mastin, Suite 700
Overland Park, KS 66210

The petition was signed by Jack S. Laird, Trustee, managing
member.


JANICE BECKER: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Janice Marie Becker
        90 East End Avenue, Apartment 8A
        New York, NY 10028

Bankruptcy Case No.: 10-14314

Chapter 11 Petition Date: August 11, 2010

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

Judge: Stuart M. Bernstein

Debtor's Counsel: Dana Patricia Brescia, Esq.
                  ALTER, GOLDMAN & BRESCIA, LLP
                  550 Mamaroneck Avenue
                  Harrison, NY 10528
                  Tel: (914) 670-0030
                  Fax: (914) 670-0031
                  E-mail: altergold@aol.com

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

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

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


JOHN LEMKE: Case Summary & 3 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: John Robert Lemke
        P.O. Box 775
        Fair Oaks, CA 95628

Bankruptcy Case No.: 10-41292

Chapter 11 Petition Date: August 11, 2010

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

Judge: Ronald H. Sargis

Debtor's Counsel: C. Anthony Hughes, Esq.
                  1395 Garden Highway, Suite 150
                  Sacramento, CA 95833
                  Tel: (916) 440-6666

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

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

A list of the Debtor's three largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/caeb10-41292.pdf


JOSEPH DANENZA: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Joseph Jerome Danenza
        465 Ocean Drive, Apartment 1122
        Miami Beach, FL 33139

Bankruptcy Case No.: 10-33736

Chapter 11 Petition Date: August 12, 2010

Court: U.S. Bankruptcy Court
       Southern District of Florida (Miami)

Judge: Robert A. Mark

Debtor's Counsel: Gregory S. Grossman, Esq
                  701 Brickell Avenue, 16th Floor
                  Miami, FL 33131
                  Tel: (305) 372-8282
                  E-mail: ggrossman@astidavis.com

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

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

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


JUAN EXPOSITO: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Juan Alberto Exposito
               Claudia Patricia Exposito
               120 NW 7 Court
               Boca Raton, FL 33486

Bankruptcy Case No.: 10-33670

Chapter 11 Petition Date: August 12, 2010

Court: U.S. Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Erik P. Kimball

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

Scheduled Assets: $3,385,088

Scheduled Debts: $8,353,125

A list of the Joint Debtors' 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flsb10-33670.pdf


KENTUCKIANA HEALTHCARE: Case Summary & 6 Largest Unsec Creditors
----------------------------------------------------------------
Debtor: Kentuckiana Healthcare LLC
          dba Brownsberg Healthcare Center
              Castleton Healthcare Center
              Plainfield Healthcare Center
        350 Evergreen Rd
        Louisville, KY 40243

Bankruptcy Case No.: 10-34230

Chapter 11 Petition Date: August 10, 2010

Court: United States Bankruptcy Court
       Western District of Kentucky (Louisville)

Debtor's Counsel: David M. Cantor, Esq.
                  SEILLER WATERMAN LLC
                  462 S. 4th Street, Suite 2200
                  Louisville, KY 40202
                  Tel: 584-7400
                  E-mail: cantor@derbycitylaw.com

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

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

A list of the Company's six largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/kywb10-34230.pdf

The petition was signed by Frank Littriello Jr., member.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Paramount Healthcare Group Inc         10-34229   08/10/10


LAKE SHADOW: Case Summary & 17 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Lake Shadow Limited, LLC
        c/o Michael Hanks
        275 Trace Ridge Road
        Birmingham, AL 35244

Bankruptcy Case No.: 10-23585

Chapter 11 Petition Date: August 12, 2010

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

Debtor's Counsel: Anna Mari Humnicky, Esq.
                  Karen Fagin White, Esq.
                  COHEN POLLOCK MERLIN & SMALL
                  3350 Riverwood Parkway, Suite 1600
                  Atlanta, GA 30339
                  Tel: (770) 857-4770
                       (770) 858-1288
                  E-mail: ahumnicky@cpmas.com
                          kfwhite@cpmas.com

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

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

A list of the Company's 17 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ganb10-23585.pdf

The petition was signed by Michael Hanks, manager.


LAS VEGAS SANDS: Bank Debt Trades at 8% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Las Vegas Sands
Corp. is a borrower traded in the secondary market at 92.04 cents-
on-the-dollar during the week ended Friday, Aug. 13, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 0.77
percentage points from the previous week, The Journal relates.
The Company pays 175 basis points above LIBOR to borrow under the
facility.  The bank loan matures on May 1, 2014, and carries
Moody's B3 rating and Standard & Poor's B- rating.

Meanwhile, participations in a syndicated loan under which
Venetian Macau US Finance Co. LLC is a borrower traded in the
secondary market at 98.00 cents-on-the-dollar during the week
ended Friday, Aug. 13, 2010, according to data compiled by Loan
Pricing Corp. and reported in The Wall Street Journal.  This
represents an increase of 0.66 percentage points from the previous
week, The Journal relates.  The Company pays 550 basis points
above LIBOR to borrow under the facility.  The bank loan matures
on May 25, 2011, and carries Moody's B3 rating and Standard &
Poor's B- rating.

The loans is one of the biggest gainers and losers among 198
widely quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

Venetian Macau US Finance Co., LLC (also known as VML US Finance
LLC), and Venetian Macau Limited are wholly owned subsidiaries of
Las Vegas Sands.  Venetian Macau Limited owns the Sands Macau in
the People's Republic of China Special Administrative Region of
Macau and is also developing additional casino hotel resort
properties in Macau.

Based in Las Vegas, Nevada, Las Vegas Sands Corp. (NYSE: LVS) --
http://www.lasvegassands.com/-- owns and operates The Venetian
Resort Hotel Casino, The Palazzo Resort Hotel Casino, and an expo
and convention center.  The company also owns and operates the
Sands Macao, the first Las Vegas-style casino in Macao, China.

Las Vegas Sands has a 'B-' corporate family rating from Standard &
Poor's Ratings Services.  As reported in the TCR on July 30, 2010,
Standard & Poor's placed its 'B-' corporate credit rating on the
Las Vegas Sands Corp. family of companies, as well as its issue-
level ratings on the companies' debt, on CreditWatch with positive
implications.  "In addition to announcing strong performance
across its portfolio of properties during the second quarter on
its earning call, Las Vegas Sands also indicated that it will
pursue an amend-and-extend transaction with lenders in its U.S.
credit facilities," S&P pointed out.


LAUREATE EDUCATION: Bank Debt Trades at 9% Off in Secondary Market
------------------------------------------------------------------
Participations in a syndicated loan under which Laureate
Education, Inc., is a borrower traded in the secondary market at
91.05 cents-on-the-dollar during the week ended Friday, Aug. 13,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents an increase
of 0.55 percentage points from the previous week, The Journal
relates.  The Company pays 325 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Aug. 17, 2014, and
carries Moody's B1 rating and Standard & Poor's B rating.  The
loan is one of the biggest gainers and losers among 198 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

Laureate Education, Inc., is based in Baltimore, Maryland, and
operates a leading international network of accredited campus-
based and online universities with 26 institutions in 15
countries, offering academic programs to about 311,000 students
through 74 campuses and online delivery.  Laureate offers a broad
range of career-oriented undergraduate and graduate programs
through campus-based universities located in Latin America,
Europe, and Asia.  Through online universities, Laureate offers
the growing population of non-traditional, working-adult students
the convenience and flexibility of distance learning to pursue
undergraduate, master's and doctorate degree programs in major
career fields including engineering, education, business, and
healthcare.

In July 2010, Moody's Investors Service revised Laureate
Education, Inc's ratings outlook to stable from negative.
Concurrently, Moody's affirmed the company's B2 corporate family
rating, B2 probability-of-default rating, and its various debt
ratings.  "The outlook revision reflects the company's solid
enrollment growth supported by the breadth of its presence in
multiple geographies, many of which are growing."


LEED CORP: Wants Access to Lenders' Cash Collateral
---------------------------------------------------
The Leed Corporation asks the U.S. Bankruptcy Court for the
District of Idaho for authorization to use the cash collateral of
its prepetition lenders.

The Debtor relates that these entities have alleged secured
interests in its residential homes.

   a. OCWEN
   b. Premier Financial;
   c. 21st Mortgage;
   d. American Escrow Services;
   e. Robert and Kathi Meyers;
   f. Mitch Campbell;
   g. Rusty and Ann Parker;
   h. GMAC;
   i. Internal Revenue Service;
   j. Lon and Becky Montgomery;
   k. Idaho Mutual Trust;
   l. John Deere Landscapes;
   m. Bank of America; and
   n. Greentree Mortgage.

The Debtor relates that it holds rents that have accrued in its
property manager's trust account.  The Debtor maintains that the
majority of said rents is not subject to any applicable security
interest properly perfected under state law, thus, the rents are
not cash collateral.  The Debtor notes that motion is filed out of
an abundance of caution to afford the parties an opportunity to
demonstrate that any alleged lien in rents has been properly
perfected.

The Debtor requires the use of cash collateral to pay its general
operating expenses for its rental/lease operations.

The Debtor adds that the prepetition lenders are adequately
protected by the substantial equity cushion in the respective
properties.

The Debtor proposes a hearing on requested cash collateral use on
August, 2010 at 1:30 p.m., at the U.S. Courtroom, Federal
Building, 801 E. Sherman Ave., Pocatello, Idaho.

The Debtor is represented by:

     Robert J. Maynes, Esq.
     P.O. Box 3005
     Idaho Falls, ID 83405
     Tel: (208) 552-6442
     Fax: (208) 522-1334
     E-mail: mayneslaw@hotmail.com

                  About The Leed Corporation

Twin Falls, Idaho-based The Leed Corporation -- dba Green Cut
Sprinklers and Landscaping, Leed Corp., Quality Built Homes, Green
Cut Construction, Shoshone Developers, Desert Green Sprinklers &
Landscaping, Green Cut Lawn Care, and Desert Green -- is a real
estate developer, including construction and land development,
well as landscaping and related care and maintenance in southern

Idaho, primarily based out of Shoshone, Idaho.

The Company filed for Chapter 11 protection on April 29, 2010
(Bankr. D. Idaho Case No. 10-40743).  Robert J. Maynes, Esq., who
has an office in Idaho Falls, Idaho, assists the Debtor in its
restructuring effort.  The Debtor estimated $10 million to
$50 million in assets and $1 million to $10 million in debts in
its Chapter 11 petition.


LEED CORP: Wants to Borrow $750,000 to Finish Project
-----------------------------------------------------
The Leed Corporation asks the U.S. Bankruptcy Court for the
District of Idaho for authorization to incur secured credit from
Granite Loan Funding, LLC, a Utah limited liability company, or
some other provider.

The Debtor is unable to obtain credit for its construction
business operations for the forthcoming six months.

Granite agreed to provide the Debtor a revolving loan not to
exceed $750,000 to complete the construction on partially built
new residential housing.

The DIP loan will have an interest rate of 14% per annum.
Additionally, the Debtor will pay these closing costs: 10 points
(50,000), plus $10,000 to cover legal work on the closing
documents, inspection fee and miscellaneous charges, 6-months
pre-paid interest (44,800) resulting in a net loan amount of
$500,000.

The date of repayment is 6 months from initial disbursement date,
or March 31, 2011.

As adequate protection, the Debtor will grant Granite or some
other provider a first lien hold position, security interest in
Debtor's real property, which security interest will be superior
to all other liens and encumbrances.

                  About The Leed Corporation

Twin Falls, Idaho-based The Leed Corporation -- dba Green Cut
Sprinklers and Landscaping, Leed Corp., Quality Built Homes, Green
Cut Construction, Shoshone Developers, Desert Green Sprinklers &
Landscaping, Green Cut Lawn Care, and Desert Green -- is a real
estate developer, including construction and land development,
well as landscaping and related care and maintenance in southern
Idaho, primarily based out of Shoshone, Idaho.

The Company filed for Chapter 11 protection on April 29, 2010
(Bankr. D. Idaho Case No. 10-40743).  Robert J. Maynes, Esq., who
has an office in Idaho Falls, Idaho, assists the Debtor in its
restructuring effort.  The Debtor estimated $10 million to
$50 million in assets and $1 million to $10 million in debts in
its Chapter 11 petition.


LEXINGTON PRECISION: Aurora Paid $60-Million for 75% Stake
----------------------------------------------------------
Dow Jones DBR Small Cap reports that Aurora Capital Group has
bought roughly 75% stake in Lexington Precision Corp.  The deal is
worth about $60 million, with debt and equity amounts evenly
split, according to a person familiar with the matter.  The source
said management holds the remaining stake.

Dow Jones also relates Lexington Precision Chief Executive Michael
Lubin is continuing with the company.  Aurora made the investment
by purchasing Lexington Precision's public debt and then
converting it into equity and by making an additional cash
investment.  The investment came out of Aurora Resurgence, a
special situations arm of Aurora Capital.  The division raised its
debut fund, Aurora Resurgence Fund LP, which closed at $650
million, in 2008.

Lexington emerged from Chapter 11 bankruptcy protection July 30,
2010.  As part of Lexington's reorganization effort, Aurora
purchased public debt of the Company and then converted those
securities into equity.  Aurora also made a direct cash investment
in Lexington to help fund the Company's reorganization plan.

                      About Aurora Capital

Aurora Capital Group is a Los Angeles-based private equity firm
managing more than $2.0 billion with two distinct investment
strategies.  Aurora Resurgence invests in debt and equity
securities of middle-market companies and targets complex
situations that are created by operational or financial challenges
either within a company or a broader industry.  Aurora Equity
focuses principally on control-investments in middle-market
industrial, manufacturing and selected service oriented
businesses.

                     About Lexington Precision

Headquartered in New York, Lexington Precision Corp. --
http://www.lexingtonprecision.com/-- manufactures tight-tolerance
rubber and metal components for use in medical, automotive, and
industrial applications.  As of February 29, 2008, the Company
employed about 651 regular and 22 temporary personnel.

The Company and its affiliate, Lexington Rubber Group Inc., filed
for Chapter 11 protection on April 1, 2008 (Bankr. S.D.N.Y. Lead
Case No. 08-11153).  Christopher J. Marcus, Esq., and Victoria
Vron, Esq., at Weil, Gotshal & Manges, represented the Debtors in
their restructuring efforts.  The Debtors selected Epiq Systems -
Bankruptcy Solutions LLC as claims agent.  The U.S. Trustee for
Region 2 appointed six creditors to serve on an official committee
of unsecured creditors.  Paul N. Silverstein, Esq., and Jonathan
Levine, Esq., at Andrews Kurth LLP, represented the Committee as
counsel.  The Company disclosed $52,730,000 in total assets and
$88,705,000, according to papers filed in Court on the Petition
Date.

On July 21, 2010, the Bankruptcy Court confirmed the Debtors'
Fourth Amended Chapter 11 Plan, dated May 26, 2010.  The effective
date of the Plan occurred on July 30, 2010.


LYONDELL CHEMICAL: Asks Court to Block Highland Suit
----------------------------------------------------
Bankruptcy Law360 reports that Lyondell Chemical Co. has asked a
bankruptcy judge to block a lawsuit Highland Capital Management LP
filed in New York state court against Lyondell and UBS AG over an
exit financing agreement, saying the suit violates Lyondell's
recently confirmed Chapter 11 plan.  Law360 says Lyondell said in
its motion filed Tuesday that Highland's suit is "a transparent
attempt to end-run around the court's confirmation order and
multiple provisions of the plan."

                      About Lyondell Chemical

LyondellBasell Industries is one of the world's largest polymers,
petrochemicals and fuels companies.  Basell AF and Lyondell
Chemical Company merged operations in 2007 to form LyondellBasell
Industries, the world's third largest independent chemical
company.  LyondellBasell became saddled with debt as part of the
US$12.7 billion merger. Len Blavatnik's Access Industries owned
the Company prior to its bankruptcy filing.

On January 6, 2009, LyondellBasell Industries' U.S. operations,
led by Lyondell Chemical Co., and one of its European holding
companies -- Basell Germany Holdings GmbH -- filed voluntary
petitions to reorganize under Chapter 11 of the U.S. Bankruptcy
Code to facilitate a restructuring of the company's debts.  The
case is In re Lyondell Chemical Company, et al., Bankr. S.D.N.Y.
Lead Case No. 09-10023).  Seventy-nine Lyondell entities filed for
Chapter 11. Luxembourg-based LyondellBasell Industries AF S.C.A.
and another affiliate were voluntarily added to Lyondell
Chemical's reorganization filing under Chapter 11 on April 24,
2009.

Deryck A. Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in
New York, served as the Debtors' bankruptcy counsel.  Evercore
Partners served as financial advisors, and Alix Partners and its
subsidiary AP Services LLC, served as restructuring advisors.
AlixPartners' Kevin M. McShea acted as the Debtors' Chief
Restructuring Officer.  Clifford Chance LLP served as
restructuring advisors to the European entities.

LyondellBasell emerged from Chapter 11 bankruptcy protection in
May 2010, with a plan that provides the Company with $3 billion of
opening liquidity.  A new parent company, LyondellBasell
Industries N.V., incorporated in the Netherlands, is the successor
of the former parent company, LyondellBasell Industries AF S.C.A.,
a Luxembourg company that is no longer part of LyondellBasell.
LyondellBasell Industries N.V. owns and operates substantially the
same businesses as the previous parent company, including
subsidiaries that were not involved in the bankruptcy cases.
LyondellBasell's corporate seat is Rotterdam, Netherlands, with
administrative offices in Houston and Rotterdam.


MANTIFF ALTOONA: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Mantiff Altoona Hospitality, LLC
        P.O. Box 4321
        Wayne, NJ 07474

Bankruptcy Case No.: 10-34608

Chapter 11 Petition Date: August 10, 2010

Court: United States Bankruptcy Court
       District of New Jersey (Newark)

Judge: Morris Stern

Debtor's Counsel: Joseph J. DiPasquale, Esq.
                  TRENK, DIPASQUALE, WEBSTER,
                      DELLA, FERA & SODONO, P.C.
                  347 Mt. Pleasant Avenue, Suite 300
                  West Orange, NJ 07052
                  Tel: (973) 243-8600
                  Fax: (973) 243-8677
                  E-mail: jdipasquale@trenklawfirm.com

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/njb10-34608.pdf

The petition was signed by Falgun Dharia, member.


MCCLATCHY COMPANY: Files Form 10-Q; Earns $7.28 Million in Q2 2010
------------------------------------------------------------------
The McClatchy Company filed on August 6, 2010, its quarterly
report on Form 10-Q, reporting net income of $7.28 million on
$342.0 million of revenue for the three months ended June 27,
2010, compared with net income of $42.21 million on
$365.34 million of revenue for the three months ended June 28,
2009.

Advertising revenues were $260.54 million, down 8.2% from the
second fiscal quarter of 2009, primarily reflecting the impact of
the economic recession.  Circulation revenues were $67.67 million
in the second fiscal quarter of 2010, down 2.4% from the second
fiscal quarter of 2009.  Other revenues were $13.82 million in the
second fiscal quarter of 2001, up 12.2% from the second fiscal
quarter of 2009.

Earnings in the second fiscal quarter of 2009 included, among
other items, a pre-tax gain on the extinguishment of debt of
$44.83 million relating to a private bond exchange offer for cash
and 15.75% senior notes due July 15, 2014.

The Company's balance sheet as of June 27, 2010, showed
$3.201 billion in total assets, $3.020 billion in total
liabilities, and a stockholders' equity of $181.53 million.

A full-text copy of the Form 10-Q is available for free at:

             http://researcharchives.com/t/s?68da

                  Error on Interest Coverage Ratio

The McClatchy Company corrected a typographical error on its Form
10-Q that inadvertently transposed the Company's consolidated
interest coverage ratio and its consolidated leverage ratio as of
June 27, 2010.  This paragraph correctly reports these amounts:

  At June 27, 2010, the Company's consolidated interest coverage
  ratio was 3.0 to 1.00 and its consolidated leverage ratio was
  4.4 to 1.00 and the Company was in compliance with all financial
  debt covenants.  Over the course of 2010, the Company's interest
  coverage ratio is expected to decline-but remain within covenant
  levels-as a result of higher interest expense from the Amended
  and Restated Credit Agreement and issuance of the 2017 Notes.
  Because of the significance of the Company's outstanding debt,
  remaining in compliance with debt covenants is critical to the
  Company's operations.  If revenue declines continue beyond those
  currently anticipated, the Company expects to continue to
  restructure operations and reduce debt to maintain compliance
  with its covenants.

The company said there have been no changes from the original
Form 10-Q other than as described above.

                   About The McClatchy Company

Sacramento, Calif.-based The McClatchy Company  (NYSE: MNI)
-- http://www.mcclatchy.com/-- is the third largest newspaper
company in the United States, publishing 30 daily newspapers, 43
non-dailies, and direct marketing and direct mail operations.
McClatchy also operates leading local websites in each of its
markets which extend its audience reach.  The websites offer users
comprehensive news and information, advertising, e-commerce and
other services.  Together with its newspapers and direct marketing
products, these interactive operations make McClatchy the leading
local media company in each of its premium high growth markets.
McClatchy-owned newspapers include The Miami Herald, The
Sacramento Bee, the Fort Worth Star-Telegram, The Kansas City
Star, The Charlotte Observer, and The News & Observer (Raleigh).

                          *     *     *

The Troubled Company Reporter said on Feb. 15, 2010, Moody's
Investors Service upgraded The McClatchy Company's Corporate
Family Rating to Caa1 from Caa2, Probability of Default Rating to
Caa1 from Caa2, and senior unsecured and unguaranteed note ratings
to Caa2 from Caa3, concluding the review for upgrade initiated on
January 27, 2010.  The upgrades reflect McClatchy's improved
liquidity position and reduced near-term default risk following
completion of the company's refinancing, and its ability to
stabilize EBITDA performance through significant cost reductions.
The rating outlook is stable.


MEDICAL CARD: Moody's Assigns 'B2' Rating on Senior Secured Debt
----------------------------------------------------------------
Moody's Investors Service has assigned a B2 senior secured debt
rating to Medical Card System, Inc.'s $175 million five-year bank
term loan.  The proceeds of the issuance will be used to fund a
special dividend to stockholders, repay existing indebtedness, and
for general corporate purposes.  In the same rating action,
Moody's has also assigned a B2 corporate family rating to MCS and
a Ba2 insurance financial strength rating to MCS's regulated
operating subsidiary, MCS Advantage, Inc. The outlook on the
ratings is stable.

MCS is a privately-owned company incorporated and headquartered in
Puerto Rico.  Through its three insurance operating subsidiaries,
the company offers insurance coverage and products to the
residents of Puerto Rico.  MCS Advantage, Inc., the largest
operating subsidiary, offers Medicare Advantage Plan and
Prescription Drug Program insurance coverage pursuant to contracts
with Centers for Medicare and Medicaid Services.  The other
operating subsidiaries provide comprehensive healthcare services
under the Puerto Rico Health Reform Program (Medicaid) and group
life and health insurance products for groups and individuals in
the commercial market.  During 2009, approximately 53% of MCS's
premiums were generated from its Medicare Advantage business while
34% was from its Medicaid operations.

Moody's stated that the Ba2 IFS and B2 senior debt ratings reflect
the relatively small size of MCS and its geographic concentration,
with 100% of its revenues being generated in Puerto Rico.  The
ratings also reflect the company's high concentration of business
in a handful of government contracts (i.e. Medicare and Medicaid).
The rating agency noted that the loss or impairment of one of
these contracts would have a considerable impact on the revenues
and earnings of the company.

In addition, Moody's pointed out that MCS's business profile
benefits from its leading market share in managed care in Puerto
Rico, measured by premiums, and its number one or number two
market position in each of its Medicare, Medicaid, and commercial
business segments, based on both premiums and membership.  The
company also has one of the largest networks of physicians and
facilities in Puerto Rico, having contracts with over 13,000
primary care physicians, specialty care physicians and ancillary
physicians and 66 hospitals.

The rating agency added that the ratings also reflect the negative
impact on financial flexibility of the $175 million bank term
loan, which will result in an expected debt to EBITDA ratio in a
range between 1.6x and 2.0x and result in negative shareholders'
equity as a majority of the proceeds will be used to pay a
dividend to stockholders.  While the company currently meets the
regulatory capital requirements in Puerto Rico, MCS's consolidated
capital adequacy on an NAIC risk-based capital ratio basis is
considered by Moody's to be relatively weak at less than 100% of
company action level.  It should be noted that in 2014 the
regulatory requirements in Puerto Rico will step up to the 100%
CAL level.  Somewhat offsetting these considerations, however, is
the company's relatively solid after-tax profit margins, which
have averaged 2.7% over the last three years.

Moody's said its ratings are based on the expectation that there
are no changes or impairments in MCS's Medicare Advantage
contracts with the Centers for Medicare and Medicaid Services or
Puerto Rico Health Reform Program contract with the Puerto Rico
Health Insurance Administration.

Moody's stated that the ratings could move up if the consolidated
RBC ratio increases above 100% of company action level, if the
debt to EBIT ratio is sustained below 2x, if net earnings margins
were to be consistently in the 3% range, and if the company
increased the percentage of its earnings derived from commercial
business.  However, if there were a loss of membership of 10% or
more in any year, if the company's consolidated RBC ratio falls
below 50% of company action level, if net margins fall below 1%,
or if there is a loss or impairment of one of the government
contracts, then Moody's said the ratings could be moved down.

These ratings were assigned with a stable outlook:

* Medical Card System, Inc. -- B2 senior secured debt rating; B2
  corporate family rating;

* MCS Advantage, Inc. -- Ba2 insurance financial strength rating.

Medical Card System, Inc. is headquartered in San Juan, Puerto
Rico.  As of December 31, 2009 MCS, reported approximately
$114 million in shareholders' equity on a GAAP basis and medical
membership of approximately 693,000 (excluding Medicare Part D
stand alone membership).  For calendar year 2009 total revenues
were approximately $1.6 billion.

Moody's insurance financial strength ratings are opinions about
the ability of insurance companies to punctually pay senior
policyholder claims and obligations.


METRO-GOLDWYN-MAYER: Debt Trades at 58% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Metro-Goldwyn-
Mayer, Inc., is a borrower traded in the secondary market at 42.47
cents-on-the-dollar during the week ended Friday, Aug. 13, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 0.58
percentage points from the previous week, The Journal relates.
The Company pays 275 basis points above LIBOR to borrow under the
facility, which matures on April 8, 2012.  The debt is not rated
by Moody's and Standard & Poor's.  The loan is one of the biggest
gainers and losers among 198 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.

Metro-Goldwyn-Mayer, Inc., is an independent, privately held
motion picture, television, home video, and theatrical production
and Distribution Company.  The Company owns the world's largest
library of modern films, comprising approximately 4,000 titles,
and over 10,400 episodes of television programming.  An investor
consortium, comprised of Providence Equity Partners, TPG Capital,
Sony Corporation of America, Comcast Corporation, DLJ Merchant
Banking Partners and Quadrangle Group, owns MGM.

As reported by the Troubled Company Reporter on Sept. 30, 2009,
The New York Post, citing multiple sources, said discussions
between debt holders and equity owners on a restructuring of
Metro-Goldwyn-Mayer's massive debt load have begun on a
contentious note, with both sides threatening to force MGM into
bankruptcy in order to gain leverage and extract better terms from
the other.

Bloomberg also said that MGM is in talks to skip interest payments
and restructure $3.7 billion in bank loans.  MGM asked creditors
to waive $12 million monthly interest payments until Feb. 15,
2010.


MEXICANA AIRLINES: Needs $100MM to Keep Flying, Says CEO
--------------------------------------------------------
Mexicana Airlines' Chief Executive Manuel Borja said the airline
needs a cash injection of at least $100 million to keep flying,
according to a report by The Canadian Press.

Mr. Borja said in an interview with Radio Formula that he and the
unions representing the airline's pilots and flight attendants
are negotiating with investors to raise between $100 million and
$150 million, The Canadian Press reported.

He said a cash injection coupled with a deal with the unions to
take a stake in the company in exchange for new labor terms could
help keep Mexicana Airlines in business, according to the report.

                      About Mexicana Airlines

Compania Mexicana de Aviacion or Mexicana Airlines --
http://www.mexicana.com/-- is a privately held airline and a
subsidiary of Nuevo Grupo Aeronautico.  Founded in 1921, Mexicana
is the oldest commercial carrier in North America.  Charles
Lindbergh piloted the first trip for Mexicana between Brownsville,
Texas, and Mexico City.

Grupo Mexicana de Aviacion is the parent of Compania Mexicana. Two
other units are Aerovias Caribe S.A. de C.V. (Mexicana Click) and
Mexicana Inter S.A. de C.V. (Mexicana Link).

Compania Mexicana de Aviacion or Mexicana Airlines, Mexico's
largest airline, filed for bankruptcy in the U.S. and Mexico on
August 2, 2010.  In the U.S., the company filed in the U.S.
Bankruptcy Court in Manhattan for Chapter 15 bankruptcy protection
(case no. 10-14182), and in Mexico, it filed for the equivalent of
Chapter 11.

Maru E. Johansen, foreign representative of Compania Mexicana,
estimated in the Chapter 15 petition that the company has assets
of US$500 million to US$1 billion and debts of more than
US$1 billion.  William C. Heuer, Esq., at Duane Morris LLP, serves
as counsel to Ms. Johansen.

Mexicana de Aviacion stated that despite its bankruptcy filing, it
expects to continue to operate normally, and that such filings

Bankruptcy Creditors' Service, Inc., publishes Mexicana Airlines
Bankruptcy News.  The newsletter tracks the chapter 11 proceedings
and the ancillary proceedings undertaken by Compania Mexicana de
Aviacion and its units.  (http://bankrupt.com/newsstand/or
215/945-7000)


MEXICANA AIRLINES: To Reduce Flights, Stop Paying Staff
-------------------------------------------------------
Mexicana Airlines is set to cancel certain flights in the next
few days to optimize available resources and ensure that priority
is given to homebound passengers.

The company said in a statement that it is taking this measure
because of its deteriorating financial situation brought about by
"a series of events that have strangled its cash flows."

Specifically, Mexicana Airlines cited IATA's decision to suspend
the company's BSP sales channel, forcing it to suspend the sale
and issuing of tickets indefinitely "with serious repercussions
for MexicanaClick and MexicanaLink sales."

Other sources of revenue have either dried up or are being
retained by financial institutions after the filing of the
insolvency proceedings, according to the company.

"Although flights will be reduced to a minimum over coming days,
the airline and its employees are determined to make an effort to
continue operating out of concern for passengers," Mexicana
Airlines said.

"It is hoped an agreement will be reached with union leaders and
that additional resources can be obtained to secure the financial
viability of the carrier," the company said.

While Mexicana Airlines is set to cancel certain flights, the
company has resumed its services from both Gatwick and Madrid,
according to an August 10, 2010 report by Daily Telegraph.

Mexicana Chief Executive Officer Manuel Borja Chico also said the
airline hopes to resume ticket sales in the "coming days", Carla
Main at Bloomberg News reports.

Updated information on route and flight changes over the next few
days will be posted on cmainforma.com, the company's mexicana.com
link and twitter @mexicanaair.

Passengers can also contact the company through these call
centers:

    * Mexico City: 5448-8634 or 5998-5998
    * Elsewhere in Mexico: 01800-837-6150 or 01800-801-2010
    * United States & Canada: 1-888-882-9994 or 1-877-801-2010

Meanwhile, Mexicana Airlines said it will stop paying its
employees effective Tuesday so that funds may be used to defray
the operating expenses related to passengers on return trips,
according to an August 10 report by Latin American Herald
Tribune.

About 4,500 to 5,000 employees including pilots, flight
attendants and ground workers will be affected by this move.
The company intends to "optimize the use and allocation of
resources," according to a company spokesperson.

The company has already begun its negotiations with the Flight
Attendants Union, known as ASSA, and the Airline Pilots
Association, or ASPA.

Mexicana Airlines is proposing slashing pilot and flight
attendants' jobs by 40%, with those remaining pilots being asked
to accept a reduction of annual pay from $216,127 to $127,000,
and the remaining flight attendants to accept a salary reduction
from $53,000 to $32,000, Herald Tribune reported.

Earlier, ASPA agreed to offer the airline a six-month deferment
on salary payments to pilots.

The other union, meanwhile, plans to offer a two-month deferment
on its members' salary payments and to cut their food allowance
by half for two weeks, according to a report by The Canadian
Press.

SNTTTASS, the union that represents ground workers, said it
agreed to 150 job cuts or 6% of the 2,500 ground worker positions
at the airline.  Of this, 120 will be voluntary cuts while the
rest will be selected by the union, according to its leader
Miguel Angel Yudico.

Mr. Yudico said the agreement, however, requires the airline to
rehire between 50 and 60 workers after several months.

                      About Mexicana Airlines

Compania Mexicana de Aviacion or Mexicana Airlines --
http://www.mexicana.com/-- is a privately held airline and a
subsidiary of Nuevo Grupo Aeronautico.  Founded in 1921, Mexicana
is the oldest commercial carrier in North America.  Charles
Lindbergh piloted the first trip for Mexicana between Brownsville,
Texas, and Mexico City.

Grupo Mexicana de Aviacion is the parent of Compania Mexicana. Two
other units are Aerovias Caribe S.A. de C.V. (Mexicana Click) and
Mexicana Inter S.A. de C.V. (Mexicana Link).

Compania Mexicana de Aviacion or Mexicana Airlines, Mexico's
largest airline, filed for bankruptcy in the U.S. and Mexico on
August 2, 2010.  In the U.S., the company filed in the U.S.
Bankruptcy Court in Manhattan for Chapter 15 bankruptcy protection
(case no. 10-14182), and in Mexico, it filed for the equivalent of
Chapter 11.

Maru E. Johansen, foreign representative of Compania Mexicana,
estimated in the Chapter 15 petition that the company has assets
of US$500 million to US$1 billion and debts of more than
US$1 billion.  William C. Heuer, Esq., at Duane Morris LLP, serves
as counsel to Ms. Johansen.

Mexicana de Aviacion stated that despite its bankruptcy filing, it
expects to continue to operate normally, and that such filings

Bankruptcy Creditors' Service, Inc., publishes Mexicana Airlines
Bankruptcy News.  The newsletter tracks the chapter 11 proceedings
and the ancillary proceedings undertaken by Compania Mexicana de
Aviacion and its units.  (http://bankrupt.com/newsstand/or
215/945-7000)


MICHAELS STORES: Bank Debt Trades at 6% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Michaels Stores,
Inc.,  is a borrower traded in the secondary market at 94.03
cents-on-the-dollar during the week ended Friday, Aug. 13, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 0.43
percentage points from the previous week, The Journal relates.
The Company pays 225 basis points above LIBOR to borrow under the
facility.  The bank loan matures on Oct. 31, 2013, and carries
Moody's B2 rating and Standard & Poor's b rating.  The loan is one
of the biggest gainers and losers among 198 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

Headquartered in Irving, Texas, Michaels Stores, Inc., is the
largest arts and crafts specialty retailer in North America.  As
of March 9, 2009, the Company operated 1,105 "Michaels" retail
stores in the United States and Canada and 161 Aaron Brothers
Stores.

At May 1, 2010, the Company had total assets of $1.56 billion
against total liabilities of $4.32 billion, resulting in
stockholders' deficit of $2.76 billion.


MEDICAL CONNECTIONS: Posts $2.0 Million Net Loss in Q2 2010
-----------------------------------------------------------
Medical Connections Holdings, Inc., filed its quarterly report on
Form 10-Q, reporting a net loss of $2.0 million on $1.9 million of
revenue for the three months ended June 30, 2010, compared with a
net loss of $1.7 million on $1.6 million of revenue for the same
period of 2009.

The Company's balance sheet at June 30, 2010, showed
$2.8 million in total assets, $400,852 in total liabilities, and a
stockholders' equity of $2.4 million.

As reported in the Troubled Company Reporter on April 7, 2010,
De Meo, Young, McGrath, CPA, in Fort Lauderdale, Fla., expressed
substantial doubt about the Company's ability to continue as a
going concern, following its 2009 results.  The independent
auditors noted of the Company's dependence on outside financing,
lack of sufficient working capital, and recurring losses from
operations.

The Company acknowledges in its latest 10-Q that it has sustained
operating losses and its revenue stream is not sufficient to fund
expenses at this time.  The Company has issued stock to continue
to fund operations.  The Company's continued existence is
dependent upon its ability to generate sufficient cash flows from
equity financing and service revenues.  In view of the foregoing,
there is substantial doubt about the Company's ability to continue
as a going concern.

A full-text copy of the Form 10-Q is available for free at:

               http://researcharchives.com/t/s?68ed

Boca Raton, Fla.-based Medical Connections Holdings, Inc. provides
medical recruitment and staffing services.


MELISSA MILLER: Case Summary & 4 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Melissa Mosich Miller
        20736 Sea Vista Drive
        Malibu, CA 90265

Bankruptcy Case No.: 10-19870

Chapter 11 Petition Date: August 11, 2010

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

Judge: Maureen Tighe

Debtor's Counsel: Jacqueline L. Rodriguez, Esq.
                  10250 Constellation Boulevard, Suite 1700
                  Los Angeles, CA 90067
                  Tel: (310) 229-1234
                  E-mail: jlr@lnbrb.com

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

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

Debtor's List of four Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Master Card Citi Advantage Card    --                      $32,000
P.O Box 6000
The Lakes, NV 89163

Trent Hill
Jones, Bell & Abbott
601 S. Figueroa Street, 27th Floor --                      $17,640

Mountain Geology                   --                      $11,000
5158 Cochran Street
Simi Valley, CA 93063

Cal West Geotechnical              --                       $5,070


MICHAEL DITMORE: Case Summary & 12 Largest Unsecured Creditors
--------------------------------------------------------------
Joint Debtors: Michael C. Ditmore
               Rebecca P. Ditmore
               211 Rametto Road
               Santa Barbara, CA 93108

Bankruptcy Case No.: 10-14172

Chapter 11 Petition Date: August 12, 2010

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

Judge: Robin Riblet

Debtors' Counsel: Debra C. Young, Esq.
                  610 Anacapa Street
                  Santa Barbara, CA 93101
                  Tel: (805) 403-2213
                  Fax: (805) 845-3779
                  E-mail: DebraCYoung@yahoo.com

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

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

A list of the Joint Debtors' 12 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/cacb10-14172.pdf


MIDWEST BANC: Delays Form 10-Q as Bank Seized Last May
------------------------------------------------------
Midwest Banc Holdings Inc. said it could not timely file its
quarterly report on Form 10-Q for the period ended June 30, 2010,
with the Securities and Exchange Commission.

On May 14, 2010, the Company's wholly-owned subsidiary, Midwest
Bank and Trust Company, an Illinois chartered bank, was closed by
the Illinois Department of Financial and Professional Regulation,
Division of Banking, and the Federal Deposit Insurance Corporation
was appointed as receiver of the Bank.  On the same date, the FDIC
facilitated the acquisition of most of the assets and liabilities
of the Bank by First MeritBank, N.A.  The Bank records necessary
for completion of the Form 10-Q are now under control of either
the FDIC or First MeritBank, N.A.

The Company is a non-operating holding company, whose principal
asset and source of income was its investment in the Bank.  The
closure of the Bank has had a significant adverse affect on the
Company's liquidity, capital resources and financial condition
and, as a result, there is substantial doubt about the Company's
ability to continue as a going concern.

Since the closure of the Bank, the Company has been working
diligently with its financial and professional advisers to
consider its future options.  However, the circumstances have
prevented the Company from finalizing its financial statements on
time to file the Form 10-Q within the prescribed time period
without unreasonable effort and expense.

                        About Midwest Banc

Midwest Banc Holdings, Inc. is a community-based bank holding
company headquartered in Melrose Park, Illinois.  Through its
wholly owned subsidiaries, the Company provides a wide range of
services, including traditional banking services, personal and
corporate trust services, and insurance brokerage and retail
securities brokerage services.  The Company's principal operating
subsidiary is Midwest Bank and Trust Company, an Illinois state
bank that operates 26 banking centers in the Chicago metropolitan
area.

The Company's balance sheet as of March 31, 2010, showed
$3.182 billion in total assets, $3.232 billion in total
liabilities, and a stockholders' deficit of $49.5 million.

                           *     *     *

As reported in the Troubled Company Reporter on April 6, 2010,
PricewaterhouseCoopers LLP, in Chicago, expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company has experienced
significant net losses during 2008 and 2009, is undercapitalized
at December 31, 2009, does not have sufficient liquidity to meet
the potential demand for all amounts due under certain lending
arrangements with its primary lender upon expiration of a related
forbearance agreement that expires on March 31, 2010, and its
ability to raise sufficient new equity capital in a timely manner
is uncertain.


MONEYGRAM INTERNATIONAL: Files Form 10Q; Earns $6.8MM in Q2 2010
----------------------------------------------------------------
MoneyGram International, Inc., filed on August 9, 2010, its
quarterly report on Form 10-Q for the quarterly period ended
June 30, 2010.

The Company reported net income of $6.8 million on $163.2 million
of total net revenue for the three months ended June 30, 2010,
compared with a net loss of $3.3 million on $169.1 million of net
revenue for the same period of 2009.

Total expenses decreased $18.56 million, or 11%, in the second
quarter of 2010 compared to 2009.

The Company's balance sheet as of June 30, 2010, showed
$5.461 billion in total assets, $5.450 billion in total
liabilities, $929.2 million in total mezzanine equity, and a
stockholders' deficit of $918.0 million.

A full-text copy of the Form 10-Q is available for free at:

                  http://researcharchives.com/t/s?68dc

MoneyGram International, Inc. (NYSE: MGI) --
http://www.moneygram.com/-- is a leading global payment services
company.  The Company's major products and services include global
money transfers, money orders and payment processing solutions for
financial institutions and retail customers.  MoneyGram is a New
York Stock Exchange listed company with 203,000 global money
transfer agent locations in 191 countries and territories.

                          *     *     *

According to the Troubled Company Reporter on July 1, 2010, Fitch
Ratings has affirmed the Issuer Default Ratings for MoneyGram
International Inc. and MoneyGram Payment Systems Worldwide, Inc.,
at 'B+'.  Outlook is stable.  Fitch noted that the ratings could
be negatively impacted by further declines in remittance volumes
driven by macro economic factors or decreases in migrant labor
populations worldwide.


MT VERNON MONETARY: Court Okays Auction of NowCash Unit
-------------------------------------------------------
Dow Jones DBR Small Cap reports that a bankruptcy judge authorized
Mount Vernon Monetary Management Corp. to auction a unit that owns
600 automated teller machines in gas stations, grocery stores and
convenience stores.

Debtor NowCash Ltd., a unit of Mount Vernon Monetary Management
Corp., sought approval of the sale and related bidding procedures
in a motion filed July 16.  Pursuant to the motion, the Debtors
and Allen D. Applbaum, in his capacity as receiver for the assets
of the Debtors, entered into an asset purchase agreement and an
Interim ATM Services Agreements with buyer F.A.M. Capital, LLC.

According to the Debtors' motion, FAM will acquire NowCash's
assets for $900,000 in the aggregate.  FAM will deposit $45,000 to
be maintained in an interest bearing escrow account.  The sale is
on an "as is," "where is," and "with all faults" basis.

According to the motion, the Debtors expect to conduct the auction
on August 18, and have the sale hearing on August 19.  They expect
to close a deal on August 31.

To provide an incentive and to compensate FAM for negotiating the
Purchase Agreement, the Debtors have agreed to bid protections,
comprised of a Break-up Fee equal to 4% of the Purchase Price --
$36,000 -- under FAM's Purchase Agreement, which includes any
expense reimbursement for all reasonable expenses incurred by FAM
in connection with the Purchase Agreement.

FAM and its affiliates own, operate or manage roughly 3,000 ATMs
in the New York City area and have in place vault cash, processing
and armored car servicing agreements with qualified service
providers.  On February 15, 2010, the Debtors and FAM entered into
the Services Agreement, including extensions thereof, pursuant to
which FAM has continued and maintained the NowCash operations.

                         About Mount Vernon

Mount Vernon, New York-based Mount Vernon Monetary Management
Corp. and its affiliates consist of 33 commonly owned entities
engaged in the ownership and management of automated teller
machines, check cashing, and armored car services, real estate
entities and related businesses, many of which are operationally
related.

Mount Vernon Monetary Management and its affiliates filed for
Chapter 11 bankruptcy protection on May 27, 2010 (Bankr. S.D.N.Y.
Lead Case No. 10-23053).  Mount Vernon filed for Chapter 11
bankruptcy after their president Robert Egan and chief operating
officer Bernard McGarry were arrested and charged with bank fraud.
Allen D. Applbaum, a senior managing director with FTI Consulting,
Inc., has been appointed by the court as Receiver and Sole
Corporate Manager of the Debtors.  Allen G. Kadish, Esq., at
Greenberg Traurig, LLP, assists the Company in its restructuring
effort.  In an affidavit filed with the Bankruptcy Court on the
Petition Date, Allen D. Applbaum said as of April 30, 2010, the
Debtors had an aggregate total of $179.1 million in assets and
$186 million in liabilities.


NASPP, INC: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: NASPP, Inc
        884 N. Grand Avenue
        Nogales, AZ 85621

Bankruptcy Case No.: 10-25455

Chapter 11 Petition Date: August 12, 2010

Court: U.S. Bankruptcy Court
       District of Arizona (Tucson)

Judge: Eileen W. Hollowell

Debtor's Counsel: Eric Slocum Sparks, Esq.
                  ERIC SLOCUM SPARKS PC
                  110 S. Church Avenue, #2270
                  Tucson, AZ 85701
                  Tel: (520) 623-8330
                  Fax: (520) 623-9157
                  E-mail: eric@ericslocumsparkspc.com

Scheduled Assets: $461,122

Scheduled Debts: $1,858,191

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/azb10-25455.pdf

The petition was signed by Arun Patel, president.


NATIONAL COAL: Swings to $249,000 Net Income in Q2 2010
-------------------------------------------------------
National Coal Corp. filed its quarterly report on Form 10-Q,
reporting net income of $248,967 on $10.6 million of revenue for
the three months ended June 30, 2010, compared with a net loss of
$6.3 million on $22.6 million of revenue for the same period of
2009.

The Company's balance sheet as of June 30, 2010, showed
$38.2 million in total assets, $55.2 million in total liabilities,
and a stockholders' deficit of $17.0 million.

At June 30, 2010, the Company had cash and cash equivalents of
approximately $5.3 million, negative working capital of
approximately $41.0 million and a stockholders' deficit of
$17.0 million.  The Company has a history of substantial net
losses.  During the six months ended June 30, 2010, and 2009, the
Company generated net losses from continuing operations of
$5.5 million and $8.9 million, respectively.  Net cash flow (used
in) provided by operating activities from continuing operations
was approximately $(4.3) million and $3.2 million during the six
months ended June 30, 2010, and 2009, respectively.

The Company expects to use $500,000 to $600,000 of cash from
operations per month during the remainder of 2010.  The Company
must raise additional equity or refinance its senior secured debt
before the December 15, 2010 maturity date.

The foregoing factors raise substantial doubt about the Company's
ability to continue as a going concern.

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

               http://researcharchives.com/t/s?68ba

Headquartered in Knoxville, Tenn., National Coal Corp. (Nasdaq:
NCOCD) http://www.nationalcoal.com/-- through its wholly owned
subsidiary, National Coal Corporation, is engaged in coal mining
in East Tennessee.   Currently, National Coal employs about 155
people.  National Coal sells steam coal to electric utilities and
industrial companies in the Southeastern United States.


NIELSEN COMPANY: Bank Debt Trades at 3% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which The Nielsen
Company B.V. is a borrower traded in the secondary market at 96.88
cents-on-the-dollar during the week ended Friday, Aug. 13, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 0.50
percentage points from the previous week, The Journal relates.
The Company pays 375 basis points above LIBOR to borrow under the
facility.  The bank loan matures on May 1, 2013, and carries
Moody's Ba3 rating and Standard & Poor's B+ rating.  The loan is
one of the biggest gainers and losers among 198 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

Active in approximately 100 countries, with headquarters in
Haarlem, The Netherlands and New York, USA, The Nielsen Company
B.V. is a global information and media company.

Nielsen Company carries a 'B2' long term corporate family rating
from Moody's, 'B' issuer credit rating from standard & Poor's, and
'B' issuer default rating from Fitch.


NORTH BAY: To Present Chapter 11 Plan for Confirmation on Sept. 16
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida will
consider on September 16, 2010, at 9:00 a.m., the confirmation of
North Bay Village, LLC's Plan of Reorganization.  The hearing will
be held at Room 4-117, Courtroom E, United States Courthouse,
2100 Street, Fort Myers, Florida Objections, if any, are due on
September 9.

September 2 is fixed as the last day to file written acceptances
or rejections to the Plan.

As reported in the Troubled Company Reporter on June 18, according
to the Disclosure Statement, the Plan provides that the
Reorganized Debtor will continue to collect rent from its
tenants.  The Reorganized Debtor will also renew the leases which
are set to expire during the life of the Plan.  Further, the
Reorganized Debtor will employ a marketing strategy to attract new
tenants to currently vacant space, well as any space which may
subsequently become vacant, at the property.  All distributions
made under the Plan will be funded from these operations.

The Plan provides for these terms:

   * Class 3 - Secured Claim of Bank of America - the lender will
     receive payment in full, net on any of the postpetition
     payments.

   * Class 4 - General Unsecured Creditors will be paid in full
     through a series of distributions totaling 100% to be made on
     a quarterly basis, at a rate of 5% of their Allowed Claim per
     quarter, beginning on the effective date of this plan and
     continuing for a period of five years.

   * Class 5 - Lessee Depositors will have their leases assumed as
     of the effective date of the Plan through confirmation of the
     Plan and their lease deposits will be transferred into a post
     confirmation segregated account utilized solely to hold lease
     deposits.

   * Class 6 - Executory Contract Holders will have their
     contracts assumed or rejected prior to confirmation of the
     Plan.  To the extent the contracts are assumed, the Debtor
     will provide for a prompt cure of any defaults.

   * Class 7 - Equity Security Holders will receive a distribution
     of membership interests in the Reorganized Debtor consistent
     with their current Equity Security holdings.  No
     distributions of monies will be made to the Equity Security
     Holders in any month unless and until both (i) all periodic
     operating expenses and (ii) required distributions have been
     paid and are current as of the time a proposed distribution
     is to be made to any of the Equity Security Holders.

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

                    About North Bay Village LLC

Tampa, Florida-based North Bay Village LLC -- dba North Bay
Village - MM, Inc., and Pelican Bay/Limetree, LLC -- filed for
Chapter 11 bankruptcy protection on February 12, 2010 (Bankr. M.D.
Fla. Case No. 10-03090).  Steven M. Berman, Esq., at Shumaker,
Loop & Kendrick, LLP, is the Debtor's bankruptcy counsel.  The
Company estimated assets and debts at $10 million to $50 million.


NORTHERN 120: Hearing on Plan Outline Continued Until Sept. 14
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona has
continued until September 14, 2010, at 11:00 a.m., the hearing on
the adequacy of the Disclosure Statement explaining Northern 120,
LLC's Plan of Reorganization, as amended.  The hearing will be
held at 230 N. First Ave., 7th Floor, Courtroom 702, Phoenix,
Arizona.

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

As reported in the Troubled Company Reporter on February 22, the
Plan proposes to give secured creditors the opportunity to be paid
in full on their allowed secured claims immediately, or to remain
as investors under new notes, and with an opportunity to share in
the potential upside of the development.  In addition, the Plan
will result in the unsecured creditors receiving a substantial
payout.  General unsecured claims will share pro rata from the sum
of $200,000.  The interest holders will arrange for the infusion
of the $200,000 into the reserve account for the payment of this
class.

The Plan will be implemented by the retention of its existing
management.  This implementation will also include the management
and disbursement of the funds infused by the interest holders.
The interest holders, through a payment from their funding source
made for their benefit, will place $200,000 in escrow in the trust
account of the Debtor's bankruptcy counsel by within 15 days prior
to the final hearing on confirmation of the Debtor's Plan.  These
funds will become a part of the estate and fund the obligations,
including the Reserve Account, at confirmation. These funds will
only be available to, and become a part of, the estate as of
confirmation.

A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/NORTHERN120_AmendedDS.pdf

                        About Northern 120

Phoenix, Arizona-based Northern 120, LLC, is a limited liability
company engaged in the business of owning and developing real
property in the State of Arizona.  The Company filed for Chapter
11 bankruptcy protection on November 5, 2009 (Bankr. D. Ariz. Case
No. 09-28417).  Mark W. Roth, Esq., at Polsinelli Shughart P.C.
assists the Company in its restructuring efforts.  The Company
estimated $10 million to $50 million in assets and debts in its
Chapter 11 petition.


NORTHLAND INVESTMENTS: Settles Hawthorn Bank's Dismissal Motion
---------------------------------------------------------------
Northland Investments Co., Inc., asks the U.S. Bankruptcy Court
for the Western District of Missouri to approve a stipulation
resolving secured creditor, Hawthorn Bank's motion to dismiss its
Chapter 11 case for bad faith filing.

The Debtor owes Hawthorn Bank $8,303,082 secured by an interest in
the real property located in Kansas City, Platte County, Missouri.

The stipulation provides that:

   -- Hawthorn Bank will have relief from the automatic stay to
      foreclose its perfected interest in certain real property of
      the debtor if the Debtor not obtain a contract to sell the
      property by October 1, 2010;

   -- on or before October 1, the Debtor obtains a binding
      contract to sell the real property with a party capable of
      purchasing the property;

   -- the contract provides for a deposit of at least $50,000
      which must be paid to the Debtor or placed in escrow by
      October 1;

   -- the closing of the sale of the occurs on October 10; and

   -- the contract price is sufficient to pay Hawthorn Bank in
      full including interest and costs.

                 About Northland Investments Co.,

Blue Springs, Missouri-based Northland Investments Co., Inc.,
filed for Chapter 11 bankruptcy protection on May 19, 2010 (Bankr.
W.D. Mo. Case No. 10-42517).  Lisa A. Epps, Esq., at Spencer Fane
Britt & Browne LLP, assists the Company in its restructuring
effort.  The Company estimated $10 million to $50 million in
assets and up to $10 million in debts in its Chapter 11 petition.


NOVASTAR FINANCIAL: June 30 Balance Sheet Upside Down by $102MM
---------------------------------------------------------------
Novastar Financial Inc. filed its quarterly report on Form 10-Q,
reporting net income of $118,000 on $20.19 million of service fee
and interest income for the three months ended June 30, 2010,
compared with a net loss of $48.50 million n $44.28 million of
service fee and interest income for the same period a year
earlier.

The Company's balance sheet at June 30, 2010, showed
$33.88 million in total assets, $136.07 million in total
liabilities, and a $102.18 million shareholders' deficit.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?68e3

                     About NovaStar Financial

NovaStar Financial, Inc., used to originate, purchase, securitize,
sell, invest in and service residential nonconforming mortgage
loans and mortgage backed securities.  During 2007 and early 2008,
NovaStar discontinued its mortgage lending operations and sold its
mortgage servicing rights which subsequently resulted in the
closure of its servicing operations.


OPTI CANADA: To Offer US$400-Mil. in Notes in Private Placement
---------------------------------------------------------------
OPTI Canada Inc. said it intends to offer by way of private
placement US$100 million of First Lien Senior Secured Notes due
2012 and US$300 million First Lien Senior Secured Notes due 2013.

The new 2012 Notes are being offered as additional notes under an
indenture pursuant to which OPTI issued US$425 million aggregate
principal amount of 9% First Lien Senior Secured Notes, due 2012,
on November 20, 2009.  The purpose of the private offerings is to
maintain sufficient liquidity through the ramp-up period of the
Long Lake Project and to allow the Company to continue with its
previously announced review of strategic alternatives.  The net
proceeds will be used to repay outstanding amounts under our
revolving credit facility and for general corporate purposes.

Completion of these transactions is anticipated prior to the end
of August 2010 but remains subject to a number of conditions,
including agreement on final terms and conditions.

                          Project Update

The Long Lake Project continued to progress in July, with
improvements in steam injection, bitumen production and Premium
Sweet Crude sales.  July average bitumen production was 28,700
barrels per day, with steam injection averaging 148,000 bbl/d. We
had 71 well pairs on production as of July 31, 2010 and reached an
average weekly bitumen production of 30,100 bbl/d in late July.

In August, a combination of unplanned Upgrader maintenance and
a short-term pipeline capacity restriction has resulted in a
temporary reduction in steam injection, bitumen production and
PSC(TM) sales.  The pipeline restriction relates to the
transportation of heavy crude out of Alberta and is unrelated to
the Project.  The company expects to return to normal operations
and average daily July bitumen production levels within one or two
weeks.

                            About OPTI

OPTI Canada Inc. is a Calgary, Alberta-based company focused on
developing major oil sands projects in Canada using its
proprietary OrCrude(TM) process.  OPTI's common shares trade on
the Toronto Stock Exchange under the symbol OPC.

                           *     *     *

According to the Troubled Company Reporter on Aug. 13, 2010,
Standard & Poor's Ratings services said it lowered its long-term
corporate credit rating on Calgary, Alta.-based OPTI Canada Inc.
to 'CCC+' from 'B-'.  The outlook is stable.

Moody's Investors Service assigned a B3 (LGD2, 27%) rating to OPTI
Canada Inc.'s proposed secured first-lien 1C notes.  Moody's also
affirmed OPTI's Caa2 Corporate Family Rating, B1 rating on the
existing C$190 million secured first-lien revolving facility, B2
rating on the secured first-lien 1B notes and Caa3 rating on the
US$1.75 billion secured second lien notes.  The rating outlook
remains negative.


OSI RESTAURANT: Bank Debt Trades at 13% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which OSI Restaurant
Partners, Inc., is a borrower traded in the secondary market at
87.13 cents-on-the-dollar during the week ended Friday, Aug. 13,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents an increase
of 0.46 percentage points from the previous week, The Journal
relates.  The Company pays 225 basis points above LIBOR to borrow
under the facility.  The bank loan matures on May 9, 2014, and
carries Moody's B3 rating and Standard & Poor's B+ rating.  The
loan is one of the biggest gainers and losers among 198 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

OSI Restaurant Partners, Inc., is the #3 operator of casual-dining
spots (behind Darden Restaurants and Brinker International), with
more than 1,400 locations in the U.S. and 20 other countries.  Its
flagship Outback Steakhouse chain boasts more than 950 locations
that serve steak, chicken, and seafood in Australian-themed
surroundings.  OSI also operates the Carrabba's Italian Grill
chain, with about 240 locations.  Other concepts include Bonefish
Grill, Fleming's Prime Steakhouse, and Cheeseburger In Paradise.
Most of the restaurants are company owned.  A group led by
Chairman Chris Sullivan took the company private in 2007.

OSI Restaurant reported a net loss of $978,000 on $947.4 million
of total revenues for the three months ended March 31, 2010,
compared with a net income of $82.3 million on $964.3 million of
total revenues during the same period a year ago.

The Company's balance sheet at March 31, 2010, showed $2.4 billion
in total assets and $2.5 billion in total liabilities, for a
stockholders' deficit of $118.8 million.


PALOS BANK AND TRUST: Closed; First Midwest Bank Assumes Deposits
-----------------------------------------------------------------
Palos Bank and Trust Company of Palos Heights, Ill., was closed on
Friday, Aug. 13, 2010, by the Illinois Department of Financial and
Professional Regulation - Division of Banking, which appointed the
Federal Deposit Insurance Corporation as receiver.  To protect the
depositors, the FDIC entered into a purchase and assumption
agreement with First Midwest Bank of Itasca, Ill., to assume all
of the deposits of Palos Bank and Trust Company.

The five branches of Palos Bank and Trust Company will reopen
during normal banking hours as branches of First Midwest Bank.
Depositors of Palos Bank and Trust Company will automatically
become depositors of First Midwest Bank.  Deposits will continue
to be insured by the FDIC, so there is no need for customers to
change their banking relationship in order to retain their deposit
insurance coverage.  Customers of Palos Bank and Trust Company
should continue to use their existing branch until they receive
notice from First Midwest Bank that it has completed systems
changes to allow other First Midwest Bank branches to process
their accounts as well.

As of June 30, 2010, Palos Bank and Trust Company had around
$493.4 million in total assets and $467.8 million in total
deposits.  First Midwest Bank will pay the FDIC a premium of 1% to
assume all of the deposits of Palos Bank and Trust Company.  In
addition to assuming all of the deposits of the failed bank, First
Midwest Bank agreed to purchase essentially all of the assets.

The FDIC and First Midwest Bank entered into a loss-share
transaction on $343.8 million of Palos Bank and Trust Company's
assets.  First Midwest Bank will share in the losses on the asset
pools covered under the loss-share agreement.  The loss-share
transaction is projected to maximize returns on the assets covered
by keeping them in the private sector.  The transaction also is
expected to minimize disruptions for loan customers.  For more
information on loss share, visit:

  http://www.fdic.gov/bank/individual/failed/lossshare/index.html

Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-913-3053.  Interested parties also can
visit the FDIC's Web site at:

    http://www.fdic.gov/bank/individual/failed/palosbank.html

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $72.0 million.  Compared to other alternatives, First
Midwest Bank's acquisition was the least costly resolution for the
FDIC's DIF.  Palos Bank and Trust Company is the 110th FDIC-
insured institution to fail in the nation this year, and the
fourteenth in Illinois.  The last FDIC-insured institution closed
in the state was Ravenswood Bank, Chicago, on Aug. 6, 2010.


PARADIGM HOLDINGS: June 30 Balance Sheet Upside-Down by $1.8MM
--------------------------------------------------------------
Paradigm Holdings, Inc.'s balance sheet at June 30, 2010, showed
total assets of $17,973,742, total liabilities of $19,755,770, and
a stockholders' deficit of $1,782,028, according to the latest
Form 10-Q filed with the Securities and Exchange Commission.

As of June 30,the Company had an accumulated deficit of $6,100,000
and working capital deficit of $400,000.  Additionally, the
Company is highly dependent on a line-of-credit financing
arrangement.  Although there can be no assurances, the Company
believes that cash flow from operations, together with borrowings
available from its credit facility with Silicon Valley Bank will
be adequate to meet future liquidity needs for the next twelve
months.  As of June 30, the Company had $900,000 available under
the SVB Line.

For three months ended June 30, the Company posted a net loss of
$1,995,572 on $7,517,641 of contract revenue compared with a net
loss of $1,470,669 on $8,671,472 of contract revenue for the same
period ended June 2009.

For six months ended June 30, the Company posted a net loss of
$2,535,850 on $15,040,345 of contract revenue compared with a net
loss of $2,098,348 on $16,379,096 of contract revenue for the same
period ended June 2009.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?68c6

                     About Paradigm Holdings

Headquartered in Rockville, Maryland, Paradigm Holdings, Inc.,
through its subsidiary, Paradigm Solutions Corp., provides
information technology, information assurance, and business
continuity solutions, primarily to U.S. Federal Government
customers.


PARAMOUNT HEALTHCARE: Case Summary & Largest Unsecured Creditor
---------------------------------------------------------------
Debtor: Paramount Healthcare Group Inc.
        350 Evergreen Rd
        Louisville, KY 40243

Bankruptcy Case No.: 10-34229

Chapter 11 Petition Date: August 10, 2010

Court: United States Bankruptcy Court
       Western District of Kentucky (Louisville)

Debtor's Counsel: David M. Cantor, Esq.
                  SEILLER WATERMAN LLC
                  462 S. 4th Street, Suite 2200
                  Louisville, KY 40202
                  Tel: 584-7400
                  E-mail: cantor@derbycitylaw.com

Estimated Assets: $0 to $50,000

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

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

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Internal Revenue Service                         $3,449,501
P.O. Box 21126
Philadelphia, PA 19114

The petition was signed by Frank Littriello Jr., director.


PINNACLE FOODS: Bank Debt Trades at 5% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Pinnacle Foods
Group LLC is a borrower traded in the secondary market at 94.59
cents-on-the-dollar during the week ended Friday, Aug. 13, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 0.79
percentage points from the previous week, The Journal relates.
The Company pays 275 basis points above LIBOR to borrow under the
facility.  The bank loan matures on April 2, 2014, and carries
Moody's Ba3 rating and Standard & Poor's B+ rating.  The loan is
one of the biggest gainers and losers among 198 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

Based in Mt. Lakes, N.J., Pinnacle Foods Group LLC manufactures,
markets and distributes branded food products.  It was formerly
referred as Pinnacle Foods Group, Inc., prior to April 2, 2007.

As reported by the TCR on August 12, 2010, Moody's Investors
Service upgraded the Corporate Family and Probability of Default
Ratings of Pinnacle Foods Finance, LLC, to B2 from B3 and assigned
a rating of B3 to $400 million of senior unsecured notes and a
rating of Ba3 to approximately $442 million of senior secured bank
debt, both being offered.  The rating outlook is stable.


POSTROCK ENERGY: Posts $9.6 Million Net Loss in Q2 Ended June 30
----------------------------------------------------------------
PostRock Energy Corporation filed its quarterly report on
Form 10-Q, reporting a net loss of $9.6 million on $23.8 million
of revenue for the three months ended June 30, 2010, compared with
a net loss of $30.5 million on $23.7 million of revenue for the
same period of 2009.

"During the second quarter we successfully completed our 2010
development plan in the Cherokee Basin, completing and connecting
114 new wells on time and under budget.  Also during the quarter,
we increased our Cherokee Basin well service activity, returning
190 wells to production in order to capitalize on more attractive
natural gas prices.  We remain focused on reducing debt, lowering
costs and simplifying our capital structure."

The Company's balance sheet as of June 30, 2010, showed
$306.5 million in total assets, $366.3 million in total
liabilities, and a stockholders' deficit of $59.8 million.

"We have incurred significant losses from 2003 through 2009,
mainly attributable to operations, the impairment of our assets,
legal restructurings, financings, the legal and operational
structure that existed prior to recombination, expenditures
resulting from the investigation related to the misappropriation
of funds by our former chief executive officer and our recent
recombination activities.  While we successfully negotiated
amendments to our various credit facilities allowing us to
accomplish the recombination, our current debt obligations as of
June 30, 2010, were $305.2 million, of which $6.8 million was paid
in July 2010.  A payment due on July 11, 2010, under the QRCP
credit facility of $20.5 million, which includes accrued interest
and fees, was extended by our lender to October 9, 2010.  We
recently remediated a borrowing base deficiency of $13.6 million
on our QELP credit facility using available funds and as a result,
our cash balance has decreased to approximately $14.6 million as
of August 2, 2010.  In addition to prepayments arising from any
borrowing base deficiency, QELP may also be required to make
additional prepayments arising from the excess cash flow provision
(as defined) under its credit agreement.  We are actively pursuing
the refinancing of our credit facilities, which could include the
issuance of a significant amount of equity capital.  There can be
no assurance that we will be successful in these efforts or that
we will have sufficient funds to pay these amounts when they come
due, which raises substantial doubt as to our ability to continue
as a going concern."

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

              http://researcharchives.com/t/s?68d4

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

               http://researcharchives.com/t/s?68d5

Based in Oklahoma City, PostRock Energy Corporation (NASDAQ: PSTR)
-- http://www.pstr.com/-- is a vertically integrated independent
energy company engaged in the acquisition, exploration,
development, production and transportation of oil and natural gas
in the Cherokee Basin, the Appalachian Basin, and Central
Oklahoma.  PostRock has over 2,800 wells and nearly 2,200 miles of
natural gas gathering pipelines in the Cherokee Basin, over 400
natural gas and oil producing wells and undeveloped acreage in the
Appalachian Basin and Marcellus shale, and more than 1,100 miles
of interstate natural gas transmission pipelines in Oklahoma,
Kansas, and Missouri.


REAL MEX: Posts $770,000 Net Loss for June 27 Quarter
-----------------------------------------------------
Real Mex Restaurants Inc. filed its quarterly report on Form 10-Q,
reporting a net loss of $770,000 on $129.63 million of total
revenues for the three months ended June 27, 2010, compared with a
net loss of $4.13 million on $135.92 million of total revenues for
the three months ended June 30, 2009.

The Company's balance sheet at June 27, 2010, showed
$248.39 million in total assets, $252.29 million total
liabilities, and a $3.89 million stockholders' deficit.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?68e6

                          About Real Mex

Based in Cypress, California, Real Mex Restaurants, Inc., owns and
operates restaurants, primarily through its major subsidiaries El
Torito Restaurants, Inc., Chevys Restaurants, LLC, and Acapulco
Restaurants, Inc.  The Company operated 183 restaurants as of
March 28, 2010, of which 152 were located in California and the
remainder were located in 12 other states, primarily under the
trade names El Torito Restaurant(R), Chevys Fresh Mex(R) and
Acapulco Mexican Restaurant Y Cantina(R).  In addition, the
Company franchised or licensed 34 restaurants in 12 states and two
foreign countries as of March 28, 2010.  The Company's other major
subsidiary, Real Mex Foods, Inc., provides internal production,
purchasing and distribution services for the restaurant operations
and also provides distribution services and manufactures specialty
products for sale to outside customers.


RBC DEVELOPMENT: Case Summary & 4 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: RBC Development, LLC
        167 Fanmouth Drive
        Mooresville, NC 28115

Bankruptcy Case No.: 10-32354

Chapter 11 Petition Date: August 12, 2010

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

Judge: George R. Hodges

Debtor's Counsel: James H. Henderson, Esq.
                  JAMES H. HENDERSON, P.C.
                  1201 Harding Place
                  Charlotte, NC 28204-2248
                  Tel: (704) 333-3444
                  Fax: (704) 333-5003
                  E-mail: henderson@title11.com

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

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

A list of the Company's four largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/ncwb10-32354.pdf

The petition was signed by Russell J. Sinacori, managing member.


REDCO DEV'T: Files List of 10 Largest Unsecured Creditors
---------------------------------------------------------
Redco Development Co., LLC, has filed with the U.S. Bankruptcy
Court for the District of Oregon an amended list of its 10 largest
unsecured creditors:

   Entity                       Nature of Claim       Claim Amount
   ------                       ---------------       ------------
South Valley Bank & Trust
891 O'Hare Parkway
Medford, OR 97504                  Guaranty            $3,024,103

US Bank
131 E. Main
Medford, OR 97504                  Guaranty              $395,593

Ron Munroe Backhoe Service
4624 Winneetka Road
White City, OR 97503             Construction Work        $95,563

Grant Alexander                     Lawsuit               $40,000

Brophy Schmor Gerking              Legal Services          $8,510

C&D Cleaning                     Cleaning Services         $1,100

Avista Utilities                  Utility Service            $855

Shirley Delsman Botts CPA         Accounting Services        $775

Oregon Secretary of State         Annual Report               $50

Alladin Lock & Safe                 Locksmith                 $12

Medford, Oregon-based Redco Development Co., LLC, filed for
Chapter 11 bankruptcy protection on August 3, 2010 (Bankr. D. Ore.
Case No. 10-64783).  James Ray Streinz, Esq., who has an office in
Portland, Oregon, assists the Debtor in its restructuring effort.
The Debtor estimated its assets at $10 million to $50 million and
debts at $1 million to $10 million.


REDCO DEV'T: Section 341(a) Meeting Scheduled for Sept. 7
---------------------------------------------------------
The U.S. Trustee for Region 18 will convene a meeting of Redco
Development Co., LLC's creditors on September 7, 2010, at
10:00 a.m.  The meeting will be held at U.S. Trustee's Office,
Room 1900, 405 E 8th Ave, Eugene, OR 97401.

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.

Medford, Oregon-based Redco Development Co., LLC, filed for
Chapter 11 bankruptcy protection on August 3, 2010 (Bankr. D. Ore.
Case No. 10-64783).  James Ray Streinz, Esq., who has an office in
Portland, Oregon, assists the Debtor in its restructuring effort.
The Debtor estimated its assets at $10 million to $50 million and
debts at $1 million to $10 million.


REGAL ENTERTAINMENT: Prices Offering for $275-Mil. of Senior Notes
------------------------------------------------------------------
Regal Entertainment Group said it plans to offer $275 million
aggregate principal amount of its senior notes due 2018.  The
company has priced the offering at a price to the public of 100%
of their face value.

The Company intends to use all of the net proceeds of the offering
to:

   i) redeem all of Regal Cinemas' outstanding 9.375% senior
      subordinated notes due 2012,

  ii) repurchase or repay all of the Company's outstanding 6.25%
      convertible senior notes due 2011,

iii) pay fees and expenses related to this offering, and

  iv) for general corporate purposes, which may include the
      redemption, repayment or repurchase of other indebtedness.

                  About Regal Entertainment Group

Based in Knoxville, Tennessee, Regal Entertainment Group (NYSE:
RGC) -- http://www.REGmovies.com/-- is the largest motion picture
exhibitor in the world.  Regal's theatre circuit, comprising Regal
Cinemas, United Artists Theatres and Edwards Theatres, operates
6,739 screens in 545 locations in 38 states and the District of
Columbia.  Regal operates theatres in 43 of the top 50 U.S.
designated market areas.

                           *     *     *

According to the Troubled Company Reporter on Aug. 13, 2010, Fitch
Ratings has assigned a 'B-/RR6' rating to Regal Entertainment
Group $275 million 9.125% senior unsecured note due 2018.
Proceeds of the notes are expected to be used to redeem all of
Regal Cinemas Corporation's (Regal Cinema) 9.375% senior
subordinated notes due 2012 and all of Regal's 6.25% convertible
senior notes due 2011, and for general corporate purposes, which
may include the repayment or repurchase of other indebtedness.
Regal Cinemas is an indirectly wholly owned subsidiary of Regal.

Moody's Investors Service assigned a B3 rating to Regal
Entertainment Group's proposed new $275 million senior unsecured
note issuance.  Regal is the publicly traded parent holding
company of Regal Cinemas Corporation's.  Proceeds from the new
issue will be used to retire Regal's $200 million of 6.25%
convertible notes due 2011 and repay the $52 million residual from
a former $200 million 9.3875% senior subordinated notes offering
by Regal Cinemas, with the remainder used to pay fees and expenses
and for general corporate purposes.

Standard & Poor's Ratings Services assigned Regal Entertainment
Group's proposed $275 million senior unsecured notes due 2018 its
issue-level rating of 'B-' (two notches lower than S&P's 'B+'
corporate credit rating on the company).  S&P also assigned this
debt a recovery rating of '6', indicating its expectation of
negligible (0% to 10%) recovery for noteholders in the event of
payment default.


REGENCY ENERGY: Zephyr Deal Modestly Positive for Credit Profile
----------------------------------------------------------------
Moody's Investors Service views Regency Energy Partners LP's (Ba3
Corporate Family Rating, B1 senior unsecured note rating and
positive outlook) recent announcement to acquire Zephyr Gas
Services for $185 million and its subsequent $363 million common
units offering as modestly positive for its credit profile.

The last rating action on Regency was on May 12, 2010, when
Moody's affirmed the company's ratings at Ba3 and changed the
outlook to positive from stable.

Headquartered in Dallas, Texas, Regency Energy Partners LP is a
publicly traded master limited partnership engaged in natural gas
gathering, processing, and transportation.


RESPONSE GENETICS: June 30 Balance Sheet Upside-Down by $1.7MM
--------------------------------------------------------------
Response Genetics, Inc.'s balance sheet at June 30, 2010, showed
total assets of 12,505,814, total liabilities of $6,324,932,
common stock classified outside of stockholders' equity of
$7,854,682, and a stockholders' deficit of $1,673,800, according
to the latest Form 10-Q filed with the Securities and Exchange
Commission.

For three months ended June 30, the Company posted net loss of
$425,038 compared with net loss of $2,383,033 for the same period
ended December 2009.  Revenues were $5,642,655 for the quarter
ended June 30, compared with $1,898,239 for the quarter ended June
30, an increase of $3,744,416, or 197%.

For six months ended June 30, the Company posted net loss of
$2,519,584 compared with net loss of $5,645,361 for the same
period ended December 2009.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?68c5

Response Genetics, Inc., is a life science company engaged in the
research, development, marketing and sale of pharmacogenomic tests
for use in the treatment of cancer.


RESPONSE BIOMEDICAL: Posts C$1.87 Million Net Loss in Q2 2010
-------------------------------------------------------------
Response Biomedical Corp. filed on August 10, 2010, unaudited
financial statements for the three months ended June 30, 2010.
The Company reported a net loss of C$1.87 million on
C$2.11 million of revenue for the three months ended June 30,
2010, compared with a net loss of C$1.90 million on $2.07 million
of revenue for the same period of 2009.

The Company's balance sheet as of June 30, 2010, showed
C$18.01 million in total assets, C$12.55 million in total
liabilities, and a stockholders' equity of C$5.46 million.

The Company's inability to generate sufficient cash flows may
result in it not being able to continue as a going concern.  The
Company has sustained continuing losses since its formation and at
June 30, 2010, had a deficit of C$95.23 million and incurred
negative cash flows from operations of C$1.41 million and
C$4.35 million for the three and six month periods ended June 30,
2010.  The Company believes these conditions raise substantial
doubt about its ability to continue as a going concern.

A full-text copy of the Company's financial statements for the
three months ended June 30, 2010, is available for free at:

             http://researcharchives.com/t/s?68d7

Headquartered in Vancouver, British Columbia, Response Biomedical
Corporation (TSX: RBM, OTCBB: RPBIF) -- www.responsebio.com/ --
develops, manufactures and markets rapid on-site diagnostic tests
for use with its RAMP(R) Platform for clinical and environmental
applications.  The RAMP(R) system consists of a Reader and single-
use disposable test cartridges, and has the potential to be
adapted to more than 250 medical and non-medical tests currently
performed in laboratories.  RAMP(R) clinical tests are
commercially available for the early detection of heart attack,
congestive heart failure, influenza and RSV through our commercial
partners, Roche and 3M Health Care respectively.  In the non-
clinical market, RAMP(R) Tests are currently provided for the
environmental detection of West Nile Virus, and Biodefense
applications including the rapid on-site detection of anthrax,
smallpox, ricin and botulinum toxin.


RICHARD NAHIGIAN: Case Summary & 8 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Richard Nahigian
        2656 Aberdeen Avenue
        Los Angeles, CA 90027

Bankruptcy Case No.: 10-43870

Chapter 11 Petition Date: August 12, 2010

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

Judge: Victoria S. Kaufman

Debtor's Counsel: Ovsanna Takvoryan, Esq.
                  TAKVORYAN LAW GROUP, A PROFESSIONAL CORP
                  450 N. Brand Boulevard, Suite 600
                  Glendale, CA 91203
                  Tel: (818) 291-6272
                  Fax: (818) 484-2126
                  E-mail: ovsanna@takvoryanlawgroup.com

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

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

A list of the Debtor's eight largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/cacb10-43870.pdf


RITE AID: Bank Debt Trades at 11% Off in Secondary Market
---------------------------------------------------------
Participations in a syndicated loan under which Rite Aid
Corporation is a borrower traded in the secondary market at 88.95
cents-on-the-dollar during the week ended Friday, Aug. 13, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 0.50
percentage points from the previous week, The Journal relates.
The Company pays 175 basis points above LIBOR to borrow under the
facility.  The bank loan matures on  May 25, 2014, and carries
Moody's B3 rating and Standard & Poor's B+ rating.  The loan is
one of the biggest gainers and losers among 198 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

Headquartered in Camp Hill, Pennsylvania, Rite Aid Corporation
(NYSE: RAD) -- http://www.riteaid.com/-- is the largest drugstore
chain on the East Coast and the third largest drugstore chain in
the U.S.  The Company operates more than 4,900 stores in 31 states
and the District of Columbia.

                           *     *     *

According to the Troubled Company Reporter on Aug. 11, 2010,
Moody's Investors Service assigned a B3 rating to Rite Aid
Corporation's proposed $650 million senior secured first lien
notes due 2020. All other ratings including the company's Caa2
Corporate Family Rating, Caa2 Probability of Default Rating, and
SGL-3 Speculative Grade Liquidity rating were affirmed. The
rating outlook is stable.

Standard & Poor's Ratings Services in August also said it assigned
its 'B+' issue rating and '1' recovery rating to Harrisburg, Pa.-
based Rite Aid Corp.'s proposed $650 million senior secured notes.
The '1' recovery rating indicates S&P's expectation for very high
(90- 100%) recovery in the event of a payment default. At the
same time, S&P affirmed all ratings on the company, including the
'B-' corporate credit rating. The outlook is stable.


RIVER ROAD: Court Grants FDIC's Bid to Intervene Bankruptcy Case
----------------------------------------------------------------
Bankruptcy Law360 reports that a U.S. bankruptcy court has granted
the Federal Deposit Insurance Corp.'s request to intervene in
River Road Hotel Partner LLC's bankruptcy, allowing the agency to
aid U.S. Bank National Association as it seeks the right to credit
bid on the debtor's assets.

River Road Hotel Partners LLC is the owner of the InterContinental
Chicago O'Hare airport hotel.  Affiliate RadLAX Gateway Hotel LLC
owns the Radisson hotel at Los Angeles International Airport.
Both are ultimately controlled owned by Harp Group.

River Road and RadLAX filed Chapter 11 in Chicago in August 2009
(Bankr. N.D. Ill. Case No. 09-30029).  Based in Oak Brook,
Illinois, River Road estimated assets of as much as $100 million
and debt of as much as $500 million in its Chapter 11 petition.


ROBERT POULIOT: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Joint Debtors: Robert David Pouliot
               Michele Francis Pouliot
                 fka Michele Francis Wilder
               244 Eareckson Lane
               Stevensville, MD 21666

Bankruptcy Case No.: 10-28289

Chapter 11 Petition Date: August 11, 2010

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

Debtors' Counsel: Tate Russack, Esq.
                  Russack Associates, LLC
                  100 Severn Avenue, Suite 101
                  Annapolis, MD 21403
                  Tel: (410) 505-4150
                  Fax: (410) 510-1390
                  E-mail: tate@russacklaw.com

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

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

A list of the Joint Debtors' 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mdb10-28289.pdf


RUFFIN ROAD: Case Summary & 2 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Ruffin Road Venture Lot 3
        3655 Ruffin Road
        San Diego, CA 92123

Bankruptcy Case No.: 10-14356

Chapter 11 Petition Date: August 12, 2010

Court: U.S. Bankruptcy Court
       Southern District of California (San Diego)

Debtor's Counsel: Edward Medina, Esq.
                  MEDINA LAW GROUP
                  4025 Camino Del Rio South, Suite 300
                  San Diego, CA 92108
                  Tel: (619) 542-7865
                  Fax: (619) 609-0703
                  E-mail: emedina@medina-lawgroup.com

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

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

A list of the Company's two largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/casb10-14356.pdf

The petition was signed by Kevin Tucker, president


RYAN PERRY: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Joint Debtors: Ryan Donald Perry
               Shana Stone Perry
               712 Granite Peak Drive
               Rolesville, NC 27571

Bankruptcy Case No.: 10-06478

Chapter 11 Petition Date: August 12, 2010

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

Judge: Randy D. Doub

Debtors' Counsel: Jason L. Hendren, Esq.
                  HENDREN & MALONE, PLLC
                  4600 Marriott Drive, Suite 150
                  Raleigh, NC 27612
                  Tel: (919) 573-1422
                  Fax: (919) 420-0475
                  E-mail: bwood@hendrenmalone.com

Scheduled Assets: $1,417,295

Scheduled Debts: $5,801,687

A list of the Joint Debtors' 20 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/nceb10-06478.pdf

Debtor-affiliate filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
R&D Development, LLC                  10-03924            05/14/10


SANLUIS CORPORACION: Fitch Cuts Issuer Default Ratings to 'RD'
--------------------------------------------------------------
Fitch Ratings has downgraded these ratings of SANLUIS Corporacion,
S.A. de C.V.'s:

  -- Foreign and local currency Issuer Default Ratings to 'RD'
     from 'C'.

Fitch has also taken these rating actions:

SANLUIS Co-Inter, S.A., a fully owned subsidiary of SANLUIS:

  -- Foreign and local currency IDRs assigned 'RD'.

SANLUIS Rassini Autopartes, S.A. de C.V.'s, a fully owned
subsidiary of SISA, downgraded to 'RD' from 'C'.

SANLUIS' unsecured bonds, issued through SANLUIS' subsidiary
SANLUIS Co-Inter S.A.:

  -- Debenture notes due June 2010 affirmed at 'C/RR6';

  -- Mandatory convertible notes due June 2011 affirmed at
     'C/RR6'.

SANLUIS' secured debt (RCA):

  -- Secured restructured credit facility debenture affirmed at
     'CC/RR3'.

These rating actions follow recent events related to SANLUIS'
secured and unsecured debt.

SANLUIS announced during June 2010 that its subsidiaries had
reached an agreement to extend payments on US$146 million in bank
debt to the end of 2014 and that SISA had defaulted on its
US$88.1 million notes due in June 2010 and would seek to
restructure this debt.  During July, SANLUIS informed that holders
of SISA's 7% mandatorily convertible debentures due June 2011 had
accelerated the maturity.

The downgrades of SANLUIS' and Rassini's IDRs to 'RD' reflect the
uncured payment default of SISA.  Also factored into the ratings
is an expectation that SISA will not pay the 7% mandatorily
convertible debentures, initially due in June 2011 and recently
accelerated.  The 'RR6' recovery ratings on SISA's debentures and
mandatory convertible notes reflect Fitch's expectation that the
recovery prospects for the debt instruments are poor.  SISA is an
intermediate holding company and therefore these unsecured notes
are structurally subordinate to the secured debt at the level of
the operating companies (Suspension Group Debt).

The 'CC/RR3' rating of the US$146 million senior secured
restructured credit facility indicates above average recovery
expectations, in the event of default, due to the recently
completed refinancing agreement with the secured lenders and the
improvements in SANLUIS' cash flow generation.  The recovery
rating of 'RR3' has been capped by Mexico's classification as a
Group C country within Fitch's criteria entitled Country Specific
Treatment of Recovery Ratings. dated Aug. 21, 2006.

As of June 30, 2010, SANLUIS had approximately US$386 million of
total consolidated debt and US$16 million of cash and marketable
securities.  The company's debt consists primarily of
US$146 million of secured restructured debt, US$88.1 million of 8%
guaranteed senior notes due in June 2010, including capitalized
interest; and US$132 million of 7% mandatorily convertible
debentures due in June 2011, including capitalized interest.

Several restructuring initiatives have resulted in an improvement
in the company's EBITDA margin to 13.2% during the last 12 month
(LTM) period ended June 30, 2010 from 6.2% during the fiscal year
2008.  During the LTM period ended in June 30 2010, the company's
EBITDA was US$67 million, which positively compares with the
levels the company reached in fiscal 2009 and fiscal 2008 of
US$38 million and US$32 million, respectively, and is in line with
the US$69 million of EBITDA the company averaged between 2005 and
2007.

SANLUIS is a leading manufacturer of suspension and brake
components.  Its business has been under extreme pressure in
recent years due to the dramatically decline in demand for light
trucks (pickup trucks, SUVs, vans and minivans) in North America;
a rebound in demand for vehicles in the U.S. may not improve the
outlook for the company, as consumers shift to smaller vehicles.
The company's performance is closely related to General Motors
Corp. (GM), Ford Motors Co.  (Ford) and Chrysler, as these three
companies represent approximately 65% of its revenues.


SBARRO INC: June 30 Balance Sheet Upside-Down by $10.8 Million
--------------------------------------------------------------
Sbarro Inc. filed its quarterly report on Form 10-Q, reporting a
net loss of $824,000 on $76.09 million of total revenues for the
three months ended June 27, 2010, compared with a net loss of
$19,000 on $80.13 million total revenues for the three months
ended June 28, 2009.

The Company's balance sheet at June 27, 2010, showed
$457.52 million in total assets, $33.89 million in total current
liabilities, $7.12 million in deferred rent, $70.64 million in
deferred tax liability, $13.01 million due to former shareholders,
$5.21 million in accrued interest payable, $336.28 million in
long-term debt, and a stockholders' deficit of $10.77 million.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?68df

                       About Sbarro Inc.

Melville, N.Y.-based Sbarro, Inc. -- http://www.sbarro.com/-- is
the world's leading Italian quick service restaurant concept and
the largest shopping mall-focused restaurant concept in the world.
The Company has 1,056 restaurants in 41 countries.

                         *     *     *

As of March 26, 2010, the Company carries Standard and Poors' CCC+
senior credit facility rating, CCC- Senior Notes rating, and CCC+
corporate rating.  In July 2009, Moody's increased Sbarro's credit
ratings to Caa1 from Caa2 on its senior credit facility, affirmed
its C rating on its senior notes and affirmed its Ca corporate
rating, which ratings hold to date.


SEA ISLAND: Case Summary & 30 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Sea Island Company
          aka Sea Island Shooting School
              Sea Island Yacht Club
              Sea Island Stables
              Cabin Bluff
        100 Salt Marsh Lane
        St. Simons Island, GA 31522

Bankruptcy Case No.: 10-21034

Chapter 11 Petition Date: August 10, 2010

About the Debtor: Sea Island -- http://www.seaisland.com/-- is a
                  private resort and real estate development
                  company founded in 1926, Sea Island Company owns
                  and operates Sea Island Resorts, featuring two
                  of the world's most exceptional destinations:
                  the Forbes Five-Star Cloister at Sea Island and
                  The Lodge at Sea Island.  Sea Island is filing a
                  Chapter 11 plan based upon an agreement to sell
                  substantially all of its assets to Sea Island
                  Acquisition LP, a limited partnership formed by
                  investment funds managed by the global
                  investment firms Oaktree Capital Management,
                  L.P. and Avenue Capital Group.

Court: U.S. Bankruptcy Court
       Southern District of Georgia (Brunswick)

Debtor's Counsel: Sarah R. Borders, Esq.
                  Harris Winsberg, Esq.
                  Sarah L. Taub, Esq.
                  Jeffrey R. Dutson, Esq.
                  KING & SPALDING LLP
                  1180 Peachtree Street, NE
                  Atlanta, GA 30309-3521
                  Tel: (404) 572-4600
                  Fax: (404) 572-5100

Debtor's
Co-Counsel:       Robert M. Cunningham, Esq.
                  GILBERT, HARRELL, SUMERFORD & MARTIN PC
                  P.O. Box 190
                  Brunswick, GA 31521
                  Tel: (912) 265-6700
                  Fax: (912) 264-3917
                  E-mail: rcunningham@gilbertharrelllaw.com

Debtor's
Restructuring
Advisors:         FTI CONSULTING, INC.

Debtor's Claims
& Notice Agent:   EPIQ BANKRUPTCY SOLUTIONS, LLC

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

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

Debtor-affiliates that filed separate Chapter 11 petitions on
August 10, 2010:

        Entity                        Case No.
        ------                        --------
Sea Island Coastal Properties, LLC    10-21035
Sea Island Services, Inc.             10-21036
Sea Island Resort Residences, LLC     10-21037
Sea Island Apparel, LLC               10-21038
First Sea Island, LLC                 10-21039
Sical, LLC                            10-21040

The petitions were signed by David Bansmer, president and chief
operating officer.

Sea Island Co.'s List of 30 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Dennie McCrary                     Employment          $27,014,406
283 West 13th Street               obligations
Sea Island, GA 31561

PBGC                               Pension claim       $13,109,840
Dept. of Insurance Supervision & Compliance
1200 K. Street N.W.
Washington, DC 20005-4026

David Everett                      Employment           $3,617,106
319 West 48th Street               obligations
Sea Island, GA 31561

Matt Hodgdon                       Employment           $3,450,249
307 Carnoustie                     obligations
St Simons Island, GA 31522-2423

Edward T. Wright                   Employment           $2,307,344
107 Arthur J. Moore Drive          obligations
St Simons Island, GA 31522

Merrell Hawkins LLC                Note payable         $2,245,985
One Premier Plaza 5605
Glenridge Drive NE, Suite 720
Atlanta, GA 30342-1378

C. T. Adams                        Employment           $1,809,663
503 Vassar Point                   obligations
St Simons Island, GA 31522-2416

William C. Smith                   Employment           $1,521,610
225 Abbott Lane                    obligations
St Simons Island, GA 31522

Billy Ray Gibson                   Employment           $1,371,481
406 Whitfield Avenue               obligations
St Simons Island, GA 31522-2229

Bob Flight                         Employment             $869,794
24 Gayfield Road                   obligations
Cape Elizabeth, ME 04107

Tom Fazio                          Trade debt             $850,000
401 N. Main Street, Suite 400
Hendersonville, NC 28792

Sue M. Sayer                       Employment             $594,813
302 Forest Oaks                    obligations
St Simons Island, GA 31522-2489

Imperial Credit Corporation        Trade debt             $323,710
101 Hudson Street
Jersey City, NJ 07302

Georgia Power                      Trade debt             $293,640
241 Ralph McGill Boulevard, B-10180
Atlanta, GA 30308

William R. Graham                  Employment             $168,376
                                   obligations

Merry T. Tipton                    Employment             $137,917
                                   obligations

Joyce McNeely                      Employment             $137,071
                                   obligations

Clifford Owens, Jr.                Employment             $129,198
                                   obligations

Bill Edenfield                     Employment             $124,977
                                   obligations

Institution Food House Inc         Trade debt             $110,933

Nancy Butler                       Employment              $95,836
                                   obligations

Bill Miller                        Employment              $71,412
                                   obligations

Barbara Ann Johns                  Employment              $63,262
                                   obligations

Glynn Landscaping                  Trade debt              $56,840

Carl Patrick Talley                Employment              $56,608
                                   obligations

John Deere Credit                  Trade debt              $55,880

Network Services Plus Inc.         Trade debt              $52,525

Barry's Beach Service Inc.         Trade debt              $49,265

Lesco/John Deere Landscapes        Trade debt              $44,703

Bernd Lembcke                      Employment              $43,486
                                   obligations


SHANE CO: Files Plan, Offers to Repay Nearly 100% of Claims
-----------------------------------------------------------
Bankruptcy Law360 reports that Shane Co. has floated a
reorganization plan that calls for the continued operation of the
family-owned business during restructuring and for the recovery,
over time, of nearly 100 percent of all creditor claims.

To facilitate approval of the plan, President, CEO, Director and
major shareholder Thomas M. Shane has agreed to defer repayments
on some $30 million he loaned his troubled company, Law360 says.

According to Ed Sealover at Denver Business Journal, Mr. Shane
agreed to loan the company 50% of federal income tax refund he has
and will collect in the futuer on account of net operating losses
of the company in order to help fund the obligations of the
company.

Headquartered in Centennial, Colorado, Shane Co. --
http://www.shaneco.com/-- sells jewelry.  The Company filed for
Chapter 11 protection on January 12, 2009 (Bankr. D. Col. Case No.
09-10367).  Gregg M. Galardi, Esq., at Skadden, Arps, Slate,
Meagher & Flom, LLP, serves as the Debtor's counsel, and Caroline
C. Fuller, Esq., at Fairfield and Woods, P.C., serves as the
Debtor's local counsel.  Charles F. McVay, the U.S. Trustee for
Region 19, appointed six creditors to serve on an Official
Committee of Unsecured Creditors.  Cohen Tauber Spievack
& Wagner P.C. represents the Committee.  The Debtor proposed
Kurtzman Carson Consultants LLC as its claims agent.  The Company
filed formal lists showing assets for $130 million and debt
totaling $103 million, including $31.4 million owing on secured
claims.


SHAWN MCBRIDE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Shawn M. McBride
               Dana M. McBride
               17507 Central Avenue
               Upper Marlboro, MD 20774

Bankruptcy Case No.: 10-28445

Chapter 11 Petition Date: August 12, 2010

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

Judge: Paul Mannes

Debtors' Counsel: Rowena Nicole Nelson, Esq.
                  LAW OFFICE OF ROWENA N. NELSON & ASSOC.
                  1801 McCormick Drive, Suite 150
                  Largo, MD 20774
                  Tel: (301) 358-3348
                  Fax: (877) 728-7744
                  E-mail: rnelson@rnnlawmd.com

Scheduled Assets: $4,292,330

Scheduled Debts: $2,272,820

A list of the Joint Debtors' 20 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/mdb10-28445.pdf


SHELDRAKE LOFTS: Case Summary & 17 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Sheldrake Lofts LLC
        217 Forest Avenue
        New Rochelle, NY 10804

Bankruptcy Case No.: 10-23650

Chapter 11 Petition Date: August 10, 2010

Court: United States Bankruptcy Court
       Southern District of New York (White Plains)

Judge: Robert D. Drain

Debtor's Counsel: David H. Wander, Esq.
                  DAVIDOFF, MALITO & HUTCHER, LLP
                  605 Third Avenue
                  New York, NY 10158
                  Tel: (212) 557-7200
                  Fax: (212) 286-1884
                  E-mail: dhw@dmlegal.com

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

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

The petition was signed by Ofer Attia, sole member of Mamaroneck
Development LLC, Debtor's member.

Debtor's List of 17 Largest Unsecured Creditors:

  Entity                 Nature of Claim        Claim Amount
  ------                 ---------------        ------------
Remediation Capital      mortgage               $12,000,000
Funding LLC
810 7th Ave., 28th Floor
New York, NY 10019

Doriano Totis            sale of real property  $900,000
12265 Eagles Lending Way
Boynton Beach, FL 33437

John Esposito            sale of real property  $900,000
300 Judit Drive
Stormville, NY 12582

A. Pappajohn Company     pre-construction       $45,000
                         services

Ellenoff Grossman &      legal services         $5,002
Schole LLP

Gruppuso Plumbing Corp.  plumbing services      $3,006
                         2007

All Safe Fire Sprinklers inspection             $2,754
Corp.

Joel Echevarria          security deposit       $2,400

Suburban Carting Corp.   garbage removal        $2,148
                         services

Best Oil, Inc.           oil delivery in 2009   $1,895

Mirtha/Nellis            security deposit       $1,700

Theresa Cozart           security deposit       $1,786

H2O Corp.                security deposit       $1,500

Odilio Lopez             security deposit       $1,500

Town of Mamaroneck       property taxes         Unknown

Village of Mamaroneck    property taxes         Unknown

Westchester Water Works                         Unknown


SPA AT SUNSET: Case Summary & 10 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: The Spa at Sunset Isles Condominium Association, Inc.
        c/o A & N Management, Inc.
        902 Clint Moore Road, Suite 110
        Boca Raton, FL 33487

Bankruptcy Case No.: 10-33758

Chapter 11 Petition Date: August 12, 2010

Court: U.S. Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Paul G. Hyman, Jr.

Debtor's Counsel: Bradley S. Shraiberg, Esq.
                  2385 NW Executive Center Drive, #300
                  Boca Raton, FL 33431
                  Tel: (561) 443-0801
                  Fax: (561) 998-0047
                  E-mail: bshraiberg@sfl-pa.com

Scheduled Assets: $1,333,239

Scheduled Debts: $39,370,124

A list of the Company's 10 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/flsb10-33758.pdf

The petition was signed by Susan Lerner, vice president.


SPX CORPORATION: Moody's Upgrades Ratings on Senior Notes to 'Ba1'
------------------------------------------------------------------
Moody's Investors Service has upgraded the senior unsecured notes
ratings of SPX Corporation to Ba1 from Ba2, following the upsizing
of the new senior unsecured note issue due 2017 to $600 million
from $350 million.  Per the company's filings, net proceeds from
the offering will be used to pay down outstanding amounts under
the company's senior credit facilities.  The company's existing
Ba1 Corporate Family Rating, Ba1 Probability of Default, and its
SGL-1 rating remain unchanged.  The ratings outlook remains
stable.

As a result of the upsizing of the company's new unsecured notes
there will be less senior debt ahead of the new notes in the
capital structure.  As stated in Moody's press release dated
August 10, 2010, "the rating on the new notes could increase to
the level of the CFR if there were less senior debt above them per
Moody's loss given default methodology."

The last rating action on SPX Corporation was on August 10, 2010,
at which time Moody's assigned a Ba2 to the company's $350 million
proposed note offering and affirmed the company's Ba1 Corporate
Family Rating and stable outlook.

SPX Corporation is a global, multi-industrial manufacturer.
Operating in over 35 countries, the company provides a diverse
array of products and services within its three core business
segments: flow technology (approximately 34% of revenues); thermal
equipment and services (33%); and, test and measurement (17%).
The fourth business line, industrial products and services (16%)
includes industrial operations that are North American focused and
lack global scale.  SPX has indicated that some of the businesses
in this segment are not core to the company's growth strategy.
SPX derives approximately 60% of its revenues from infrastructure-
related products and service, including cooling systems, heat
exchangers, and power transformers.  SPX also provides pumps,
metering systems and valves for various global markets including
oil and gas, chemical and petrochemical exploration, and
refinement.  Revenues for the LTM period through July 3, 2010,
totaled approximately $4.8 billion.


SS QUALITY: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: SS Quality Fuels, LLC
        2840 North 75th Avenue
        Phoenix, AZ 85035

Bankruptcy Case No.: 10-25372

Chapter 11 Petition Date: August 11, 2010

Court: U.S. Bankruptcy Court
       District of Arizona (Phoenix)

Judge: George B. Nielsen Jr.

Debtor's Counsel: Donald W. Powell, Esq.
                  CARMICHAEL & POWELL, P.C.
                  7301 N. 16th Street, #103
                  Phoenix, AZ 85020
                  Tel: (602) 861-0777
                  Fax: (602) 870-0296
                  E-mail: d.powell@cplawfirm.com

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

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

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

The petition was signed by Haresh N. Mirchandani, managing member.


STATION CASINOS: Fertitta Is Winning Bidder for Opco Assets
-----------------------------------------------------------
Judge Gregg W. Zive of the U.S. Bankruptcy Court for the District
of Nevada closed the auction, on August 9, 2010, for most of the
assets of Station Casinos, Inc., and its affiliates and selected
Fertitta Gaming LLC as the highest or best bidder.

The Debtors and FG Opco Acquisitions, LLC, an entity 100% owned by
Fertitta Gaming LLC, prior to the closing of the auction, entered
into an asset purchase agreement for the Opco Assets dated as of
June 7, 2010.  The Asset Purchase Agreement served as the stalking
horse bid in an auction of all or substantially all of the assets
of the Sellers.

The Asset Purchase Agreement contemplates that an affiliate of
Purchaser in which German American Capital Corporation and J.P.
Morgan Chase Bank, N.A., will also be equityholders will purchase
substantially all of the assets and assume certain specified
liabilities of the Sellers, all as described more fully in the
Asset Purchase Agreement.

A full-text copy of the Asset Purchase Agreement filed at the U.S.
Securities and Exchange Commission is available at:

               http://ResearchArchives.com/t/s?6868

Judge Zive held that all other letters of intent, bids or
expressions of interest for the Opco Assets are deemed rejected.

The hearing to approve the Successful Bid and to authorize the
Sale will be held in conjunction with the hearing to consider
confirmation of the Joint Plan of Reorganization.

                   Dr. Nave Files Status Report

Prior to the closing of the Auction, Dr. James E. Nave, an
independent director of Station Casinos, Inc., filed with the
Court a status report regarding compliance with auction procedures
and resulting bids with respect to the order establishing bidding
procedures and deadlines relating to the sale process for
substantially all of the assets of Station Casinos, Inc. and
certain "Opco" subsidiaries.

(A) Auction Progress

After the Court's entry of the Bidding Procedures Order, the Opco
Debtors and their advisors, including Lazard Freres & Co. LLC,
conducted a comprehensive 60-day marketing process to solicit
alternative proposals to the Stalking Horse Bid to produce the
highest and best bid for the Opco Assets.  During this period,
Lazard contacted 79 potential bidders, 39 of which expressed
preliminary interest in participating in the Auction process.

(B) Public Notice

In addition to direct marketing efforts of Lazard, on June 9 or
10, 2010, notice of the Auction and the Bidding Procedures order
was published once in each of the Las Vegas Review-Journal, the
Wall Street Journal and the Financial Times.

(C) Confidentiality Agreements

The Bidding Procedures require that any parties interested in
submitting bids for all or any portion of the Opco Assets
execute and deliver to Dr. Nave and the Consultation Parties a
Confidentiality Agreement before being permitted to engage in any
due diligence with respect to the Opco Assets.  Thirty-nine
parties expressed a preliminary interest in participating in the
Auction and 26 parties executed and delivered Confidentiality
agreements.

(D) Preliminary Due Diligence

Lazard developed a package of preliminary due diligence
information, which included access to a "Phase 1 Data Room," which
included informational materials describing the Opco Assets and
various other financial and legal information that Lazard felt
would allow bidders to put forth thoughtful letter of intents.
The package was prepared with particular sensitivity to the
concerns of SCI and other interested parties that competitive
information not be shared prematurely with parties whose interest
in acquiring the Opco Assets might not be genuine, while still
providing sufficient information so that Potential Bidders could
determine whether or not they wished to proceed with the Auction
process.  Parties who executed and delivered Confidentiality
Agreements were provided with preliminary due diligence
information.

(D) Letters of Intent

In addition to having to enter into a Confidentiality Agreement,
in order to have access to additional comprehensive due diligence,
the Bidding Procedures required that any Potential Bidder submit a
preliminary written proposal letter of intent by June 30, 2010,
containing (i) the identification of the specific Assets the
Potential Bidders seek to acquire; (2) the purchase price range
for those specific Assets; (3) any material assets and liabilities
expected to be excluded; (4) the structure and financing of the
proposed sale; (5) any anticipated third-party approvals necessary
for completion of the Sale; and (6) the anticipated time frame and
any anticipated impediments to accomplishing each aspect of
consummating a Sale of the Opco Assets.  Potential Bidders were
also required to deliver current audited financial statements and
latest unaudited financial statements demonstrating an ability to
consummate a Sale of the Assets proposed to be purchased by that
party.  The Opco Debtors received eight LOIs by the applicable
deadline.

(E) Qualified Bidders

The Opco Debtors, under Dr. Nave's direction and in consultation
with the Consultation Parties, determined seven of the parties who
submitted LOIs satisfied all the requirements necessary to be
Qualified Bidders.  With respect to one party, the Opco Debtors,
under Dr. Nave's direction and in consultation with the
Consultation Parties, based on advice from Lazard, determined that
the LOI submitted did not qualify with respect to the financing of
the proposed sale because it remained uncertain at the time the
LOI was submitted.  In that case, the Opco Debtors required the
Lazard communicate to that party that its LOI did not comply with
the Bidding Procedures with respect to the financing of the
proposed sale.  The Opco Debtors timely informed all parties that
submitted LOIs if they were deemed to be Qualified Bidders.

(F) Nature of Bidders

Other than the Stalking Horse Bidder, only one Qualified Bidder
submitted a LOI purporting to seek to purchase substantially all
of the Opco Assets: Boyd Gaming Corporation.  The other six
Qualified Bidders submitted LOIs seeking to purchase selected
assets.  Because the selected Asset Bidders did not seek to
purchase assets that could be combined to form a Joint bid for
substantially all of the Opco Assets, both Boyd Gaming and the
Stalking Horse Bidder were contacted to determine if either or
both would have any interest in forming a bidding group with some
or all of the Selected Asset Bidders.

(G) Diligence and Data Room

Qualified Bidders were given access to an electronic data room
that contained 115 documents.  Additionally, bidders that signed
confidentiality agreements were offered the opportunity to conduct
property tours and hold meetings with SCI management in order to
review recent operating performance and answer detailed questions
about the business.  In particular, Boyd Gaming conducted multiple
due diligence meetings with SCI management and the Debtors'
advisors.

(H) Qualified Bids

The Bid Deadline with respect to all Qualified Bids passed on July
30, 2010, by which no Qualified Bidder submitted a Qualified bid
for all or substantially all of the Opco Assets, leaving the
Stalking Horse bid as the only Qualified Bid to seek that
transaction.

Boyd Gaming, which was the only other Qualified Bidder other than
the Stalking Horse Bidder, formally dropped its bid for the Opco
Assets on July 30.

In a public statement, Keith Smith, President and Chief Executive
Officer of Boyd Gaming, stated that "[o]ver the last eighteen
months, we have devoted significant resources in our attempt to
acquire the Opco assets of Station Casinos.  Unfortunately, given
bidding procedures that favor Station insiders, and our current
view of the limited potential value of the operating and
development assets, we have concluded this opportunity no longer
makes sense for our company."

Boyd Gaming also noted numerous provisions in the approved bidding
process that made it difficult for qualified bidders to compete
for the assets on a level playing field, including, among other
things:

   * A put option that would force an outside buyer to acquire
     the currently leased land under Texas Station for $75
     million, a requirement that would not apply to Station
     insiders;

   * Provisions which allow Station to transfer certain crucial
     assets from the OpCo assets prior to their sale, including
     customer lists and IT infrastructure, without adequate
     compensation; and,

   * Station's right to hire away any or all employees and
     executives of the OpCo assets prior to their sale,
     regardless of their strategic role, at Station's sole
     discretion.

"Boyd Gaming remains committed to growth, however, we will only
pursue transactions that are financially sound, fit well with our
existing business, and offer attractive long-term returns for our
shareholders.  Clearly, this opportunity no longer meets these
criteria," Mr. Smith said.

The Non-Conforming Bids were not submitted in compliance with the
Bidding Procedures because, among other reasons, they were not
submitted by parties who submitted timely LOIs, and are not
considered Qualified Bids.

(I) Recommendation and Request for Approval

The management of SCI, and the Consultation Parties, Dr. Nave is
of the opinion that the Stalking Horse Bid is the highest and best
bid for the Opco Debtors.  Additionally, based on current
information available to Dr. Nave and his advisors, Dr. Nave is
unable to recommend further action with respect to the Non-
Conforming Bids and believes that it would not be in the best
interest of the Debtors to terminate the sale process or extend
the deadlines set forth in the Bidding Procedures.  Assuming that
the Non-Conforming Bids are not improved or modified, then Dr.
Nave recommends that the Court (1) accept the Stalking Horse Bid
as the Successful Bid, (2) reject the Non-Conforming Bids, and (3)
formally close the Auction pending the outcome of the Sale Hearing
and confirmation of the Debtors' reorganization plan.

                    D. Aronson's Declaration

Daniel Aronson, managing director of Lazard Freres & Co. LLC,
filed with the Court a declaration in support of the Status
Report.  According to Mr. Aronson, he believes that the sale and
bidding process was conducted in accordance with the Bidding
Procedures, that potential bidders were provided with fair and
open access to all reasonable diligence materials and that the
Bidding Procedures provided an open and level playing field for
all potential bidders.

                       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.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477).
Milbank, Tweed, Hadley & McCloy LLP serves as legal counsel in the
Chapter 11 case; Brownstein Hyatt Farber Schreck, LLP, as
regulatory counsel; and Lewis and Roca LLP is local counsel.
Lazard Freres & Co. LLC is 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: Fertitta, et al., Back Chapter 11 Plan
-------------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, Fertitta Gaming LLC, Frank Fertitta,
Lorenzo Fertitta, FJF Investco, LLC, LJF Investco, LLC, FCP Class
B HoldCo LLC, FC Investor LLC, Thomas Barrack, Jr., and Colony
Capital, LLC, disclosed that on July 23, 2010, they entered into
an Amended and Restated Memorandum of Understanding, which amends
and restates in its entirety that certain Memorandum of
Understanding that was entered into by the parties thereto on
March 23, 2010, and filed as an exhibit to the amendment to
Schedule 13D of the Reporting Persons filed on May 19, 2010.

Pursuant to the Amended and Restated MOU, the parties agreed,
among other things, to support the approval of the joint plan of
reorganization of Station Casinos, Inc., and its affiliates that
are debtors and debtors-in-possession, and for Frank Fertitta and
Lorenzo Fertitta, through a controlled affiliate, to grant certain
equity options, warrants and certain other rights in a holding
company formed to hold all of the equity interests in reorganized
FCP PropCo, LLC, to an affiliate of Colony.

                       Support Agreement

In a further amended Schedule 13D filing with SEC, the Reporting
Persons disclosed that on July 28, 2010, (a) German American
Capital Corporation and JPMorgan Chase Bank, N.A., (b) Fertitta
Gaming LLC, (c) Frank Fertitta and Lorenzo Fertitta, and (d)
affiliates of Fidelity Management & Research Company, Oaktree
Capital Management, L.P., and Serengeti Asset Management, LP,
entered into a Support Agreement.

Pursuant to the Support Agreement, the Put Parties agreed, among
other things and subject to certain terms and conditions, to:

  (i) support confirmation of the joint plan of reorganization
      of Station Casinos, Inc. and its affiliates that are
      debtors and debtors-in-possession and the approval of the
      related disclosure statement;

(ii) refrain from commencing or maintaining certain litigation
      activity against the Debtors and their affiliates, certain
      lenders of the Debtors and Fertitta Gaming; and

(iii) negotiate in good faith a commitment agreement pursuant to
      which that Put Parties would agree to purchase specified
      amounts of equity interests contemplated to be issued in a
      rights offering and certain other equity issuances by a
      holding company formed to hold all of the equity interests
      in reorganized FCP PropCo, LLC.

The Support Agreement incorporates by reference the terms of an
attached term sheet, which the Put Parties have agreed in the
Support Agreement to support.  The Term Sheet, among other things,
contemplates that, subject to the conditions contained therein,
certain unsecured creditors of SCI will receive, through one or
more newly organized entities which are to hold equity interests
in Holdco, certain warrants exercisable for equity interests in
Holdco and certain rights to participate in the Rights Offering.

                       Commitment Agreement

On August 5, 2010, (a) certain affiliates of Fidelity Management &
Research Company, Oaktree Capital Management, L.P., and Serengeti
Asset Management, LP (b) German American Capital Corporation and
JPMorgan Chase Bank, N.A., (c) Fertitta Gaming LLC and (d) Frank
Fertitta and Lorenzo Fertitta entered into the Put Party
Commitment Agreement, pursuant to the terms of which, among other
things, the Put Parties committed to purchase up to $100 million,
in the aggregate, of equity interests contemplated to be issued by
a holding company formed to hold all of the equity interests in
reorganized FCP PropCo, LLC.

The purchase commitment of the Put Parties embodied in the
Commitment Agreement is subject to the satisfaction of certain
conditions specified therein.

On August 6, 2010, Station Casinos, Inc., and certain subsidiaries
of SCI and FG Opco Acquisitions, LLC, an entity 100% owned by
Fertitta Gaming, entered into an Asset Purchase Agreement, dated
as of June 7, 2010.

The Asset Purchase Agreement served as the stalking horse bid in
an auction of all or substantially all of the assets of the
Sellers and, on August 6, 2010, was declared the winning bid of
the Auction Sale.

Pursuant to the Asset Purchase Agreement, it is contemplated that
an affiliate of Purchaser in which German American Capital
Corporation and JPMorgan Chase Bank, N.A., will also be
equityholders will purchase substantially all of the assets and
assume certain specified liabilities of the Sellers, all as
described more fully in the Asset Purchase Agreement.

                       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.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477).
Milbank, Tweed, Hadley & McCloy LLP serves as legal counsel in the
Chapter 11 case; Brownstein Hyatt Farber Schreck, LLP, as
regulatory counsel; and Lewis and Roca LLP is local counsel.
Lazard Freres & Co. LLC is 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: Reaches Deal With Committee on Lawsuits
--------------------------------------------------------
Station Casinos Inc. and its units have entered into a Court-
approved settlement agreement with the Official Committee of
Unsecured Creditors, contingent on confirmation of the Joint
Chapter 11 Plan of Reorganization, which is set for hearings on
August 27 and 30, 2010.

The Settlement Agreement provides that if the Plan is confirmed by
August 30, 2010, the Settlement will resolve the disputes related
to the Committee's motion for entry of an order granting leave,
standing, and authority to prosecute and settle causes of action
on behalf of the Debtors' estates and the supplement to the
Standing Motion.

The Debtors and the Committee request that the briefing with
respect to the Supplement to the Standing Motion be stayed pending
until after August 27 and 30, 2010 confirmation hearings.

If the Plan is not confirmed August 30, 2010, the Debtors and the
Committee request that the Court enter an order permitting parties
that filed responses to the Standing Motion to file and serve
responses to the Supplement to the Standing Motion no later than
September 15, 2010.

                       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.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477).
Milbank, Tweed, Hadley & McCloy LLP serves as legal counsel in the
Chapter 11 case; Brownstein Hyatt Farber Schreck, LLP, as
regulatory counsel; and Lewis and Roca LLP is local counsel.
Lazard Freres & Co. LLC is 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)


STEVE WALKER, III: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Steve Campbell Walker, III
        1777 N Jefferson
        Monticello, FL 32344

Bankruptcy Case No.: 10-40776

Chapter 11 Petition Date: August 12, 2010

Court: U.S. Bankruptcy Court
       Northern District of Florida (Tallahassee)

Debtor's Counsel: Allen Turnage, Esq.
                  LAW OFFICE OF ALLEN TURNAGE
                  P.O. Box 15219
                  2344 Centerville Road, Suite 101
                  Tallahassee, FL 32317
                  Tel: (850) 224-3231
                  Fax: (850) 224-2535
                  E-mail: service.attyallen@embarqmail.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 creditors together with its
petition.


STONE*WALL FARM: Sues Fifth Third et al. to Recover Property
------------------------------------------------------------
Stonewall Farm Stallions I LLC and its debtor-affiliates filed
before the U.S. Bankruptcy Court for the Eastern District of
Kentucky a complaint against Fifth Third Bank, JP Morgan Chase
Bank N.A., and Bluewater Sales LLC, seeking to (i) recover their
property, (ii) determine the validity, priority or extent of liens
in the property; (iii) obtain equitable relief; and (iv) obtain
declaratory relief.

According to Kentucky.com, the complaint is an attempt of the
Company to block Fifth Third's effort to force the company to turn
over stallion certificates.  The certificate is proof of a foal's
lineage.  The certificate is necessary to register a foal as a
Thoroughbred with The Jockey Club so the horse can be raced or
bred.

The report, citing papers filed with the court, says the
certificates are crucial in getting stud fees paid off.  The
company does not want to sell foals without paying the stud fees.
All of those stud fees have been pledged to Chase Bank.  The
company said it owes $14.85 million to Fifth Third and $7 million
toy Chase Bank.

Stonewall Stallion operates a thoroughbred stallion farm.


STONE*WALL FARM: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Stone*Wall Farm Stallions, LLC
        3204 Midway Road
        Versailles, KY 40383

Bankruptcy Case No.: 10-06984

Chapter 11 Petition Date: August 11, 2010

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

Judge: Jerry A. Funk

Debtor's Counsel: Eric S. Golden, Esq.
                  BURR & FORMAN LLP
                  450 South Orange Avenue, Suite 200
                  Orlando, FL 32801
                  Tel: (407) 244-0888
                  Fax: (407) 244-0889
                  E-mail: egolden@burr.com

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flmb10-06984.pdf

The petition was signed by Audrey Haisfield, manager.

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Hotcopri, LLC                         10-52315            07/20/10
Malandrin, LLC                        10-52316            07/20/10
NeverTell Farm Kentucky V, LLC        10-06418            07/25/10
Stone*Wall Farm Stallions I, LLC      10-52318            07/20/10
Stone*Wall Farm Stallions IV, LLC     10-06411            07/24/10
Stone*Wall Farm Stallions Racing
  Division I, LLC                     10-52317            07/20/10
Stone*Wall Farm Stallions VII, LLC    10-52319            07/20/10
Stone*Wall Farm Stallions XI, LLC     10-06410            07/24/10


SUMMIT HOTEL: Inks Agreement And Plan of Merger With New Partner
----------------------------------------------------------------
Summit Hotel Properties LLC entered On August 5, 2010, into an
Agreement and Plan of Merger with Summit Hotel OP LP, a newly-
formed Delaware limited partnership.

The sole general partner of the OP is Summit Hotel Properties,
Inc., a newly formed Maryland corporation that will elect to be
treated as a real estate investment trust, or REIT, for U.S.
federal income tax purposes.

Summit REIT intends to undertake an underwritten initial public
offering of its common stock and will apply to list its common
stock on the New York Stock Exchange.  The OP will be the
operating partnership of Summit REIT, in a structure utilized by
many other publicly traded REITs, and will continue the Company's
hotel ownership business.  Each of the OP and Summit REIT are
affiliates of the Company and were organized to effect the
reorganization of the Company contemplated by the Merger Agreement
and related transactions.

Pursuant to the Merger Agreement, assuming the conditions to
closing are satisfied or waived, at closing:

   * the Company will merge with and into the OP with the OP as
     the surviving entity;

   * the OP will be the successor to the assets and liabilities of
     the Company;

   * the current members of the Company will receive an aggregate
     of 9,993,992 common units of a single class of limited
     partnership interests in the OP;

   * Class A and Class A-1 members of the Company will receive
     accrued and unpaid priority returns on their membership
     interests through August 31, 2010;

   * accrued and unpaid returns priority returns on Class A and
     Class A-1 membership interests of the Company for the period
     of September 1, 2010 through the closing of the Merger may be
     paid with any available cash after satisfying working capital
     requirements, reserve requirements and payments to lenders in
     the discretion of management of the Company; and

   * the Company will cease to exist, the membership interests of
     the Company will become null and void and the former members
     of the Company will become limited partners of the OP.

The members of the Company will receive a fixed number of OP units
in the Merger based on the number of OP units allocated to each
class of membership interest in the Company owned by the member
and the ratio of that member's adjusted capital contribution to
the class to the total adjusted capital contributions to the
class.

The Merger Agreement includes customary representations and
warranties of the parties.  Completion of the Merger is subject to
satisfaction of a number of conditions, including:

   i) approval by the required members of the Company of (a) an
      amendment to the Third Amended and Restated Operating
      Agreement for the Company to clarify the vote required to
      approve a merger of the Company and (b) the Merger Agreement
      and

  ii) completion of the IPO.

The Merger Agreement permits the OP to terminate the Merger
Agreement if the IPO is not completed.  The Company may terminate
the Merger Agreement if the Merger has not been completed by
September 30, 2011.

The Amendment and the Merger Agreement and related transactions
were approved unanimously by the full board of managers of the
Company.

The Merger Agreement has been included to provide investors and
security holders with information regarding its terms.  It is not
intended to provide any other factual information about the
Company or the OP.  The representations, warranties and covenants
contained in the Merger Agreement were made only for purposes of
the Merger Agreement and as of specified dates and were made
solely for the benefit of the parties to the Merger Agreement.

The representations and warranties may have been made for the
purpose of allocating contractual risk between the parties to the
Merger Agreement instead of establishing these matters as facts,
and may be subject to standards of materiality applicable to the
contracting parties that differ from those applicable to
investors.

Investors should not rely on the representations, warranties and
covenants or any descriptions thereof as characterizations of the
actual state of facts or condition of the Company, the OP or any
of their respective subsidiaries or affiliates.  Moreover,
information concerning the subject matter of the representations
and warranties may change after the date of the Merger Agreement,
which subsequent information may or may not be fully reflected in
the Company's public disclosures.

A full-text copy of the Agreement and Plan of Merger is available
for free at http://ResearchArchives.com/t/s?68e7

                       About Summit Hotel

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

                           *     *     *

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


SUN-TIMES MEDIA: PBGC Assumes 7 Pension Liabilities
---------------------------------------------------
Bankruptcy Law360 reports that the Pension Benefit Guaranty Corp.
has taken over seven Chicago Sun-Times pension plans that were
discontinued when the bankrupt newspaper was purchased in an
auction last October.

Law360 the federal agency will cover benefits for 2,360 pensioners
left out in the cold when David Tyree's investment group decided
not to honor the plans.

                       About Sun-Times Media

Sun-Times Media Group, Inc. (Pink Sheets: SUTMQ) --
http://www.thesuntimesgroup.com/-- (Pink Sheets: SUTM) owns
media properties including the Chicago Sun-Times and Suntimes.com
and 58 suburban newspaper titles and corresponding Web sites.  The
Company and its affiliates conduct business as a single operating
segment which is concentrated in the publishing, printing, and
distribution of newspapers in greater Chicago, Illinois,
metropolitan area and the operation of various related Web sites.
The Company also has affiliates in Canada, the United Kingdom, and
Burma.

Sun-Times Media's balance sheet at September 30, 2008, showed
total assets of $479.9 million, total liabilities of
$801.7 million, resulting in a stockholders' deficit of roughly
$321.8 million.

The Company and its affiliates filed for Chapter 11 bankruptcy
protection on March 31, 2009 (Bankr. D. Del. Case No. 09-11092).
James H.M. Sprayregan, P.C., James A. Stempel, Esq., David A.
Agay, Esq., and Sarah H. Seewer, Esq., at Kirkland & Ellis LLP,
assist the Debtors in their restructuring efforts.  Sun-Times
Media's investment banker is Rothschild Inc.  and its estructuring
advisor is Huron Consulting Group.  Kurtzman Carson Consultants
LLC is the Debtors' claims agent.  The Debtors disclosed
$479,000,000 in assets and $801,000,000 in debts as of November 7,
2008.


SUPERCONDUCTOR TECH: Posts $3.1 Million Net Loss in Q2 2010
-----------------------------------------------------------
Superconductor Technologies Inc. filed its quarterly report on
Form 10-Q, reporting a net loss of $3.1 million on $2.4 million of
revenue for the three months ended July 3, 2010, compared with a
net loss of $4.1 million on $2.6 million of revenue for the three
months ended June 27, 2009.

The Company's balance sheet as of July 3, 2010, showed
$13.1 million in total assets, $2.6 million in total liabilities,
and stockholders' equity of $10.6 million.

As reported in the Troubled Company Reporter on March 22, 2010,
Stonefield Josephson, Inc., in Los Angeles, expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company has incurred
significant net losses since its inception and has an accumulated
deficit of roughly $225.7 million and expects to incur substantial
additional losses and costs.

For the six months ended July 3, 2010, the Company incurred a net
loss of $5.6 million and negative cash flows from operations of
$4.1 million.  In 2009, the Company incurred a net loss of
$13.0 million and had negative cash flows from operations of
$7.4 million.

At July 3, 2010, the Company had $5.5 million in cash and cash
equivalents.  The Company's cash resources, together with its line
of credit, may not be sufficient to fund its business through
2010.

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

               http://researcharchives.com/t/s?68b7

                About Superconductor Technologies

Santa Barbara, Calif.-based Superconductor Technologies Inc.
(Nasdaq:SCON) -- http://www.suptech.com/-- provides advanced
radio frequency ("RF") wireless solutions, innovative adaptive
filtering, power-efficient high temperature superconductor ("HTS")
materials and cryogenics for both commercial and government
applications.


TERRACE POINTE: Has Until August 20 to Use Bank of America's Cash
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida, in a
third interim order, authorized Terrace Pointe Apartments I, LLC,
and its debtor-affiliates to use the cash collateral which Bank of
America, N.A., claims an interest.

The Debtors may use the cash collateral until August 20, 2010, to
pay operating expenses.  The cash collateral consists of proceeds
generated by the lease or rental of the apartment units.

The Court will conduct a further interim evidentiary hearing on
the Debtors' continued use of the cash collateral on August 19 at
1:30 p.m.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant BOA a replacement lien on all
cash collateral acquired by the Debtor or the estate on or after
the Petition Date to the same extent, validity, and priority to
the security interest in cash collateral that BOA held as of the
Petition Date.

              About Terrace Pointe Apartments I, LLC

Tampa, Florida-based Terrace Pointe Apartments I, LLC, aka Terrace
Pointe Apartments, filed for Chapter 11 bankruptcy protection on
April 5, 2010 (Bankr. M.D. Fla. Case No. 10-07946).  Amy Denton
Harris, Esq., at Stichter, Riedel, Blain & Prosser, P.A., assists
the Company in its restructuring effort.  The Company estimated
its assets and debts at $10,000,001 to $50 million.

Terrace Pointe Apartments II, LLC, and Terrace Pointe Apartments
III, LLC -- each disclosing assets and debts of up to $50 million
-- and other affiliates also filed for Chapter 11.


TATOU SUPPER: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Tatou Supper Club, LLC
        333 S. Boylston Street
        Los Angeles, CA 90017

Bankruptcy Case No.: 10-43580

Chapter 11 Petition Date: August 11, 2010

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

Judge: Alan M. Ahart

Debtor's Counsel: Roger C. Lim, Esq.
                  LAW OFFICES OF RC LIM
                  16 N. Marengo Avenue, Suite 616
                  Pasadena, CA 91101
                  Tel: (626) 689-4072
                  Fax: (888) 846-8777
                  E-mail: rclim@att.net

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/cacb10-43580.pdf

The petition was signed by Jeremy Fitgerald, owner and general
manager.


THREE SISTERS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Three Sisters Nursing Home, Inc.
          dba Springfield Health Care Center, Inc
        6130 North Michigan Road
        Indianapolis, IN 46228

Bankruptcy Case No.: 10-12104

Chapter 11 Petition Date: August 11, 2010

Court: U.S. Bankruptcy Court
       Southern District of Indiana (Indianapolis)

Judge: Anthony J. Metz III

Debtor's Counsel: Robert D. Cheesebourough, Esq.
                  ROBERT D. CHEESEBOUROUGH
                  543 E. Market Street, Suite 1
                  Indianapolis, IN 46204
                  Tel: (317) 637-7000
                  Fax: (317) 638-2707
                  E-mail: mah@home-saver.org

Scheduled Assets: $1,535,940

Scheduled Debts: $1,193,774

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/insb10-12104.pdf

The petition was signed by Mamie Beamon, president.


TOR MINERALS: Earns $470,000 in Second Quarter of 2010
------------------------------------------------------
TOR Minerals International, Inc., filed its quarterly report on
Form 10-Q, reporting net income of $470,000 on $7.93 million of
revenue for the three months ended June 30, 2010, compared with a
net loss of $8,000 on $5.65 million of revenue for the same period
of 2009.

HITOX sales increased 9% to $3.10 million for the three months
ended June 30, 2010, as compared to the same period in 2009
primarily due to an increase in world-wide demand.  ALUPREM sales
increased 65% to $2.94 million during the second quarter of 2010
as compared to the same period of 2009 primarily due to an
increase in sales in Europe.  BARTEX sales increased 58% to
$977,000.  HALTEX sales increased 153% to $841,000.

The Company's balance sheet at June 30, 2010, showed
$34.60 million in total assets, $10.16 million in total
liabilities, and a shareholders' equity of $24.44 million.

As reported in the Troubled Company Reporter on March 29, 2010,
UHY LLP, in Houston, expressed substantial doubt about the
Company's ability to continue as a going concern, following its
2009 results.  The independent auditors noted that the Company's
credit facility with a financial institution matures on August 15,
2010, at which time the credit facility will be terminated as
indicated by the financial institution.  As a result, the Company
will be required to raise additional capital, find alternative
means of financial support, or both.  The Company may have
difficulty in obtaining the necessary financing to repay this
credit facility.

The Company acknowledges in the latest 10-Q that it is working
diligently to establish a corporate lending relationship with a
new financial institution for the Company's US operations prior to
August 15, 2010.  However, there can be no assurance that the
Company will be able to successfully refinance the debt due to the
Bank.

A full-text copy of the Form 10-Q is available for free at:

               http://researcharchives.com/t/s?68d8

Corpus Christi, Tex.-based TOR Minerals International, Inc.
(Nasdaq: TORM) -- http://www.torminerals.com/-- is a global
manufacturer and marketer of specialty mineral and pigment
products for high performance applications with manufacturing and
regional offices located in the United States, Netherlands and
Malaysia.


TOWNSEDGE TELLURIDE: Case Summary & 6 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Townsedge Telluride, LLC
        775 Baywood Drive, Suite 207
        Petaluma, CA 94954

Bankruptcy Case No.: 10-30376

Chapter 11 Petition Date: August 12, 2010

Court: U.S. Bankruptcy Court
       District of Colorado (Denver)

Judge: Howard R. Tallman

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

Scheduled Assets: $5,850,000

Scheduled Debts: $4,853,689

A list of the Company's six largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/cob10-30376.pdf

The petition was signed by Paul Claeyessens, trustee of PBC Trust,
manager.


TOYS "R" US: Fitch Assigns 'B-/RR5' Ratings on New Term Loan
------------------------------------------------------------
Fitch Ratings has assigned 'B-/RR5' ratings to Toys 'R' Us, Inc.'s
subsidiary, Toys 'R' Us - Delaware, Inc.'s new secured term loan
due 2016 and new senior secured notes due 2016.  The combined size
of the issuance is expected to be $1 billion.  Proceeds of the
offerings will be used to repay the existing $798 million secured
term loan and the $181 unsecured term loan.  Therefore, upon
repayment, Fitch's 'B-/RR5' rating on the $798 million secured
term loan and 'CCC/RR6' rating on the $181 million unsecured term
loan will be withdrawn.  The refinancing will help extend the debt
maturity profile with $162 million, $542 million and $281 million
now due in 2010, 2011 and 2012, respectively.

The 'B' Issuer Default Rating and issue ratings on Toys and its
various subsidiary entities are currently on Rating Watch Positive
following the May 2010 announcement of the company's plan to
pursue an initial public offering estimated at around
$800 million.  A portion of the net proceeds from the IPO will be
used for debt repayment, which Fitch expects will result in
leverage (adjusted debt/EBITDAR) decreasing to below 5.5 times
from 6.1x as of May 1, 2010.

The ratings continue to reflect Toys' successful operating
strategy which resulted in improved operating results and credit
metrics in the last 12 months ending May 1, 2010, despite the
challenging operating environment.  The ratings also reflect
Fitch's expectation for further strengthening of credit metrics in
fiscal 2010 with positive free cash flow generation and improved
liquidity.  This is balanced by the intense competition in the toy
retailing sector and the highly seasonal nature of Toys' business.

Toys' LTM (ending May 1, 2010) revenues remained flat compared to
fiscal 2008 ending Jan. 31, 2009 while the world toy market
declined 4% in 2009 as estimated by The NPD Group.  The increased
penetration of higher margin private label products combined with
strong inventory controls and cost reduction efforts related to
store labor, advertising and travel led to over 100 basis points
of expansion in the EBIT margin to 4.8% during the LTM period.  As
a result of this and debt reduction of $229 million, LTM leverage
(defined as adjusted debt/EBITDAR) declined to 6.1x from 6.8x in
fiscal 2008.

Fitch expects Toys' adjusted debt/EBITDAR will continue to improve
in fiscal 2010 based on the assumption of 2.5%-3.0% comparable
store sales and a 50 bps operating EBIT margin expansion.  This is
expected to be achieved through the company's continued rollout of
side-by-side store conversions in fiscal 2010, expansion of its
internet business by integrating online and store capabilities and
launching e-commerce sites in international markets, and the
continued implementation of holiday pop-up stores.  Also, Toys'
profit margins should continue to benefit from an increase in
exclusive and private label products, ongoing supply chain
efficiencies such as direct sourcing and cost control efforts such
as the alignment of store staffing hours with traffic into the
stores.  The combination of improving operating results and debt
reduction from the net proceeds of the IPO is expected to decrease
leverage to below 5.5x.

Toys' liquidity is supported by $519 million of cash and cash
equivalents as of May 1, 2010, and $1.2 billion of availability
under its various revolvers.  In addition, Toys generated positive
free cash flow of $608 million as a result of solid working
capital management in the LTM period.  However, Fitch anticipates
free cash flow generation will be in the range of $200 million-
$300 million in the next two years, similar to historical levels,
as the company reinvests in the business through increases in
capital expenditures and inventory purchases.

Of concern is the strong competition in the toy retailing
business.  Toys competes with a number of retailers, including
other toy retailers, discounters, and catalog and internet
businesses.  During the holiday season, retailers dedicate more
shelf space to the toy category and offer competitive prices to
drive traffic into the stores.  In addition, Toys' business is
highly seasonal with more than 39% of its net sales and almost all
of its earnings generated in the fourth quarter over the last
three fiscal years.

The ratings on the new issues reflect Fitch's recovery analysis
based on the enterprise value of the company.  The enterprise
value of $3.5 billion is based on a distressed EBITDA of
$703 million and a market multiple of 5x in a distressed scenario.
Applying this value across the capital structure results in below-
average recovery prospects (11%-30%) for the secured term loan and
senior secured notes.  Both are secured by intellectual property
and second liens on accounts receivable and inventory of TOY-
Delaware and the guarantors.


TOYS "R" US: S&P Assigns 'BB-' Rating on Secured Term Loan
----------------------------------------------------------
Standard & Poor's Ratings Services said it assigned a 'BB-' issue
rating and '1' recovery rating to specialty retailer of toys and
juvenile products Toys "R" Us Inc.'s wholly owned subsidiary Toys
"R" US Delaware Inc.'s proposed secured term loan and secured
notes in an aggregate amount of about $1 billion.

The proposed term loan and secured notes are pari passu with each
other.  The term loan and secured notes are secured by a first
lien on substantially all assets (other than the assets securing
the company's asset-based revolving credit facility) and
intellectual property, as well as a second lien on the asset-based
loan collateral.

S&P placed the rating on the proposed secured term loan and
secured notes on CreditWatch with positive implications.  All
other ratings on the company, including the 'B' corporate credit
rating, remain on CreditWatch Positive, where they were placed on
June 1, 2010, due to the planned IPO of the company's common
stock.

The CreditWatch placement follows Toys' S-1 filing, under which it
plans to sell up to $800 million in common stock.  Toys plans to
use the bulk of the proceeds to repay debt.  If completed, S&P
expects debt reduction, along with improvement in cash flow, to
result in meaningfully better credit protection measures.  S&P
estimate that pro forma debt leverage will improve to the mid-5x
area, from 6.4x at May 1, 2010.  Furthermore, S&P expects that
EBITDA coverage of interest would increase to about 2.4x on a pro
forma basis, from 1.8x.

"Toys has achieved adequate operating performance," said Standard
& Poor's credit analyst Ana Lai, "despite sales pressure due to
sharp execution, merchandising, and cost-control initiatives that
have helped mitigate the effects of negative sales and protected
profitability." For the first quarter ended May 1, 2010, operating
results were within expectations with comparable-store sales
increasing 1.9% in the domestic division, while comparable-store
sales declined 1.4% in the international division.  EBITDA
remained relatively flat as higher selling expenses offset modest
gains in gross margin.

"S&P plan to resolve this CreditWatch listing when the IPO is
completed, with a likely outcome of a one-notch increase in the
rating to 'B+' from 'B'," added Ms.  Lai.  In S&P's May 18, 2010
summary analysis on Toys, S&P said that S&P could raise the rating
if debt leverage declines to less than 6x.  Additional support for
an upgrade comes from S&P's expectation that Toys' operating
results will remain good because of management's success with its
merchandising strategy and cost-control initiatives, as well as
the positive effect of the store conversion program.  S&P will
also review and analyze the company's business prospects and
financial policies in the future.


TRAILS EDGE: Case Summary & 2 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Trails Edge Telluride, LLC
        775 Baywood Drive, Suite 207
        Petaluma, CA 94954

Bankruptcy Case No.: 10-30378

Chapter 11 Petition Date: August 12, 2010

Court: U.S. Bankruptcy Court
       District of Colorado (Denver)

Judge: A. Bruce Campbell

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

Scheduled Assets: $4,000,000

Scheduled Debts: $3,010,206

A list of the Company's two largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/cob10-30378.pdf

The petition was signed by Paul Claeyessens, trustee of PBC Trust,
manager.


TRAVELPORT LLC: Moody's Affirms 'B2' Corporate Family Rating
------------------------------------------------------------
Moody's has affirmed the B2 corporate family rating and
probability of default rating of Travelport LLC.  The Ba3 senior
secured, the B3 senior unsecured and Caa1 subordinated instrument
ratings have also been affirmed; the outlook remains stable.
Concurrently, Moody's has assigned a provisional (P) B3 rating to
Travelport's proposed senior unsecured notes due in 2016.

The action follows the company's announcement that it plans to
issue a new US$250 million senior unsecured private offering with
a 6-year maturity which will be partly used to repay approximately
US$150 million in existing secured debt.  Moody's issues
provisional ratings in advance of the final sale of securities and
these ratings reflect Moody's preliminary credit opinion regarding
the transaction only.  Upon a conclusive review of the final
documentation, Moody's will endeavour to assign a definitive
rating to the notes.  A definitive rating may differ from a
provisional rating.

Moody's expects that this proposed transaction will have limited
impact on the company's metrics.  Nevertheless, the company's
gross leverage ratio remains above the target that Moody's had
indicated in its previous publications; Moody's expect it to trend
towards 6.5x (as adjusted by Moody's and including the PIK notes).
Moody's estimates that as of June 2010, this ratio was at 7.1x
which positions the company weakly in its rating category.  To
maintain the current ratings and outlook, Moody's would expect
Travelport to continue its efforts to improve its financial
profile and reduce its leverage ratio towards Moody's target in
the short-term.

Furthermore, Moody's notes that currently there is very limited
headroom under the net leverage covenant included in Travelport's
senior secured credit facilities (actual 5.48x versus 6x required
as of June 2010).  In addition this covenant will step-down to
5.75x and to 5.5x as of September 2010 and December 2010,
respectively, which is likely to further reduce the level of
headroom.  As such, Moody's current ratings and outlook factor in
the expectation that the company will take appropriate actions to
rebuild headroom to more comfortable levels and avoid any risks of
a potential breach of its financial covenant within the coming
quarters.

As of June 2010 the company's liquidity consisted of
US$167 million in cash, in addition to US$240 million of
availability under its existing revolving credit facility and it
is further supported by the company's 48% stake in Orbitz (rated
B2 with a stable outlook).  Moody's further notes that the company
generated free cash flow of approximately US$140 million on a last
12 months' basis to end June 2010 and has no meaningful near-term
debt maturities.

The stable outlook reflects Moody's expectation that the company's
metrics will improve and that it will increase its headroom under
the net leverage covenant in the near term in order to enhance its
financial flexibility.  While Moody's continue to believe that the
company's earnings remain exposed to the volatile travel sector,
Moody's also note IATA's forecasts of a recovery in passenger
numbers in international air travel in 2010, albeit with yields
remaining at a low level.  This should be beneficial for
Travelport, whose earnings profile is more exposed to air
passenger transaction volumes than yields.  A failure to improve
metrics over the short to medium term with gross leverage not
trending towards 6.5x (as adjusted by Moody's and including the
PIK notes) during the course of 2010, or further concerns
developing over liquidity, would likely be negative for the rating
or outlook.

While not expected in the medium term, positive pressure could
develop if the company were able to sustain leverage below 5.5x
with a strong liquidity profile.

These ratings/assessments are affirmed by the action with stable
outlook:

  -- Corporate Family Rating at B2;

  -- Probability of Default Rating at B2;

  -- US$270 million revolving credit facility due 2012 at Ba3 (LGD
     2, 25%);

  -- US$150 million synthetic letter of credit facility due 2013
     at Ba3 (LGD 2, 25%);

  -- US$2.19 billion term loan facility due 2013 at Ba3 (LGD 2,
     25%);

  -- US$150 million term loan C facility due 2013 at Ba3 (LGD 2,
     25%);

  -- EUR235 million senior unsecured notes due 2014 at B3 (LGD 5,
     74%);

  -- US$150 million floating rate senior unsecured notes due 2014
     at B3 (LGD 5, 74%);

  -- US$450 million fixed senior unsecured notes due 2014 at B3
     (LGD 5, 74%);

  -- US$300 million subordinated notes due 2016 at Caa1 (LGD 5,
     88%);

  -- EUR160 million subordinated notes due 2016 at Caa1 (LGD 5,
     88%).

This provisional rating is assigned:

  -- US$250 million senior unsecured notes due 2016 at (P) B3 (LGD
    5, 71%).

Headquartered in New York, Travelport is a leading provider of
transaction processing services to the travel industry through its
two main business networks, the global distribution system
business, which includes the Group's airline information
technology solutions business, and the Gullivers Travel Associates
business.  During fiscal year ending December 2009, the company
generated revenues of c.US$2.2 billion.


TRAVELPORT LLC: S&P Assigns 'CCC+' Rating on $250 Mil. Notes
------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its
'CCC+' issue rating to the proposed $250 million senior fixed-rate
notes due 2016 to be issued by U.S.-based Travelport LLC (B-
/Stable/--).  The recovery rating on the proposed notes is '5',
indicating S&P's expectation of modest (10%-30%) recovery for
noteholders in the event of a payment default.  S&P understands
that proceeds from the issuance will be partially used to prepay
about $150 million of senior secured bank debt.

The 'B' issue ratings and '2' recovery ratings on Travelport's
senior secured debt facilities remain unchanged, although cover on
these facilities is at the low end of the range.  The 'CCC' issue
ratings and '6' recovery ratings on Travelport's various
subordinated debt instruments are also unchanged.

The issue and recovery ratings are supported by S&P's valuation of
Travelport as a going concern at S&P's hypothetical point of
default, which reflects its view of the company's size, global
reach, and leading market positions.  S&P estimates Travelport's
stressed enterprise value at its simulated point of default in
2012 to be about $2.4 billion.  S&P's default scenario is
principally caused by an inability to refinance maturing debt due
in that year.  For the purposes of S&P's default scenario S&P
assume that an inability to refinance the payment-in-kind (PIK)
loan due in 2012 would trigger a broader restructuring, although
S&P understands that a default on the PIK loan does not trigger
cross-default clauses in the bank and bond documentation.

Recovery prospects for the proposed notes and, more particularly,
for the senior secured bank debt are sensitive to the security
package provided to bank lenders, who benefit from collateral only
over the U.S. operations.  This constrains recovery prospects for
senior secured lenders, but at the same time enhances recovery
prospects for the existing and proposed senior unsecured notes
that have access to the unpledged assets outside the U.S.  While
S&P assumes in its stressed valuation that the U.S. businesses
comprise 65% of the overall stressed value of the group, recovery
expectations, particularly for the senior secured debt, are
sensitive to changes in this assumption.  In the event that the
value of the U.S. businesses in a default scenario is less as a
proportion of the total stressed valuation than S&P anticipates,
or that S&P's overall stressed valuation was lower, recovery
prospects for the senior secured debt could fall below 70%.  This
could lead to the assignment of a lower recovery rating on the
senior secured debt.

                        Recovery Analysis

S&P expects the proposed notes to be unsecured but to benefit from
the same guarantee package made available to senior secured
lenders.  S&P considers Travelport's senior unsecured notes to
rank contractually subordinate to the senior secured lenders in
respect of the U.S. operations, but pari passu with senior secured
lenders in respect of the non-U.S. businesses.

To determine recoveries, S&P simulates a default scenario.  S&P's
default scenario principally focuses on the refinancing risks
faced by the company in 2012, assuming generally weak trading,
compounded by a material global travel disruption in that year.
In addition, S&P assumes rising interest rates on variable rate
debt.

S&P estimates EBITDA at default to be about $402 million, taking
into account stressed interest costs, debt repayments, and
maintenance capital expenditure levels.

Assuming a 6x multiple of EBITDA at default gives a gross
enterprise value of $2.41 billion.  From this, S&P deduct
enforcement costs and 50% of the pension deficit totaling
$0.26 billion.  This leaves a net enterprise value of
$2.15 billion available for creditors.  S&P assume that the U.S.
businesses account for about 65% of this amount, over which senior
secured lenders totaling $2.45 billion would have priority.  S&P
assume that the remaining 35%, comprising the value of the non-
U.S. businesses would then be available to meet the claims of
senior unsecured lenders totaling $1.11 billion plus the
unsatisfied portion of the original senior secured claim.

After including recoveries from all sources, this leaves
sufficient value for substantial (70%-90%) recovery for senior
secured lenders, modest (10%-30%) recovery for senior unsecured
lenders, including the proposed notes, and negligible (0%-10%)
recovery for subordinated noteholders and PIK lenders.


TRIBUNE CO: Bank Debt Trades at 37% Off in Secondary Market
-----------------------------------------------------------
Participations in a syndicated loan under which Tribune Co. is a
borrower traded in the secondary market at 62.50 cents-on-the-
dollar during the week ended Friday, Aug. 13, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents a drop of 0.45 percentage points
from the previous week, The Journal relates.  The Company pays 300
basis points above LIBOR to borrow under the facility, which
matures on May 17, 2014.  Moody's has withdrawn its rating while
Standard & Poor's does not rate the bank debt.  The loan is one of
the biggest gainers and losers among 198 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection on Dec. 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141).  The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.

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


TRICO MARINE: Hires AlixPartners' John Castellano as CRO
--------------------------------------------------------
Trico Marine Services, Inc., disclosed that on August 10, 2010, it
retained John Castellano from Alix Partners to serve as acting
Chief Restructuring Officer.  The Board has previously engaged
Alix Partners to advise the Company in its discussions with some
of its existing debt holders regarding restructuring certain of
its outstanding debt obligations.

Trico Marine also disclosed that on August 6, 2010, Rishi A. Varma
ceased to serve as its President and Chief Operating Officer.  The
Board of Directors appointed D. Michael Wallace, 58, as interim
Chief Operating Officer of the Company, effective August 6.

Mr. Wallace has served as the Company's Vice President, Business
Development since January 1, 2010.  Prior to this, he had served
as the Chief Executive Officer of Eastern Marine Services Limited,
the Company's joint venture with China Oilfield Services Limited
through which the Company provides services in Southeast Asia,
from December 2006 to January 2010.

From November 2002 until December 2006, Mr. Wallace served as the
Company's President, Emerging Markets and Head of Global
Marketing.  From January 2000 to November 2002, Mr. Wallace was
Vice President of Marine Division with ASCO US LLC, a wholesale
petroleum broker.  From December 1996 to December 1999, Mr.
Wallace was General Manager for Tidewater Marine, Inc., an
offshore supply vessel company, in Venezuela.

There are no arrangements or understandings between Mr. Wallace
and any other person pursuant to which he was selected as interim
Chief Operating Officer.

                         About Trico Marine

Woodlands, Texas-based Trico Marine Services is a provider of
support vessels for the offshore oil and natural-gas industry.
At March 31, 2010, the Company had total assets of $1,013,628,000
against total liabilities of $985,940,000.

Trico Marine has failed to make the $8.0 million interest payment
on $202.8 million in aggregate principle amount of its 8.125%
secured convertible debentures due 2013.  On June 17, 2010, the
30-day grace period permitted under the 8.125% Indenture expired,
triggering an Event of Default.

The Troubled Company Reporter on June 16, 2010, said Trico Marine
has signed a revised loan agreement on June 11 requiring the
company to file under Chapter 11 no later than Sept. 8.  The
agreement with affiliates Tennenbaum Capital Partners LLC provides
for converting the existing $25 million revolving credit
commitment into a $25 million term loan commitment.  Nordea Bank
Finland plc, New York Branch, as collateral agent, Obsidian Agency
Services, Inc., as administrative agent, also signed the
agreement.

As reported by the TCR on June 15, 2010, Trico said that it and
Evercore Partners are in discussions with various potential
lenders and some of the Company's existing debtholders regarding
obtaining additional financing in connection with a possible
proceeding under Chapter 11 of the Bankruptcy Code.

Trico emerged from a prior bankruptcy case in March 2005.  Trico
filed for bankruptcy on December 21, 2004 (Bankr. S.D.N.Y. Case
No. 04-17985) to deleverage its balance sheet.   The Company and
its subsidiaries filed a "prepackaged" plan together with the
chapter 11 petition.  The Court confirmed the Plan on January 21,
2005.  Leonard A. Budyonny, Esq., and Robert G. Burns, Esq., at
Kirkland & Ellis LLP, represented the Debtors in the 2004 case.


TRICO MARINE: Likely to Default on Covenants; Delays 10-Q Report
----------------------------------------------------------------
Trico Marine Services, Inc., warned in a regulatory filing that it
is highly unlikely that the Company will remain in compliance in
future periods with covenants requiring it to achieve financial
thresholds, including both EBITDA and liquidity thresholds in its
$25 million U.S. credit facility, the 11-7/8% senior secured notes
issued by Trico Shipping AS and Trico Shipping's working capital
facility.  The Company expects that it may not be in compliance
with financial covenants requiring the Company to achieve specific
EBITDA targets measured over the trailing 12 months.  If the
Company fails to maintain compliance with these covenants under
the various indentures and forbearance agreements, its creditors
may take certain actions, including declaring the outstanding
principal of the applicable debt to be due and payable
immediately.  In addition, the Company's results of operations may
limit Trico Shipping's ability to access additional funds under
its working capital facility.

Trico Marine also informed the Securities and Exchange Commission
last week it would delay the filing of its quarterly report on
Form 10-Q for the period ended June 30, 2010.

Trico Marine said the Company and certain of its domestic
subsidiaries have been engaged in negotiations with its lenders
and noteholders on the terms of a comprehensive financial
restructuring, the goal of which is to substantially reduce its
indebtedness and provide a long-term solution for its balance
sheet.  The efforts associated with these ongoing discussions have
caused a delay in the ability of the Company to close its books
and records, finalize its operating results and prepare its
financial statements for the quarter.

Trico said management is diligently working to close its books and
records and prepare financial statements as soon as possible with
a target of filing the Quarterly Report within the grace period
prescribed by Rule 12b-25 under the Securities Exchange Act of
1934, as amended.

Trico said there is no assurance that those discussions with debt
holders will continue or a restructuring will be consummated.
"Additionally, even if agreements regarding financial
restructuring are reached within the necessary time periods, we
may need to undertake bankruptcy proceedings in order to implement
the debt restructurings and/or achieve other changes to our cost
structure.  We may also be required to undertake bankruptcy
proceedings as a result of our inability to meet past, current and
future commitments.  Our credit and business risk profiles could
be adversely affected by a bankruptcy filing, which may have a
materially adverse effect on our business and results of
operations," Trico said.

At June 30, 2010, Trico had available cash of $32 million.  This
available cash reflects $22 million (net of debt repayments and
associated fees) drawn from its working capital facilities during
the calendar quarter ended June 30, 2010.  As of June 30, 2010,
all of Trico's consolidated outstanding indebtedness, in the
approximate amount of $769 million, was classified as current
liabilities.

"Our cash and credit capacity have not been sufficient to enable
us to meet our obligations, and our forecasted cash and available
credit capacity are not expected to be sufficient to meet our
other commitments as they come due over the next twelve months,"
Trico said.

"In light of our results of operations, we are renegotiating with
certain of our lenders the terms and conditions of our previously
disclosed debtor-in-possession financing commitment.

"We expect our operating results for the quarter ended June 30,
2010 compared to the quarter ended June 30, 2009 to reflect a
decline in revenue and lower operating income primarily as a
result of lower utilization in some areas, exiting the Gulf of
Mexico region, fewer vessels due to the sale of eleven vessels
primarily in the second half of 2009 and six in 2010, and the
deconsolidation of Eastern Marine Services Limited as of
January 1, 2010.  Operating income is also expected to be lower
due to a reduction in gains from the sale of assets recorded in
2010 compared to 2009. The 2010 results are also expected to
include higher interest expense and foreign exchange loss related
primarily to Trico Shipping's 11-7/8% senior secured notes and
certain intercompany notes. Other non-operating items included
reorganization costs in 2010 and refinancing costs in 2009. As
indicated below, we are in the process of finalizing certain
impairment analyses on tangible and intangible assets that could
result in impairment charges.

"At June 30, 2010, we updated our earlier impairment assessment of
intangible assets performed as of December 31, 2009, due to
changes in the key assumptions associated with our liquidity
restraints used in our fair value calculation. We expect to
recognize an impairment charge upon completion of our assessment."

Trico also disclosed it is currently in a dispute with the Tebma
shipyard in India regarding the construction of six vessels for
Trico Subsea AS -- Hulls No. 120, 121, 128 and 129 (Four Cancelled
Tebma Vessels) and Hulls No. 118 and 119 (Two Remaining Tebma
Vessels.  Trico Subsea AS and Tebma dispute whether the
construction contracts of each of the vessels remains in effect;
if not, by whom and for what reason the contracts were cancelled;
and whether Trico Subsea AS has the right to call on refund
guarantees issued for its benefit.  The refund guarantees are
issued by several Indian financial institutions in the aggregate
amount of approximately $19 million with respect to the Four
Cancelled Tebma Vessels, and in the aggregate amount of
approximately $22 million with respect to the Two Remaining Tebma
Vessels.

Since July 1, 2010, (i) Trico Subsea AS has taken action to cancel
the construction contracts for the Four Cancelled Tebma Vessels,
and submitted draw requests to the financial institutions issuing
the refund guarantees for the same vessels, in the approximate
aggregate amount of $19 million, and (ii) Tebma has taken action
to cancel the construction contracts for all six vessels, and
initiated court proceedings in India to restrain Trico Subsea AS
and the issuing financial institutions from acting in respect of
the refund guarantees.

"We are in discussions with Tebma to resolve these disputes. In
the case of the Four Cancelled Tebma Vessels, there is no
assurance that the financial institutions that issued the refund
guarantees will allow Trico Subsea AS to draw on such guarantees,
in part or in whole, or that the total proceeds from such
guarantees would equal approximately $19 million. In the case of
the Two Remaining Tebma Vessels, there is no assurance that the
vessel construction contracts remain in place, or that Tebma will
complete the construction of such vessels," Trico said.

"Further, there is no assurance that the refund guarantees on the
Two Remaining Vessels, which have expiration dates and need to be
periodically renewed, will continue to be renewed and be available
if called upon by Trico Subsea AS. As we continue to try to reach
a resolution of these matters and/or call on the refund
guarantees, we will continue to assess the approximately $84
million book value of the Two Remaining Tebma vessels, and the
approximately $19 million remaining book value of the Four
Cancelled vessels. In the process of completing an impairment
analysis, we may determine that an impairment of the Two Remaining
Tebma Vessels, and/or a further impairment with respect to the
Four Cancelled Tebma Vessels is necessary."

                         About Trico Marine

Woodlands, Texas-based Trico Marine Services is a provider of
support vessels for the offshore oil and natural-gas industry.
At March 31, 2010, the Company had total assets of $1,013,628,000
against total liabilities of $985,940,000.

Trico Marine has failed to make the $8.0 million interest payment
on $202.8 million in aggregate principle amount of its 8.125%
secured convertible debentures due 2013.  On June 17, 2010, the
30-day grace period permitted under the 8.125% Indenture expired,
triggering an Event of Default.

The Troubled Company Reporter on June 16, 2010, said Trico Marine
has signed a revised loan agreement on June 11 requiring the
company to file under Chapter 11 no later than Sept. 8.  The
agreement with affiliates Tennenbaum Capital Partners LLC provides
for converting the existing $25 million revolving credit
commitment into a $25 million term loan commitment.  Nordea Bank
Finland plc, New York Branch, as collateral agent, Obsidian Agency
Services, Inc., as administrative agent, also signed the
agreement.

As reported by the TCR on June 15, 2010, Trico said that it and
Evercore Partners are in discussions with various potential
lenders and some of the Company's existing debtholders regarding
obtaining additional financing in connection with a possible
proceeding under Chapter 11 of the Bankruptcy Code.

Trico emerged from a prior bankruptcy case in March 2005.  Trico
filed for bankruptcy on December 21, 2004 (Bankr. S.D.N.Y. Case
No. 04-17985) to deleverage its balance sheet.   The Company and
its subsidiaries filed a "prepackaged" plan together with the
chapter 11 petition.  The Court confirmed the Plan on January 21,
2005.  Leonard A. Budyonny, Esq., and Robert G. Burns, Esq., at
Kirkland & Ellis LLP, represented the Debtors in the 2004 case.


TYCOON DEVELOPMENT: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Tycoon Development Corporation
        2371 Fenton Street
        Chula Vista, CA 91914

Bankruptcy Case No.: 10-14277

Chapter 11 Petition Date: August 11, 2010

Court: U.S. Bankruptcy Court
       Southern District of California (San Diego)

Debtor's Counsel: Martin A. Eliopulos, Esq.
                  HIGGS, FLETCHER & MACK LLP
                  401 West A. Street, Suite 2600
                  San Diego, CA 92101
                  Tel: (619) 236-1551
                  Fax: (619) 696-1410
                  E-mail: elio@higgslaw.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/casb10-14277.pdf

The petition was signed by Solomon Levy, president.


UAL CORP: Bank Debt Trades at 10% Off in Secondary Market
---------------------------------------------------------
Participations in a syndicated loan under which United Air Lines,
Inc., is a borrower traded in the secondary market at 90.08 cents-
on-the-dollar during the week ended Friday, Aug. 13, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 0.95
percentage points from the previous week, The Journal relates.
The Company pays 200 basis points above LIBOR to borrow under the
facility.  The bank loan matures on Feb. 1, 2014, and carries
Moody's B1 rating and Standard & Poor's B+ rating.  The loan is
one of the biggest gainers and losers among 198 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

                       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 'B3' corporate family and
probability of default ratings from Moody's, 'B-' long term
foreign issuer credit rating from Standard & Poor's, and 'CCC'
long term issuer default rating from Fitch.

At June 30, 2010, UAL had $20.134 billion in total assets against
total current liabilities of $8.573 billion, long-term debt of
$6.281 billion, long-term obligations under capital leases of
$1.01 billion, other liabilities and deferred credits of
$7.022 billion, and a stockholders' deficit of $2.756 billion.


UAL CORP: Extends Travelport Distribution Pact
----------------------------------------------
Travelport, the business services provider to the global travel
industry, announced that United Air Lines, Inc., has signed a two-
year extension of their current full content agreement that is
designed to provide full content well into 2013, subject to the
terms of the agreement.  Through the extension of the agreement,
all United published fares and seat inventory, including Web fares
available on its own site, reservation offices and through third
parties, will be available to subscribers of Travelport's Apollo,
Galileo and Worldspan GDS systems, including all Travelport-
connected offline travel agencies and online agencies booking
through Travelport.

As part of the agreement, United is pleased to offer Travelport-
connected travel agents the option of selling their passengers
upgrades into United Airlines' popular Economy Plus seating.
Economy Plus seat upgrades will become available later this year
through the Travelport travel agency point of sale tools, Apollo
Focalpoint, Galileo Desktop and Worldspan GoRes.  This capability
provides multiple opportunities for agents to offer upgrades into
Economy Plus to their travelers throughout the transaction flow.
Travelport will also integrate these merchandising capabilities
over time into the Travelport Universal Desktop, making it easier
for Travelport-connected travel agents around the world to
transact this premium coach seat capability within their standard
workflow.

United's Economy Plus seating provides more room to work or rest
on a flight with up to five more inches of legroom and are located
at the front of the economy cabin.

"This agreement validates the tremendous value of Travelport's
global marketplace of approximately 60,000 travel agencies to an
important industry leader such as United and underscores our
ability to bring together travel buyers and sellers across the
globe in an efficient and cost-effective manner," said Travis
Christ, president, The Americas, Travelport GDS.  "Our Travelport-
connected travel agents, corporate travelers and consumer
customers will continue to have efficient access to the full
content offered by United Airlines and will also have the ability
to offer upgrades into Economy Plus to their customers."

"This extension provides United with a cost-effective solution to
distribute upgrades to Economy Plus to Travelport subscribers in a
flexible, innovative and appropriate manner," said Robert
McDowell, managing director, Distribution and E-Commerce, United
Airlines.  "United is continually looking for distribution
solutions that provide benefit for United, distribution partners
such as Travelport and, most importantly, our customers."

                        About Travelport

Travelport is a broad-based business services company and a
leading provider of critical transaction processing solutions to
companies operating in the global travel industry.  For more
information, visit Travelport's Web site at www.travelport.com

                       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 'B3' corporate family and
probability of default ratings from Moody's, 'B-' long term
foreign issuer credit rating from Standard & Poor's, and 'CCC'
long term issuer default rating from Fitch.

At June 30, 2010, UAL had $20.134 billion in total assets against
total current liabilities of $8.573 billion, long-term debt of
$6.281 billion, long-term obligations under capital leases of
$1.01 billion, other liabilities and deferred credits of
$7.022 billion, and a stockholders' deficit of $2.756 billion.


UAL CORP: Four D&Os Disclose Ownership of Common Stock
------------------------------------------------------
In regulatory filings with the Securities and Exchange Commission
dated July 28 to August 2, 2010, Kathryn A. Mikells, Glenn F.
Tilton, Graham W. Atkinson and Peter D. McDonald reported the
changes in their beneficial ownership of UAL Corp. common stock.

According to the filings, Ms. Mikells acquired 6,250 shares of UAL
common stock at $16.59 per share on July 26, 2010.  As a result of
the acquisition, Ms. Mikells beneficially owns 34,732 shares of
UAL common stock.

These directors disposed of these shares of UAL common stock from
July 28, to 30, 2010:
                                             Amt of Shares
                      No. of        Price    Beneficially
                      Shares         per     Owned After
  Director          Disposed of     Share    Transaction
  --------          -----------    ------    -------------
  Glenn F. Tilton     36,728       $24.05        159,180
  Graham W. Atkinson  17,097       $23.85          7,613
  Kathryn A. Mikells  12,189       $23.573        22,543
  Peter D. McDonald   22,000       $23.78              0

The prices of Messrs. Tilton and Atkinson's disposed of shares are
weighted average prices.  Specifically, those shares disposed of
by Mr. Tilton were sold in multiple transactions at prices ranging
from $24.00 to $24.10, inclusive.  Similarly, the shares sold by
Mr. Atkinson were sold in multiple transactions at prices ranging
from $23.7358 to $23.96, inclusive.  Mr. McDonald notes that his
disposed of shares were sold in multiple transactions at prices
ranging from $23.74 to $23.81, inclusive.

Ms. Mikells also disposed of 6,250 shares of UAL common stock
known as restricted stock at $0 price per share on July 26, 2010.
As a result of the disposition of shares, Ms. Mikells beneficially
owns 37,500 shares of UAL common stock.  Ms. Mikells' option award
of 6,250 shares of UAL common stock vests in four equal annual
installments on November 3, 2009, 2010, 2011 and 2012.

Ms. Mikells is chief financial officer of UAL.  Mr. Tilton is
chairman, president and chief executive officer of UAL.  Mr.
Atkinson is executive vice president - president mileage plus.
Mr. McDonald is executive vice president - chief administrative
officer of UAL.

                       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 'B3' corporate family and
probability of default ratings from Moody's, 'B-' long term
foreign issuer credit rating from Standard & Poor's, and 'CCC'
long term issuer default rating from Fitch.

At June 30, 2010, UAL had $20.134 billion in total assets against
total current liabilities of $8.573 billion, long-term debt of
$6.281 billion, long-term obligations under capital leases of
$1.01 billion, other liabilities and deferred credits of
$7.022 billion, and a stockholders' deficit of $2.756 billion.


US FOODSERVICE: Bank Debt Trades at 11% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which U.S. Foodservice,
Inc., is a borrower traded in the secondary market at 89.05 cents-
on-the-dollar during the week ended Friday, Aug. 13, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 2.05
percentage points from the previous week, The Journal relates.
The Company pays 275 basis points above LIBOR to borrow under the
facility.  The bank loan matures on July 3, 2014, and carries
Moody's B2 rating while it is not rated by Standard & Poor's.  The
loan is one of the biggest gainers and losers among 198 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

U.S. Foodservice, Inc. -- http://www.usfoodservice.com/-- is a
foodservice supplier serving some 250,000 customers from more than
70 distribution facilities.  The Company supplies restaurants,
hotels, school, and other foodservice operators with a wide
variety of food products, including canned and dry foods, meats,
frozen foods, and seafood.  It also distributes kitchen equipment
and cleaning supplies among other non-food supplies.  U.S.
Foodservice distributes both national brand products and its own
private labels.  Tracing its roots to 1853, the company is owned
by private equity firms KKR & Co. and Clayton, Dubilier & Rice.


VALLEY RIVER: Case Summary & Largest Unsecured Creditor
-------------------------------------------------------
Debtor: Valley River, LLC.
        354 Birchfield Road
        Murphy, NC 28906

Bankruptcy Case No.: 10-20188

Chapter 11 Petition Date: August 10, 2010

Court: United States Bankruptcy Court
       Western District of North Carolina (Bryson City)

Judge: George R. Hodges

Debtor's Counsel: William E. Loose, Esq.
                  68 North Market Street
                  Asheville, NC 28801
                  Tel: (828) 255-0569
                  E-mail: billloose@skyrunner.net

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

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

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

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Cherokee County Property                         $5,225
Tax Collector
75 Peachtree Street
Murphy, NC 28906

The petition was signed by Richard J. Jones, managing member.


VBK SANTOSHI: Case Summary & 4 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: VBK Santoshi, LLC
          dba USA Inn
        2905 N. 50th Street
        Tampa, FL 33619

Bankruptcy Case No.: 10-19343

Chapter 11 Petition Date: August 11, 2010

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

Debtor's Counsel: Stanley J. Galewski, Esq.
                  GALEWSKI LAW GROUP PA
                  201 E. Kennedy Boulevard, #760
                  Tampa, FL 33602
                  Tel: (813) 222-8210
                  Fax: (813) 222-8211
                  E-mail: stan@galewski.com

Scheduled Assets: $4,013,250

Scheduled Debts: $2,743,000

A list of the Company's four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flmb10-19343.pdf

The petition was signed by Vijay Patel, owner/CEO.


VENETIAN MACAU: Bank Debt Trades at 2% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Venetian Macau US
Finance Co. LLC is a borrower traded in the secondary market at
98.00 cents-on-the-dollar during the week ended Friday, Aug. 13,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents an increase
of 0.66 percentage points from the previous week, The Journal
relates.  The Company pays 550 basis points above LIBOR to borrow
under the facility.  The bank loan matures on May 25, 2011, and
carries Moody's B3 rating and Standard & Poor's B- rating.

Meanwhile, participations in a syndicated loan under which Las
Vegas Sands Corp. is a borrower traded in the secondary market at
92.04 cents-on-the-dollar during the week ended Friday, Aug. 13,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents a drop of
0.77 percentage points from the previous week, The Journal
relates.  The Company pays 175 basis points above LIBOR to borrow
under the facility.  The bank loan matures on May 1, 2014, and
carries Moody's B3 rating and Standard & Poor's B- rating.

The loans is one of the biggest gainers and losers among 198
widely quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

Venetian Macau US Finance Co., LLC (also known as VML US Finance
LLC), and Venetian Macau Limited are wholly owned subsidiaries of
Las Vegas Sands.  Venetian Macau Limited owns the Sands Macau in
the People's Republic of China Special Administrative Region of
Macau and is also developing additional casino hotel resort
properties in Macau.

Based in Las Vegas, Nevada, Las Vegas Sands Corp. (NYSE: LVS) --
http://www.lasvegassands.com/-- owns and operates The Venetian
Resort Hotel Casino, The Palazzo Resort Hotel Casino, and an expo
and convention center.  The company also owns and operates the
Sands Macao, the first Las Vegas-style casino in Macao, China.

Las Vegas Sands has a 'B-' corporate family rating from Standard &
Poor's Ratings Services.  As reported in the TCR on July 30, 2010,
Standard & Poor's placed its 'B-' corporate credit rating on the
Las Vegas Sands Corp. family of companies, as well as its issue-
level ratings on the companies' debt, on CreditWatch with positive
implications.  "In addition to announcing strong performance
across its portfolio of properties during the second quarter on
its earning call, Las Vegas Sands also indicated that it will
pursue an amend-and-extend transaction with lenders in its U.S.
credit facilities," S&P pointed out.


VIEW SYSTEMS: Earns $199,703 in Q2 Ended June 30
------------------------------------------------
View Systems, Inc., filed its quarterly report on Form 10-Q,
reporting net income of $199,703 on $214,956 of revenue for the
three months ended June 30, 2010, compared with a net loss of
$412,650 on $63,690 of revenue for the same period of 2009.

The Company's balance sheet as of June 30, 2010, showed
$1.3 million in total assets, $1.8 million in total liabilities,
and a stockholders' deficit of $465,325.

As reported in the Troubled Company Reporter on April 6, 2010,
Larry O'Donnell, CPA, P.C., expressed substantial doubt about the
Company's ability to continue as a going concern.  Mr. O'Donnell
noted that of the Company's net loss for 2009 and accumulated
deficit of $22.3 million at December 31, 2009.

The Company has incurred, and continues to incur, losses from
operations.  For the periods ended June 30, 2010, and December 31,
2009, the Company incurred net losses of $258,602 and
$1.6 million, respectively.  In addition, certain notes payable
have come due and the note holders are demanding payment.

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

               http://researcharchives.com/t/s?68b8

Baltimore, Md.-based View Systems, Inc., develops, produces and
markets computer software and hardware systems for security and
surveillance applications.


VILLAGE AT CAMP: Court Extends Filing of Schedules Until Aug. 26
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
extended, at the behest of Village at Camp Bowie I, L.P., the
deadline for the filing of schedules of assets and liabilities,
schedules of current income and expenditures, statement of
financial affairs, and schedules of executor contracts and
unexpired leases until August 26, 2010.

The Debtor said that in order to prepare the schedules and
statements, it must gather information from books, records, and
documents, although the books, records, and documents principally
are located at the Debtor's corporate headquarters the Debtor's
workforce has been greatly reduced and the remaining employees
have been performing numerous tasks.  Collection of the
information necessary to complete the schedules and statements
will require an expenditure of substantial time and effort on the
part of the Debtor's management.

Dallas, Texas-based Village at Camp Bowie I, L.P., filed for
Chapter 11 bankruptcy protection on August 2, 2010 (Bankr. N.D.
Tex. Case No. 10-45097).  John Mark Chevallier, Esq., at McGuire,
Craddock & Strother, P.C., assists the Debtor in its restructuring
effort.  The Debtor estimated its assets and debts at $10 million
to $50 million.


VILLAGE AT CAMP: Section 341(a) Meeting Scheduled for Sept. 3
-------------------------------------------------------------
The U.S. Trustee for Region 6 will convene a meeting of Village at
Camp Bowie I, L.P.'s creditors on September 3, 2010, at 1:30 p.m.
The meeting will be held at Fritz G. Lanham Federal Building, 819
Taylor Street, Room 7A24, Ft. Worth, TX 76102.

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

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

Dallas, Texas-based Village at Camp Bowie I, L.P., filed for
Chapter 11 bankruptcy protection on August 2, 2010 (Bankr. N.D.
Tex. Case No. 10-45097).  John Mark Chevallier, Esq., at McGuire,
Craddock & Strother, P.C., assists the Debtor in its restructuring
effort.  The Debtor estimated its assets and debts at $10 million
to $50 million.


VILLAGEEDOCS INC: Voluntarily Deregisters Common Stock
------------------------------------------------------
VillageEDOCS Inc. has filed a Form 15 with the Securities and
Exchange Commission to voluntarily deregister its common stock.

As of August 10, 2010, shareholders owning in excess of 56% of our
shares of common stock have approved a 1-for-10,000 reverse split
of our common stock, followed by a 10,000 for 1 forward split,
such that shareholders owning less than one whole share following
the reverse split will receive cash in lieu of fractional
interests in the amount equal to $0.015 per share for each pre-
split share that becomes a fractional interest.

The Certificates of Amendment to our Certificate of Incorporation
were filed with the Delaware Secretary of State on August 10,
2010.  As a result, shareholders owning fewer than 10,000 shares
of our common stock on a pre-split basis at the close of business
on the record date will no longer be shareholders of the Company.

The Company is eligible to deregister because it has fewer than
300 holders of record of its common stock as of the date of the
Form 15 as a result of the stock split transaction.  In filing the
Form 15, the Company's obligations to file certain reports and
forms with the SEC, including Forms 10-K, 10-Q and 8-K, are
immediately suspended.  The Company expects that deregistration of
its common stock will become effective within 90 days.

The Company is deregistering because it believes that the
incremental cost of compliance with the Sarbanes-Oxley Act of 2002
and other public company reporting requirements does not provide a
discernable benefit to the Company and is not in the best
interests of its shareholders. Factors influencing the Company's
decision include:

   * The high accounting, legal and administrative costs of
     preparing and filing periodic reports and other filings with
     the SEC in comparison to the size of the Company.

   * The need for senior management of the Company to devote more
     time to the business of the Company.

   * The need to maintain the confidentiality of sensitive
     business information that would otherwise require SEC
     disclosure.

   * The already limited trading in the Company's common stock.

   * The fact that current trading prices of the common stock make
     it unlikely that the Company could effectively use its common
     stock to compensate employees, raise capital or make
     acquisitions.

As a result of deregistering with the SEC, the Company's common
stock will cease to be eligible to trade on the Over-the-Counter
Bulletin Board.  The Company's securities will continue to be
traded over the counter on the Pink Sheets, but the Company can
make no assurance that any broker will continue to make a market
in the Company's common stock.

                        About VillageEDOCS

Santa Ana, Calif.-based VillageEDOCS, Inc. is a global outsource
provider of business process solutions that simplify, facilitate
and enhance critical business processes.

The Company's balance sheet as of March 31, 2010, showed
$8,541,436 in assets, $2,612,142 of liabilities, and a $5,929,294
stockholders' equity.

KMJ Corbin & Company LLP, in Costa Mesa, Calif., 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 incurred recurring losses from
operations.


WARREN STANSBERRY: Case Summary & 5 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Warren Stansberry
        3799 Chrystal Waters Lane
        Grand Rapids, MI 49525

Bankruptcy Case No.: 10-09830

Chapter 11 Petition Date: August 12, 2010

Court: U.S. Bankruptcy Court
       Western District of Michigan (Grand Rapids)

Judge: Scott W. Dales

Debtor's Counsel: Kenneth A. Nathan, Esq.
                  NATHAN ZOUSMER PC
                  29100 Northwestern Highway, Suite 260
                  Southfield, MI 48034
                  Tel: (248) 351-0059
                  Fax: (248) 351-0487
                  E-mail: knathan@nathanzousmer.com

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

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

A list of the Debtor's five largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/miwb10-09830.pdf


WEST CORP: 2013 Bank Debt Trades at 5% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which West Corporation
is a borrower traded in the secondary market at 95.38 cents-on-
the-dollar during the week ended Friday, Aug. 13, 2010, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents an increase of 0.52 percentage
points from the previous week, The Journal relates.  The Company
pays 237.5 basis points above LIBOR to borrow under the facility.
The bank loan matures on May 11, 2013, and carries Moody's B1
rating and Standard & Poor's BB- rating.  The loan is one of the
biggest gainers and losers among 198 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.

Founded in 1986 and headquartered in Omaha, Nebraska, West
Corporation -- http://www.west.com/-- provides outsourced
communication solutions to many of the world's largest companies,
organizations and government agencies.  West Corporation has a
team of 41,000 employees based in North America, Europe and Asia.

West Corporation had total assets of $3,008,762,000, total
liabilities of $4,068,914,000, Class L Common Stock of
$1,413,958,000, and stockholders' deficit of $2,474,110,000 as of
June 30, 2010.

West Corp. carries a 'B2' corporate rating from Moody's and 'B+'
corporate rating from Standard & Poor's.


WEST CORP: 2016 Bank Debt Trades at 2% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which West Corporation
is a borrower traded in the secondary market at 97.77 cents-on-
the-dollar during the week ended Friday, Aug. 13, 2010, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents an increase of 0.88 percentage
points from the previous week, The Journal relates.  The Company
pays 387 basis points above LIBOR to borrow under the facility,
which matures on July 1, 2016.  The bank debt carries Moody's B1
rating while it is not rated by Standard & Poor's.  The loan is
one of the biggest gainers and losers among 198 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

Founded in 1986 and headquartered in Omaha, Nebraska, West
Corporation -- http://www.west.com/-- provides outsourced
communication solutions to many of the world's largest companies,
organizations and government agencies.  West Corporation has a
team of 41,000 employees based in North America, Europe and Asia.

West Corporation had total assets of $3,008,762,000, total
liabilities of $4,068,914,000, Class L Common Stock of
$1,413,958,000, and stockholders' deficit of $2,474,110,000 as of
June 30, 2010.

West Corp. carries a 'B2' corporate rating from Moody's and 'B+'
corporate rating from Standard & Poor's.


WINDHAM INVESTMENTS: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Windham Investments, Inc.
        7105 Windham Parkway
        Prospect, KY 40059

Bankruptcy Case No.: 10-34252

Chapter 11 Petition Date: August 11, 2010

Court: U.S. Bankruptcy Court
       Western District of Kentucky (Louisville)

Debtor's Counsel: Peter M. Gannott, Esq.
                  ALBER CRAFTON, P.S.C.
                  Hurstbourne Place, Suite 1300
                  9300 Shelbyville Road
                  Louisville, KY 40222
                  Tel: 815-5000
                  Fax: 815-5005
                  E-mail: pgannott@albercrafton.com

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 Jeffery Owen, vice president.


WISE METALS: Posts $2.3 Million Net Loss for June 30 Quarter
------------------------------------------------------------
Wise Metals Group reported results for the quarter ended June 30,
2010, showing a net loss of $2.30 million for the three months
ended June 30, 2010, compared with a net loss of $2.10 million
during the same period a year earlier.

The Company's balance sheet at June 30, 2010, revealed
$534.25 million in total assets, $658.57 million in total current
liabilities, $171.04 million in total non-current liabilities, and
$392.27 million in total members' deficit.

Consolidated sales for the second quarter of 2010 were
$311.4 million compared to second quarter 2009 sales of $161.6
million, an increase of $149.8 million, or 93%.  Wise Alloys sales
for the second quarter of 2010 were $274.5 million compared to
second quarter 2009 sales of $146.7 million, an increase of $127.8
million, or 87%. Wise Recycling sales increased 155% over the same
time period to $35.0 million in the second quarter of 2010 from
$13.7 million in the second quarter 2009.

Consolidated sales for the first half of 2010 were $616.4 million
compared to first half of 2009 sales of $319.4 million, a
difference of $297.0 million, or 93%.  Wise Alloys sales for the
first half of 2010 were $549.0 million compared to first half of
2009 sales of $294.8 million, a difference of $254.2 million, or
86%.  Wise Recycling sales for the first half of 2010 were $64.1
million compared to first half of 2009 sales of $22.3 million, a
difference of $41.8 million, or 187%.

Adjusted EBITDA for the second quarter of 2010 was $18.8 million
compared to an Adjusted EBITDA loss of $3.5 million for the second
quarter of 2009, an increase of $22.3 million. Contributing to the
improvement over second quarter of 2009 was a combination of
substantially improved volumes and conversion pricing.  Adjusted
EBITDA for the six months ended June 30, 2010 was $25.8 million
compared to an Adjusted EBITDA loss of $7.0 million for the six
months ended June 30, 2009, an increase of $32.8 million.

Contributing to the improvement over first half of 2009 was a
combination of substantially improved volumes and conversion
pricing.

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?68e0

Based in Baltimore, Md., Wise Metals Group LLC includes Wise
Alloys, the world's third-leading producer of aluminum can stock
for the beverage and food industries; Wise Recycling, one of the
largest, direct-from-the-public collectors of aluminum beverage
containers in the United States; Listerhill Total Maintenance
Center, specializing in providing maintenance, repairs and
fabrication to manufacturing and industrial plants worldwide;
Alabama Electric Motor Service specializing in electric motor and
pump service, repair and replacement; and Alabama Spares And Parts
providing on-site spare part inventory management and procurement
services.


WOODBRIDGE APARTMENTS: Voluntary Chapter 11 Case Summary
--------------------------------------------------------
Debtor: Woodbridge Apartments of Phoenix, LLC
        6635 North 19th Avenue
        Phoenix, AZ 85015

Bankruptcy Case No.: 10-25305

Chapter 11 Petition Date: August 11, 2010

Court: U.S. Bankruptcy Court
       District of Arizona (Phoenix)

Judge: Redfield T. Baum, Sr.

Debtor's Counsel: Richard William Hundley, Esq.
                  BERENS, KOZUB & KLOBERDANZ, PLC
                  7047 E. Greenway Parkway, #140
                  Scottsdale, AZ 85254
                  Tel: (480) 624-2777
                  Fax: (480) 607-2215
                  E-mail: rhundley@bkl-az.com

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

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

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

The petition was signed by Pedro Miqueo, managing member, WP
Owners, LLC, owner of debtor.


WOODS OF NORTHLAND: Case Summary & 7 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Woods of Northland, LLC
        2811 Eagles Nest Drive
        Palm Harbor, FL 34683

Bankruptcy Case No.: 10-19387

Chapter 11 Petition Date: August 12, 2010

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

Debtor's Counsel: Joel S. Treuhaft, Esq.
                  2997 Alternate 19, Suite B
                  Palm Harbor, FL 34683
                  Tel: (727) 797-7799
                  Fax: (727) 213-6933
                  E-mail: jstreuhaft@yahoo.com

Estimated Assets: $0 to $50,000

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

A list of the Company's seven largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flmb10-19387.pdf

The petition was signed by Marc Johnson, managing member.

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Audubon Grove Apartments, LLC         10-09414            04/22/10
Montevallo Apartments, LLC            10-04857            03/03/10
Quail Ridge Apts., LP                 10-02375            02/02/10


XM SATELLITE: Earns $35.68 Million in Q2 Ended June 30
------------------------------------------------------
XM Satellite Radio Inc. filed its quarterly report on Form 10-Q,
reporting net income of $35.68 million on $370.35 million of
revenue for the three months ended June 30, 2010, compared with a
net loss of $191.80 million on $306.83 million of revenue for the
same period of 2009.

For the three months ended June 30, 2010, and 2009, subscriber
revenue was $312.89 million and $291.86 million, respectively, an
increase of 7%, or $21.03 million.  The increase was primarily
attributable to the 3% increase in daily weighted average
subscribers, an increase in the sale of "Best of" programming,
rate increases on multi-subscription and internet packages and a
$11.21 million decrease in the impact of purchase price accounting
adjustments attributable to deferred subscriber revenues.

The Company's balance sheet as of June 30, 2010, showed
$4.008 billion in total assets, $4.591 billion in total
liabilities, and a stockholders' deficit of $582.83 million.

A full-text copy of the Form 10-Q is available for free at:

                 http://researcharchives.com/t/s?68db

Washington, D.C.-based XM Satellite Radio, Inc. broadcasts its
music, sports, news, talk, entertainment, traffic and weather
channels in the United States for a subscription fee through its
proprietary satellite radio system.  The Company's system
consists of four in-orbit satellites, over 650 terrestrial
repeaters that receive and retransmit signals, satellite uplink
facilities and studios.  Subscribers can also receive certain of
the Company's music and other channels over the Internet.  XM
Satellite Radio, Inc. is a direct wholly owned subsidiary of
Sirius XM Radio Inc.

                          *     *     *

As reported in the Troubled Company Reporter on June 29, 2010,
Moody's Investors Service said that the Caa1 rating on XM
Satellite Radio Inc.'s proposed senior secured notes is not
affected by the increase in the size of the offering to
$526 million from $350 million.


* 258 Car Dealerships Closed Doors in First Half 2010
-----------------------------------------------------
Dow Jones' DBR Small Cap reports that the consolidation of new-car
dealerships in the U.S. continued in the first half of the year,
although there are signs the trend is easing.  The dealership
count fell to 18,223 after 258 showrooms shut their doors between
Jan. 1 and July 1, according to Detroit-based Urban Science.  The
consulting firm tracks foreign and domestic dealerships and
considers locations closed when they stop selling new vehicles.

According to the report, the decrease comes after a record 1,603
dealerships closed last year in the aftermath of the General
Motors Co. and Chrysler Group LLC bankruptcies.  "We're not
through it all yet, however, the worst of the resizing is behind
us," said John Frith, vice president of retail channel solutions
for Urban Science.  "The winddown of the economy has also bottomed
out." Manufacturers and their dealerships -- especially GM,
Chrysler and Ford Motor Co. --a re finding an underlying stability
since they have lowered their costs, said Randy Berlin, Urban
Science's global practice director.


* Tribal Casinos Struggling with Debt Amid Downturn
---------------------------------------------------
Dow Jones' DBR Small Cap reports that a growing number of tribal
casinos are struggling with their debt amid a downturn in the U.S.
economy, but fixing their financial woes won't be easy,
restructuring experts say.  A myriad of federal and tribal laws
complicate debt negotiations between Native American tribes that
operate casinos on tribal land and their creditors, and there's
uncertainty as to whether they can take advantage of some of the
restructuring options available to their commercial counterparts,
including bankruptcy.

"Everyone is trying to navigate these very turbulent waters," Dow
Jones quotes Kevin C. Quigley, an attorney with St. Paul, Minn.,
law firm Hamilton Quigley & Twait PLC, as saying.  Quigley
specializes in tribal-gaming law.


* BOND PRICING -- For the Week From August 9 to 13, 2010
--------------------------------------------------------

  Company         Coupon      Maturity    Bid Price
  -------         ------      --------    ---------
155 E TROPICANA     8.750%     4/1/2012        5.506
ABITIBI-CONS FIN    7.875%     8/1/2009       10.750
ADVANTA CAP TR      8.990%   12/17/2026       13.125
AHERN RENTALS       9.250%    8/15/2013       36.000
AMBAC INC           9.375%     8/1/2011       48.950
AMER GENL FIN       4.750%    8/15/2010       99.250
AMER GENL FIN       7.850%    8/15/2010       99.500
AT HOME CORP        0.525%   12/28/2018        0.504
BANK NEW ENGLAND    8.750%     4/1/1999       12.750
BANK NEW ENGLAND    9.875%    9/15/1999       10.000
BANKUNITED FINL     6.370%    5/17/2012        5.250
BLOCKBUSTER INC     9.000%     9/1/2012        4.000
BOWATER INC         6.500%    6/15/2013       27.000
BOWATER INC         9.500%   10/15/2012       30.000
CAPMARK FINL GRP    5.875%    5/10/2012       31.500
CELL THERAPEUTIC    7.500%    4/30/2011       80.600
CHENIERE ENERGY     2.250%     8/1/2012       47.000
EDDIE BAUER HLDG    5.250%     4/1/2014        5.000
EVERGREEN SOLAR     4.000%    7/15/2013       36.000
FAIRPOINT COMMUN   13.125%     4/2/2018        8.813
FORD MOTOR CRED     6.250%    8/20/2010       99.800
FORD MOTOR CRED     6.500%    8/20/2010       99.000
GASCO ENERGY INC    5.500%    10/5/2011       59.750
GENERAL MOTORS      7.125%    7/15/2013       33.130
GENERAL MOTORS      9.450%    11/1/2011       30.000
GREAT ATLA & PAC    5.125%    6/15/2011       72.875
GREAT ATLA & PAC    6.750%   12/15/2012       52.500
HAWAIIAN TELCOM     9.750%     5/1/2013        1.875
INN OF THE MOUNT   12.000%   11/15/2010       49.000
INTL LEASE FIN      4.300%    8/15/2010       99.500
INTL LEASE FIN      4.700%    8/15/2010       99.500
INTL LEASE FIN      7.450%    8/15/2010       99.688
KEYSTONE AUTO OP    9.750%    11/1/2013       38.500
LEHMAN BROS HLDG    0.250%    2/16/2012       18.500
LEHMAN BROS HLDG    4.500%     8/3/2011       18.760
LEHMAN BROS HLDG    4.700%     3/6/2013       19.750
LEHMAN BROS HLDG    4.800%    2/27/2013       19.600
LEHMAN BROS HLDG    4.800%    3/13/2014       20.750
LEHMAN BROS HLDG    5.000%    1/14/2011       21.500
LEHMAN BROS HLDG    5.000%    1/22/2013       18.550
LEHMAN BROS HLDG    5.000%    2/11/2013       18.950
LEHMAN BROS HLDG    5.000%    3/27/2013       18.950
LEHMAN BROS HLDG    5.000%     8/3/2014       19.500
LEHMAN BROS HLDG    5.000%     8/5/2015       19.600
LEHMAN BROS HLDG    5.100%    1/28/2013       18.760
LEHMAN BROS HLDG    5.150%     2/4/2015       18.760
LEHMAN BROS HLDG    5.250%     2/6/2012       21.500
LEHMAN BROS HLDG    5.250%    1/30/2014       18.950
LEHMAN BROS HLDG    5.250%    2/11/2015       17.875
LEHMAN BROS HLDG    5.350%    2/25/2018       18.500
LEHMAN BROS HLDG    5.500%     4/4/2016       22.020
LEHMAN BROS HLDG    5.600%    1/22/2018       15.500
LEHMAN BROS HLDG    5.625%    1/24/2013       21.000
LEHMAN BROS HLDG    5.700%    1/28/2018       19.600
LEHMAN BROS HLDG    5.750%    4/25/2011       21.000
LEHMAN BROS HLDG    5.750%    7/18/2011       19.800
LEHMAN BROS HLDG    5.750%    5/17/2013       20.750
LEHMAN BROS HLDG    6.000%    7/19/2012       20.375
LEHMAN BROS HLDG    6.000%    6/26/2015       16.600
LEHMAN BROS HLDG    6.000%   12/18/2015       19.375
LEHMAN BROS HLDG    6.000%    2/12/2018       18.250
LEHMAN BROS HLDG    6.200%    9/26/2014       22.020
LEHMAN BROS HLDG    6.625%    1/18/2012       20.550
LEHMAN BROS HLDG    6.850%    8/23/2032       17.521
LEHMAN BROS HLDG    6.875%     5/2/2018       21.938
LEHMAN BROS HLDG    7.000%    4/16/2019       18.950
LEHMAN BROS HLDG    7.100%    3/25/2038       17.900
LEHMAN BROS HLDG    7.500%    5/11/2038        0.010
LEHMAN BROS HLDG    7.875%    11/1/2009       20.550
LEHMAN BROS HLDG    8.000%     3/5/2022       19.375
LEHMAN BROS HLDG    8.000%    3/17/2023       19.500
LEHMAN BROS HLDG    8.050%    1/15/2019       18.000
LEHMAN BROS HLDG    8.500%     8/1/2015       18.950
LEHMAN BROS HLDG    8.500%    6/15/2022       18.550
LEHMAN BROS HLDG    8.750%   12/21/2021       18.500
LEHMAN BROS HLDG    8.800%     3/1/2015       20.375
LEHMAN BROS HLDG    8.920%    2/16/2017       18.625
LEHMAN BROS HLDG    9.000%     3/7/2023       19.000
LEHMAN BROS HLDG    9.500%   12/28/2022       18.950
LEHMAN BROS HLDG    9.500%    1/30/2023       19.375
LEHMAN BROS HLDG    9.500%    2/27/2023       18.950
LEHMAN BROS HLDG   10.000%    3/13/2023       18.950
LEHMAN BROS HLDG   10.375%    5/24/2024       19.000
LEHMAN BROS HLDG   11.000%    6/22/2022       17.760
LEHMAN BROS HLDG   11.000%    3/17/2028       18.500
LEHMAN BROS HLDG   11.500%    9/26/2022       18.750
LEHMAN BROS HLDG   18.000%    7/14/2023       18.735
MAGNA ENTERTAINM    7.250%   12/15/2009        9.000
MAGNA ENTERTAINM    8.550%    6/15/2010       17.000
MARSHALL &ILSLEY    4.000%    8/16/2010       99.010
MERRILL LYNCH       3.030%     3/9/2011      100.000
MFCCN-CALL09/10     5.200%    9/15/2030       97.202
NEWPAGE CORP       10.000%     5/1/2012       42.500
NEWPAGE CORP       12.000%     5/1/2013       21.667
NORTH ATL TRADNG    9.250%     3/1/2012       56.000
PALM HARBOR         3.250%    5/15/2024       69.876
RASER TECH INC      8.000%     4/1/2013       36.688
RESTAURANT CO      10.000%    10/1/2013       31.000
RESTAURANT CO      10.000%    10/1/2013       30.100
SPHERIS INC        11.000%   12/15/2012       24.750
STATION CASINOS     6.000%     4/1/2012        0.780
STATION CASINOS     7.750%    8/15/2016        6.000
STX-CALL08/10       2.375%    8/15/2012       98.000
THORNBURG MTG       8.000%    5/15/2013        4.030
TIMES MIRROR CO     7.250%     3/1/2013       34.700
TOUSA INC           7.500%    1/15/2015        0.500
TOUSA INC          10.375%     7/1/2012        2.500
TRICO MARINE        3.000%    1/15/2027        5.250
TRICO MARINE SER    8.125%     2/1/2013       23.100
VIRGIN RIVER CAS    9.000%    1/15/2012       45.500
WASH MUT BANK FA    5.125%    1/15/2015        0.300
WASH MUT BANK FA    5.650%    8/15/2014        0.200
WASH MUT BANK NV    6.750%    5/20/2036        0.650
WCI COMMUNITIES     9.125%     5/1/2012        2.250



                           *********

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
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Monthly Operating Reports are summarized in every Saturday edition
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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
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Copyright 2010.  All rights reserved.  ISSN: 1520-9474.

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                  *** End of Transmission ***