TCR_Public/100921.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

           Tuesday, September 21, 2010, Vol. 14, No. 262

                            Headlines

18 MILL: Voluntary Chapter 11 Case Summary
5600 LTB: Case Summary & 3 Largest Unsecured Creditors
ABITIBIBOWATER INC: Judge Carey OKs Canadian Settlement
ABITIBIBOWATER INC: Launches $750MM Notes in Private Offering
ABITIBIBOWATER INC: Plan Exclusivity Extended to Dec. 16

ABITIBIBOWATER INC: Various Parties Object to Plan
AFFINITY GROUP: Pays $3.4 Million Cash Interest to Noteholders
ALMATIS B.V.: Creditors Vote to Accept Chapter 11 Plan
ALMATIS B.V.: Lenders File Accounting of Professional Fees
AMERICAN MEDIA: Distressed Debt Exchange Offer Expires

AMR CORP: FMR, Fidelity Report 9.067% Stake
AMRO-ASIAN TRADE: Case Summary & 12 Largest Unsecured Creditors
AMT (USA) INC: Redhawk to Buyout 2.25% NSR
ARMSTRONG WORLD: Moody's Affirms 'Ba2' Corporate Family Rating
ARVINMERITOR INC: Plans to Invest $42 Million in Europe

AZALEA PERAL: Case Summary & 20 Largest Unsecured Creditors
BEACON POWER: Initiates NASDAQ Appeal Process
BERNARD MADOFF: Funds Accuse Merkin of Funneling Assets
BESM CYPRESS: Case Summary & 4 Largest Unsecured Creditors
BOBBY TAYLOR, JR: Voluntary Chapter 11 Case Summary

BRIGHAM EXPLORATION: Prices $300 Million Senior Note Offering
C-B BEVERAGE: Case Summary & 20 Largest Unsecured Creditors
CAPMARK FIN'L: Protech Holdings Files Schedules & Statement
CAPMARK FIN'L: Wins Dec. 31 Plan Filing Exclusivity Extension
CAPMARK FIN'L: Wins Nod to Restructure LIHTC Transactions

CAPMARK FIN'L: Court Sets October 25 Claims Bar Date
CASCADE BANCORP: Amends Securities Purchase Deal with Lightyear
CHARTER COMMS: To Raise $1-Bil. in Senior Notes Offering
CITIGROUP INC: Student Loan Breakup Won't Move Fitch's Rating
CLAIM JUMPER: Proposes to Conduct Black Canyon-Led Auction

CLAIM JUMPER: Gets Interim Okay to Use Cash Collateral
CORNERSTONE E & P: Legal Fees Awarded Under Okla. Lien Law
COYOTES HOCKEY: Hulsizer, Prospective Buyer, Deposits $25 Million
CRYOPORT INC: Names Bartholomew as Chief Commercialization Officer
DEAN JOHNSON: Case Summary & 4 Largest Unsecured Creditors

DEER RUN: Voluntary Chapter 11 Case Summary
DENNY'S CORP: COO Robert Rodriguez Acquires 250,000 RSUs
DILLARD LAND: Section 341(a) Meeting Scheduled for Oct. 14
DISCOVER FINANCIAL: Student Loan Breakup Won't Move Fitch's Rating
EAST BAY: Section 341(a) Meeting Scheduled for Oct. 4

ELITE PHARMACEUTICALS: Inks License Agreement with Precision Dose
EMISPHERE TECHNOLOGIES: Registers 8.1-Mil. Shares for Resale
FILENCIO GARAY: Case Summary & 11 Largest Unsecured Creditors
FRED FOX: Fox Co. Employee Claims Must Be Filed by Oct. 15
FUN VALLEY: Case Summary & 7 Largest Unsecured Creditors

GAMETECH INT'L: Lenders Extend Forbearance until October 31
GENERAL GROWTH: Reaches Agreement With Heirs of Howard Hughes
GENERAL MOTORS: China's SAIC May Participate in IPO
GIBBS PATRICK: Case Summary & 20 Largest Unsecured Creditors
GRACEWAY PHARMACEUTICALS: S&P Cuts Corp. Credit Rating to 'SD'

GRAHAM PACKAGING: To Issue $250MM Notes to Buy Liquid Container
HALO COMPANIES: Posts $675,800 Net Loss in June 30 Quarter
HAMPTON ROADS: Sets Sept. 29 Record Date for Rights Offering
HANA BIOSCIENCES: Posts $6.3 Million Net Loss in June 30 Quarter
HARVEST OPERATIONS: Moody's Puts 'Ba1' Rating on $500 Mil. Notes

HEALTHSOUTH CORP: Fidelity, FMR Report 9.535% Stake
HENRY WILTON: Case Summary & 20 Largest Unsecured Creditors
HERITAGE FARMS: Case Summary & 2 Largest Unsecured Creditors
HUNTINGTON PROPERTIES: Case Summary & Largest Unsecured Creditor
IDEARC INC: Creditors Sue Verizon Over 2006 Spinoff

IMAGE METRICS: Posts $2.4 Million Net Loss in June 30 Quarter
INFOLOGIX INC: Advances $500,000 from Hercules Revolver
IRVINE SENSORS: VP Justice Acquires 138,461 Shares
ISLAND ONE: Section 341(a) Meeting Scheduled for Oct. 18
ISLAND ONE: Files Consolidated List of 20 Largest Unsec. Creditors

ISLAND ONE: Gets Court's Interim Nod to Use Cash Collateral
J & R DEVELOPMENT: Case Summary & 3 Largest Unsecured Creditors
JAMES DUMMIT: Case Summary & 14 Largest Unsecured Creditors
JDG INVESTMENTS: Cash Collateral Hearing Set for September 29
KC ESTATES: Voluntary Chapter 11 Case Summary

KERYX BIOPHARMA: Posts $5.2 Million Net Loss in June 30 Quarter
LAFAYETTE UNION: Section 341(a) Meeting Scheduled for Oct. 1
LAFAYETTE UNION: Wants to Hire David Rosenthal as Bankr. Counsel
LEONARD ROSS: Selling Beverly Hills Mansion for $95 Million
LERNOUT & HAUSPIE: Belgian Court Finds Founders Guilty of Fraud

LES MAISONS: Case Summary & 8 Largest Unsecured Creditors
LIQUIDMETAL TECHNOLOGIES: Officers & Directors Report Stake
LJVH HOLDINGS: Green Mountain Deal Won't Move Moody's Ratings
LORETTA MUNTZ-SEEBY: Case Summary & 20 Largest Unsecured Creditors
MAJESTIC STAR: Seeks Plan Filing Exclusivity Until Jan. 15

MARINA BIOTECH: Posts $4.1 Million Net Loss in June 30 Quarter
METALS USA: Reaches New Employment Deal with President & CEO
METALS USA: Tempus Quo Capital Reports 6.5% Equity Stake
MIDWEST THEATRES: Files for Chapter 11 to Avert Foreclosure
NORTH GENERAL: Windels Marx Bills $660,000 for 7-Week Work

NORTHEAST MECHANICAL: Case Summary & Creditors List
NPS PHARMACEUTICALS: Taps Underwriters for Public Offering
OCEAN PARK: Wants Plan Filing Exclusivity Until November 2
OSAGE EXPLORATION: Director Larry Ray Acquires 1-Mil. Shares
PRICE GROUP: Case Summary & 5 Largest Unsecured Creditors

PRIME STEAKHOUSE: Auction Canceled, Bank Gets $1.2 Mil. Judgment
PROQUEST LLC: S&P Retains 'B' Rating on Senior Unsec. Notes
QUEENS PLAZA: Files Schedules of Assets & Liabilities
QUEENS PLAZA: Section 341(a) Meeting Scheduled for Oct. 8
RADIO ONE: Exchange Offer Extended Until Month's End

RAINBOW SUNSET: Lender Wants Property Kept in Receiver's Hold
REDDY ICE: Admin. Officer Wallander Acquires 8,000 Shares
ROBERT MISTRETTA: Voluntary Chapter 11 Case Summary
SABRAM ESTATES: Case Summary & 2 Largest Unsecured Creditors
SAINT VINCENTS: Kramer Levin's Legal Bills Reach $3.5MM

SE10 W & L: Case Summary & 6 Largest Unsecured Creditors
SELIM AMERICA: Cash Collateral Hearing Set for September 23
SELIM AMERICA: Howard Ehrenberg Appointed as Chapter 11 Trustee
SIRIUS XM: Registers 2.75MM Shares Under 401(k) Savings Plan
SKYLIMIT APPAREL: Case Summary & 20 Largest Unsecured Creditors

SLM CORPORATION: Student Loan Breakup Won't Move Fitch's Rating
SOUTH BAY: Lenders OK Cash Collateral Use Until Jan. 31
SOUTH BAY: Objects to Otay River Plea to Go After Insurers
SOUTH BAY: Says No Double Dipping on Bonus Program
SOUTHWESTERN ENERGY: Moody's Upgrades Corp. Family Rating to 'Ba1'

SPARTA COMMERCIAL: Recurring Losses Prompt Going Concern Doubt
SPECIALTY PRODUCTS: Taps Blackstone Advisory as Financial Advisor
STATES INDUSTRIES: Proposes Renwood-Led Auction for All Assets
STATION CASINOS: Administrative Claims Due December 21
STATION CASINOS: Files Reorganization Plan Summary With SEC

STATION CASINOS: U.S. Trustee Amends Committee Appointment
STEWART COMMERCIAL: Case Summary & 11 Largest Unsecured Creditors
STINSON, INC.: Case Summary & 5 Largest Unsecured Creditors
SUK HEE SUH: Chapter 11 Trustee Taps Winthrop Couchot as Counsel
SUK HEE SUH: Richard Laski Named as Ch. 11 Trustee in Unit's Case

SUSAN WOLF: Case Summary & 14 Largest Unsecured Creditors
SWB WACO: Gets Court's Interim Nod to Use Cash Collateral
SWB WACO: Taps Porter & Hedges as Bankruptcy Counsel
SYNAGRO TECHNOLOGIES: S&P Affirms 'CCC+' Corporate Credit Rating
SYNCHRONOUS AEROSPACE: Moody's Affirms 'Caa1' Default Rating

THETA INVESTMENTS: Case Summary & 2 Largest Unsecured Creditors
THIS LITTLE PIGGY: Case Summary & 20 Largest Unsecured Creditors
TRIAD GUARANTY: Adopts Tax Benefits Preservation Plan
TRIBUNE CO: Aurelius Capital Asks for Chapter 11 Trustee
TRIBUNE CO: Committee Wants Right to Sue Directors, Shareholders

TRIBUNE CO: Missouri Revenue Department Objects to Plan
TRICO MARINE: Creditors Object to $35 Million DIP Loan
ULTIMATE ESCAPES: Files for Bankruptcy Protection
ULTIMATE ESCAPES: Case Summary & 20 Largest Unsecured Creditors
UNISYS CORP: Putnam Funds Report 10.2% Equity Stake

VENTAS INC: Fitch Affirms Preferred Stock Rating at 'BB+'
VIVAKOR INC: Amends June 30 Quarterly Report, Posts $530,900 Loss
WALTER KABAT: Voluntary Chapter 11 Case Summary

* S&P's Global Corporate Defaults Now 54 After 1 Fell Last Week

* Large Companies With Insolvent Balance Sheets

                            *********

18 MILL: Voluntary Chapter 11 Case Summary
------------------------------------------
Debtor: 18 Mill Street, Inc.
        18 Mill Street
        Southbridge, MA 01550

Bankruptcy Case No.: 10-44606

Chapter 11 Petition Date: September 16, 2010

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

Judge: Melvin S. Hoffman

Debtor's Counsel: James P. Ehrhard, Esq.
                  EHRHARD & ASSOCIATES, P.C.
                  418 Main Street, 4th Floor
                  Worcester, MA 01608
                  Tel: (508) 791-8411
                  E-mail: ehrhard@ehrhardlaw.com

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

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

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

The petition was signed by Ralph Loconto, president.


5600 LTB: Case Summary & 3 Largest Unsecured Creditors
------------------------------------------------------
Debtor: 5600 LTB, LLC
        5412 S. Blackstone
        Chicago, IL 60615

Bankruptcy Case No.: 10-41548

Chapter 11 Petition Date: September 16, 2010

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

Judge: A. Benjamin Goldgar

Debtor's Counsel: Dennise L. McCann, Esq.
                  ANDERSON & ASSOCIATES PC
                  400 S County Farm Road, Suite 120
                  Wheaton, IL 60187
                  Tel: (630) 653-9400
                  Fax: (630) 653-9450
                  E-mail: dmccann@andersonandassociatespc.com

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

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/ilnb10-41548.pdf

The petition was signed by Tyra Taylor, managing member.


ABITIBIBOWATER INC: Judge Carey OKs Canadian Settlement
-------------------------------------------------------
U.S. Bankruptcy Judge Kevin Carey has given AbitibiBowater Inc.
and its units permission to enter into a settlement agreement with
the Government of Canada for the resolution of about C$500 million
in claims the Debtors asserted against Canada under the North
American Free Trade Agreement.

Under the deal, the Canadian Government will make a C$130 million
settlement payment to the Debtors for the expropriation of certain
of Abitibi-Consolidated Company in the Province of Newfoundland
and Labrador and the cancellation of certain water and timber
rights.

As previously reported, the Canadian Court presiding over the
proceedings of the Canadian Debtors under the Companies' Creditors
Arrangement Act approved the NAFTA Settlement on September 1,
2010.

Before the Bankruptcy Court entered its ruling, Peter I. Shah
asserted that the Debtors have a valid legal claim against the
Canadian Government and that the Company has a strong case to get
a much higher award that the agreed C$130 million in the current
settlement.  In this light, Mr. Shah argued that the current
management is doing an injustice to the Debtors and the Debtors'
creditors by failing to protect their rights and estates.  "[The
Debtors are] selling themselves short by agreeing to the proposed
settlement," he said.  In a separate filing, Luther D. Abel said
the proposed settlement does not begin to compensate the Debtors
for the property taken by the Canadian Government.

Messrs. Shah and Abel are holders of common stock of
AbitibiBowater Inc.

In response to the objections, the Debtors emphasized that the
value of the NAFTA Settlement arises not only from the monetary
sum to be received, but also from the costs that will be saved and
the fact that payment will be made now rather than upon the
rendering of an arbitral award two or four years from now.  The
Debtors averred that the Settlement will save them from time-
consuming, complex and fact-intensive, and a costly litigation.
The Debtors further believe that the cash sum is fair and
reasonable given the facts and circumstances of the dispute.

In addition, Alice Minville, Esq., corporate counsel of the
Debtors, told the Court that a successful outcome though
arbitration procedures mandated by NAFTA is a significant
undertaking, of lengthy duration and entailing considerable risk.
The Debtors would be required to establish damages arising under
the Act.  In contrast, she points out, the NAFTA Settlement
provides the Debtors with a definitive significant cash at a time
where funds might be used as an alternative source of cash to fund
the Debtors' emergence needs.

                     About AbitibiBowater Inc.

AbitibiBowater (OTC: ABWTQ) produces newsprint, commercial
printing papers, market pulp and wood products.  It is the eighth
largest publicly traded pulp and paper manufacturer in the world.
AbitibiBowater owns or operates 22 pulp and paper facilities and
26 wood products facilities located in the United States, Canada
and South Korea.  The Company also recycles old newspapers and
magazines.

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

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

U.S. Bankruptcy Judge Kevin Carey handles the Chapter 11 cases of
AbitibiBowater Inc. and its U.S. affiliates and the Chapter 15
case of ACI, et al.

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

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


ABITIBIBOWATER INC: Launches $750MM Notes in Private Offering
-------------------------------------------------------------
AbitibiBowater Inc. announced the commencement of a private
offering of $750,000,000 of Senior Secured Notes due 2018.
The Offering is a component of AbitibiBowater's previously
announced plans of reorganization and emergence from creditor
protection in the U.S. and Canada.

The Notes will be senior secured obligations of AbitibiBowater,
and will be guaranteed by AbitibiBowater's existing and future
wholly-owned material U.S. subsidiaries.

The Notes have not been and will not be registered under the
Securities Act or any state securities laws.  Further, the Notes
may not be offered or sold in the United States absent
registration or an applicable exemption from registration
requirements and, therefore, will be subject to substantial
restrictions on transfer.  The Offering is being made only to
qualified institutional buyers inside the United States and to
certain non-U.S. investors located outside the United States.

                           *     *     *

Moody's Investors Service assigned a provisional (P)B1 rating to
AbitibiBowater Inc's (ABI) proposed $750 million senior secured
note offering.  Moody's also assigned ABI provisional (P)B1
corporate family(CFR) and probability of default (PDR) ratings, as
well as a speculative grade liquidity rating of SGL-1. The
outlook for the long-term ratings is stable.

                  About AbitibiBowater Inc.

AbitibiBowater (OTC: ABWTQ) produces newsprint, commercial
printing papers, market pulp and wood products.  It is the eighth
largest publicly traded pulp and paper manufacturer in the world.
AbitibiBowater owns or operates 22 pulp and paper facilities and
26 wood products facilities located in the United States, Canada
and South Korea.  The Company also recycles old newspapers and
magazines.

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

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

U.S. Bankruptcy Judge Kevin Carey handles the Chapter 11 cases of
AbitibiBowater Inc. and its U.S. affiliates and the Chapter 15
case of ACI, et al.

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

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


ABITIBIBOWATER INC: Plan Exclusivity Extended to Dec. 16
--------------------------------------------------------
Judge Kevin Carey of the U.S. Bankruptcy Court for the District of
Delaware extended the exclusive periods of AbitibiBowater Inc. and
its units, including Debtor ABH LLC 1's and ABH Holding Company
LLC's, to file a Chapter 11 plan through October 16, 2010.

Similarly, the Debtors' exclusive period for the solicitation of
votes for that plan is extended through December 16, 2010.

ABH LLC 1 and ABH Holding Company are referred to as the Special
Purpose Vehicle Debtors.  They commenced their Chapter 11 cases on
December 21, 2009, and are jointly administered with the Original
Debtors that filed for bankruptcy protection in April 2009.

The Court's recent ruling on the Exclusivity extension is without
prejudice to the rights of the SPV Debtors to seek further
extensions of the Exclusivity Periods.

Before the Court entered its ruling, the Debtors filed a reply to
the objection lodged by Noteholders Aurelius Capital Management LP
and Contrarian Capital Management LLC.  Representing the Debtors,
Sean T. Greecher, Esq., at Young Conaway Stargatt & Taylor, LLP,
in Wilmington, Delaware, contended that none of the Noteholders'
objections warrant denial of an exclusivity extension for these
reasons:

  * The Objecting Noteholders are trying to disguise a claims
    resolution dispute as a basis for prematurely terminating
    the Exclusive Periods.  The Noteholders have asserted that
    failure to allow a Bowater Canada Finance Corp. Contribution
    Claim and a Bowater Canada Holdings Incorporated Interest
    Claim presents a fatal defect to the Plan.

  * The Objecting Noteholders are only one constituency in the
    Debtors' cases and the Debtors should not be forced to
    capitulate to the demands of one party to the detriment of
    the overall plan process.

  * The Objecting Noteholders are trying to hold the Debtors
    hostage by threatening to vote against a Plan that inures to
    the benefit of all creditors and stakeholders -- including
    the creditors of BCFC -- thereby trying to force a
    liquidation of a single debtor based on unsupported
    assertion that doing so will increase recoveries to BCFC
    creditors.

Moreover, the Debtors believe that the issues presented by BCFC
are best addressed in the context of the confirmation of the
Debtors' Joint Chapter 11 Plan.

The Debtors maintained that the extension of the Exclusive
Plan Filing Period will provide them with an opportunity to
(i) negotiate settlements of any Plan objections; (ii) conclude
the confirmation hearing; (iii) respond to any mechanical changes
to the Plan that may be necessary; (iv) submit a final form of
the confirmation order approving the Plan; and (v) make necessary
changes to the Plan in the event the Court finds it cannot be
confirmed in its present form.

                  About AbitibiBowater Inc.

AbitibiBowater (OTC: ABWTQ) produces newsprint, commercial
printing papers, market pulp and wood products.  It is the eighth
largest publicly traded pulp and paper manufacturer in the world.
AbitibiBowater owns or operates 22 pulp and paper facilities and
26 wood products facilities located in the United States, Canada
and South Korea.  The Company also recycles old newspapers and
magazines.

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

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

U.S. Bankruptcy Judge Kevin Carey handles the Chapter 11 cases of
AbitibiBowater Inc. and its U.S. affiliates and the Chapter 15
case of ACI, et al.

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

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


ABITIBIBOWATER INC: Various Parties Object to Plan
--------------------------------------------------
Key parties-in-interest have filed objections to the Chapter 11
plan of AbitibiBowater Inc. and its units.  The objectors include
the U.S. Trustee, noteholders, equityholders and taxing
authorities.

Roberta A. DeAngelis, the U.S. Trustee for the District of
Delaware, opposes confirmation of the Debtors' Chapter 11 Plan on
these bases:

  (a) The releases and exculpation provisions under the Plan are
      overbroad in that those provisions grant full releases for
      certain parties that had no connection, nor provided any
      contribution to the Debtors' cases.

  (b) Certain of the claims voting procedures as reflected in
      Article III of the Plan are improper.  In particular, the
      U.S. Trustee objects to a provision of the Plan that
      provides for a deemed acceptance of a Class of Claims or
      Interests if there are no votes to accept the Plan in that
      class.

  (c) Section 7.3 of the Plan is impermissible in allowing the
      Debtors to unilaterally waive most of the conditions to
      confirmation and effective date of the Plan, including the
      payment of statutory fees payable to the U.S. Trustee.

  (d) The Plan does not contain enough information to determine
      if the Restructuring Recognition Award set out in section
      6.8(c) is proper and appropriate.  The U.S. Trustee notes
      that the Debtors give a very general description of these
      awards, which aggregate $6 million and are purported to be
      cash awards for selected members of management for their
      contribution to a successful reorganization of the
      Debtors.

Noteholders Aurelius Capital Management, LP, and Contrarian
Capital Management, LLC, complain that the Debtors' Plan is simply
one more attempt by the Debtors to strip value from Bowater Canada
Finance Corporation and its creditors.  The board of directors and
officers of BCFC have been willing participants in the process,
the Noteholders allege.  The Noteholders aver that through their
managed fund entities, they hold in excess of one third of the
$600 million in unsecured notes issued by BCFC in 2001.  The BCFC
Notes are guaranteed by Bowater Inc. and will mature in November
2011.  Dennis A. Meloro, Esq., at Greenberg Traurig, LLP, in
Wilmington, Delaware, notes that BCFC was formed as an unlimited
company for the purpose of engaging in tax-advantaged financing of
the Canadian operations of Bowater Inc.  It has no employees or
independent business operations.  BCFC's only material assets are
claims against other Debtors, the BCFC Board and its officers, Mr.
Meloro cites.  Mr. Meloro argues that the Plan cannot be confirmed
as to BCFC because the only impaired voting class of BCFC
creditors has voted to reject the Plan and thus, BCFC has failed
to satisfy the voting requirements for plan confirmation set forth
in Section 1129(a)(8) and (a)(10) of the Bankruptcy Code.

BCFC and Bowater Inc., as plan proponents, bear the burden of
proving that the Joint Chapter 11 Plan filed by the Debtors
satisfies each of the requirements of Section 1129 of the
Bankruptcy Code, Wilmington Trust Company asserts.  Wilmington
Trust is the sole successor indenture trustee for the 7.95% Notes
due 2011 issued by BCFC pursuant to an indenture dated as of
October 31, 2001.  The Notes were guaranteed by Bowater Inc.
Wilmington Trust argues that the BCFC Plan and the Bowater Plan
fail to satisfy multiple requirements of Section 1129 and thus,
would severely prejudice the interests of the 7.95% Noteholders.

Certain equity shareholders of the Debtors that formed an ad hoc
equity committee in March 2010 oppose the confirmation of the
Debtors' Plan.  On behalf of the Ad Hoc Equity Committee, Dr.
Henry A. Romero and Elizabeth L. Romero note that their group
currently holds about 27% of outstanding shares in the Debtors.
Many members of the Ad Hoc Equity Committee, the Romeros state,
were current and former employees of the Debtors and their shares
are tied up in retirement and pension funds of the CEP Union.  The
Equity Shareholders complain that:

  -- The Debtors have undervalued or failed to value multiple
     assets.  The Debtors note that certain Canadian timberland
     assets are not included in the Disclosure Statement;

  -- The Debtors are withholding recoveries until after the Plan
     confirmation to avoid distribution.  These recoveries
     include a $130 million settlement on expropriated assets
     with the provinces of Newfoundland and Labrador; some
     $108 million in claims from the unions; and an agreement with
     the Quebec governments regarding pension funding
     liabilities;

  -- The Debtors' subsidiaries have not been properly valued;
     and

  -- The Debtors' management has put forward the Plan without
     concern for the fundamental fairness of the bankruptcy
     process nor a concern for their fiduciary duties to the
     shareholders.

Certain taxing authorities made known to the Court their
objections to a confirmation of the Debtors' Second Amended Plan
of Reorganization.  The Taxing Authorities complain that the
Plan:

  -- proposes to eliminate claimholders' setoff rights by
     deeming that each creditor receiving distributions under
     the proposed Plan to have consented to the injunctions
     under the Plan;

  -- proposes the payment of priority tax claims on an annual
     basis;

  -- disallows any interest on claims payment and further, fails
     to include language with regard to the interest rate to be
     paid should payment of tax claims be deferred; and

  -- fails to provide for a remedy in the event of a default in
     plan payments.

BASF Corporation and its affiliates oppose confirmation of the
Debtors' Plan to the extent that it fails to adequately identify
the so-called causes of action and seek to eliminate BASF's rights
of setoff, recoupment or similar rights with respect to any causes
of action retained by the Reorganized Debtors.  BASF objects to
the Plan to the extent it seeks to preserve undisclosed litigation
claims.

                  About AbitibiBowater Inc.

AbitibiBowater (OTC: ABWTQ) produces newsprint, commercial
printing papers, market pulp and wood products.  It is the eighth
largest publicly traded pulp and paper manufacturer in the world.
AbitibiBowater owns or operates 22 pulp and paper facilities and
26 wood products facilities located in the United States, Canada
and South Korea.  The Company also recycles old newspapers and
magazines.

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

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

U.S. Bankruptcy Judge Kevin Carey handles the Chapter 11 cases of
AbitibiBowater Inc. and its U.S. affiliates and the Chapter 15
case of ACI, et al.

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

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


AFFINITY GROUP: Pays $3.4 Million Cash Interest to Noteholders
--------------------------------------------------------------
Affinity Group Inc. paid $3.4 million in cash interest payable to
institutional holders holding an aggregate of $61.8 million of its
10-7/8% senior notes due 2012 within the "grace" period consented
to by such holders for payment of the interest that was due on the
Company Notes on August 15, 2010.

The Company also paid the indenture trustee interest of $15,000
for the holders of the AGHI Notes that had not been identified to
AGHI.  The remaining holders of the AGHI Notes extended the
payment date for the interest due on August 15, 2010 to February
15, 2011.  AGHI's parent, AGI Intermediate Holdco, LLC, made
capital contributions to AGHI in the amount needed to pay such
cash interest and has advised AGHI that it has made arrangements
to fund necessary cash interest on the next interest payment date
under the AGHI Notes, February 15, 2011.

                       About Affinity Group

Ventura, Calif.-based Affinity Group Holding, Inc. is a holding
company and the direct parent of Affinity Group, Inc. ("AGI").
The Company is an an indirect wholly-owned subsidiary of AGI
Holding Corp ("AGHC"), a privately-owned corporation.  The Company
is a a member-based direct marketing organization targeting North
American recreational vehicle ("RV") owners and outdoor
enthusiasts.  The Company's club members form a receptive audience
to which the Company sells products, services, merchandise and
publications targeted to their specific recreational interests.
In addition, the Company is a specialty retailer of RV-related
products.  The Company operates through three principal lines of
business, consisting of (i) club memberships and related products
and services, (ii) subscription magazines and other publications
including directories, and (iii) specialty merchandise sold
primarily through its 78 Camping World retail stores, mail order
catalogs and the Internet.

                           *     *     *

According to the Troubled Company Reporter on April 27, 2010,
Moody's Investors Service concluded its review of Affinity Group
Holdings Inc., confirmed its 'Caa2' corporate family rating and
assigned B1 ratings to its subsidiary, Affinity Group Inc.'s new
secured term loan.  The new debt along with an unrated $22 million
revolver refinances the previous secured debt at Affinity Group
Inc.  The ratings outlook is stable.  This concludes the review of
ratings for possible downgrade that was initiated on August 25,
2009.

Standard & Poor's Ratings Services said it assigned its 'B-'
issue-level rating (two notches above the corporate credit rating
on parent Affinity Group Holding Inc.) to Affinity Group Inc.'s
$144.3 million senior secured term loan due 2015.  The recovery
rating is '1,' indicating S&P's expectations of very high (90%-
100%) recovery in the event of a payment default.


ALMATIS B.V.: Creditors Vote to Accept Chapter 11 Plan
------------------------------------------------------
Almatis B.V. and its affiliated debtors are now a step closer to
emerging from bankruptcy protection after getting a majority of
votes in favor of their restructuring plan filed in the U.S.
Bankruptcy Court for the Southern District of New York.

Results on the plan voting released by Epiq Bankruptcy Solutions
LLC, the Debtors' noticing and claims agent, show that 100% of
creditors in Classes 3(c) to Class 8(m) voted to accept the
Debtors' First Amended Joint Plan of Reorganization.

A copy of the document detailing the summary results is available
for free at http://bankrupt.com/misc/Almatis_VotingResults.pdf

A report of all votes included in the tabulation is available for
free at http://bankrupt.com/misc/Almatis_VotesTabulated.pdf

A report of all votes not included in the tabulation and the
reasons for their exclusion is available for free at:

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

Almatis' lawyer, Michael Rosenthal, Esq., at Gibson Dunn &
Crutcher LLP, in New York, asserted that the Plan satisfies the
requirements for confirmation under Section 1129 of the
Bankruptcy Code.

Mr. Rosenthal said the Plan has been accepted by the impaired
creditors that voted on the Plan, who represent more than 90% in
both number and amount of all creditors in each class entitled to
vote.

He also pointed out that the Plan "is not the subject of any
credible objection."  The Debtors do not believe that Jonathan
Lee Riches and those who signed an objection filing in the Court
are "parties-in-interest" in their bankruptcy cases.

A group of creditors led by Mr. Riches earlier filed an objection
to block the confirmation of the Plan.  The objection is also
noted to signed by Mario Alvarado, Michelle Breeding, Angela
Eckholdt, Mitchell Robinson, Ralph Rogers, Ann Simpson, Gregory
John Simpson, Mary Simpson and Patrick James Simpson.  The
Objectors delivered a letter to the U.S. Bankruptcy Court for the
Southern District of New York, asserting that they will oppose
confirmation until they have had analyzed and read the details of
the Plan.  The Objectors also sought Court approval to intervene
in the bankruptcy case of Almatis.

Mr. Riches is reportedly an inmate in federal prison and a man
identified by the Guinness Book of World Records as the most
litigious man in the world, according to the Debtors' counsel.

Almatis B.V. Chief Executive Officer Remco de Jong and Jared
Dermont, managing director of Moelis & Company LLC, filed
declarations with the Court in support of confirmation of the
Plan.

                 Almatis Refiles Amended Plan

In a related development, Almatis filed with the Court its
Amended Plan dated September 16, 2010, containing technical
modifications as well as minor changes on the terms of the plan.

Under the Amended Plan, Almatis added a new provision, which
calls for the release of all collateral held as security for the
claims of the senior lenders, second lien lenders, mezzanine and
junior mezzanine lenders.

The Plan also provides that the senior secured noteholders will
receive depository receipts issued by two Dutch trust foundations
that will be formed to hold the 15% paid-in-kind senior or junior
preference shares issued by Almatis Topco 1 for the benefit of
the senior secured noteholders, the DIC investor and holders of
mezzanine and junior mezzanine claims.

The senior secured noteholders will also receive senior paid-in-
kind, unsecured notes issued by Almatis Topco 2 as well as the
ordinary shares in Almatis Topco 1 in an amount to the so-called
"SNN share allocation."

The senior secured noteholders include GoldenTree Asset
Management LP, Sankaty Credit Opportunities IV LP, GSO Capital
Partners LP and the funds managed or advised by GSO Capital
Partners LP or its affiliates.

The Plan also named The Bank of New York Mellon as the disbursing
agent under an agreement among Almatis B.V., Almatis Inc.,
Almatis GmbH, Almatis Topco 1, Almatis Topco 2, and several other
parties.

None of the technical modifications materially and adversely
impact the terms of the Plan including the classification and
treatment of claims, Almatis CEO Remco de Jong avers.

The technical modifications are clarifying in nature and are
acceptable to the "requisite junior lenders" and Dubai
International Capital LLC, Mr. Rosenthal, the Debtors' counsel,
elaborates.

A full-text copy of the Sept. 16 Almatis Amended Plan is
available for free at:

http://bankrupt.com/misc/Almatis_AmendedPlanSept162010.pdf

The Debtors also filed with the Court plan supplements, which
consists of substantially final drafts of documents required to
implement the Plan.  Copies of those documents are available for
free at:

  http://bankrupt.com/misc/Almatis_BonusTermSheet.pdf
  http://bankrupt.com/misc/Almatis_ClaimAssignmentAgreement.pdf
  http://bankrupt.com/misc/Almatis_DICDocuments.pdf
  http://bankrupt.com/misc/Almatis_DirectorsList.pdf
  http://bankrupt.com/misc/Almatis_DisbursingAgentAgreement.pdf
  http://bankrupt.com/misc/Almatis_ImplementationMemo.pdf
  http://bankrupt.com/misc/Almatis_IncentivePlanDocs.pdf
  http://bankrupt.com/misc/Almatis_Instructions.pdf
  http://bankrupt.com/misc/Almatis_IntercreditorAgreement.pdf
  http://bankrupt.com/misc/Almatis_InvestmentAgreement.pdf
  http://bankrupt.com/misc/Almatis_MgtIncentivePlanDocs.pdf
  http://bankrupt.com/misc/Almatis_NewArticles.pdf
  http://bankrupt.com/misc/Almatis_NotesPurchaseAgreement.pdf
  http://bankrupt.com/misc/Almatis_PIKNotesInstrument.pdf
  http://bankrupt.com/misc/Almatis_PIKPrefWarrantInstrument.pdf
  http://bankrupt.com/misc/Almatis_RestructuringOpinion.pdf
  http://bankrupt.com/misc/Almatis_RevolvingFacility.pdf
  http://bankrupt.com/misc/Almatis_SNNDistributionDocuments.pdf
  http://bankrupt.com/misc/Almatis_SSNIndenture.pdf
  http://bankrupt.com/misc/Almatis_Topco1DirectionAgreement.pdf

The Court is set to convene a hearing for September 20, 2010, at
10:00 a.m. prevailing Eastern Time, to consider confirmation of
the Plan.

                       About Almatis Group

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

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

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

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


ALMATIS B.V.: Lenders File Accounting of Professional Fees
----------------------------------------------------------
A group of second lien, mezzanine and junior mezzanine lenders
submitted an accounting of professional fees they incurred in
Almatis B.V.'s bankruptcy cases before the U.S. Bankruptcy Court
for the Southern District of New York.

The Lenders' financial and legal professionals and the
corresponding services rendered are:

        Firm                                Services
        ----                                --------
Freshfields Bruckhaus Deringer LLP  Provided all of the legal
Lenders' lead European counsel      advice to Lenders,
                                     including English, Dutch
                                     and German law advice

Versatus Advisers LLP               Participated in every
Lenders' lead financial advisor     negotiation with the
                                     Debtors, First Lien
                                     Creditors and their
                                     advisors.  Coordinated and
                                     supervised the work of all
                                     the Lenders' professionals.

Simmons & Simmons                   Worked exclusively for the
UK Counsel to Second Lien           Second Lien Lenders on
Lenders                             matters related to the
                                     needs of its narrow
                                     constituency including
                                     English and Dutch law
                                     advice in relation to the
                                     review and negotiation of
                                     documents.

FTI Consulting Inc.                 Provided the Lenders with
Lenders' European financial         critical valuation services
valuation advisor                   during the pre-bankruptcy
                                     period, particularly during
                                     restructuring negotiations
                                     in Europe.

Schulte Roth & Zabel LLP            Assembled a litigation team
Lenders' U.S. counsel               to work with its
                                     reorganization lawyers in
                                     assimilating the facts
                                     surrounding the Original
                                     Plan and the Debtors'
                                     complex capital structure.
                                     Formulated and implemented
                                     an effective discovery and
                                     litigation strategy.
                                     Negotiation with the
                                     Debtors and Dubai
                                     International Capital over
                                     the terms of the Plan, plan
                                     related documents, and the
                                     Debtors' settlement with
                                     Oaktree Capital Management
                                     L.P.

Capstone Valuation Services LLC     Provided the Lenders with
Capstone Advisory Group LLC         the critical valuation
Lenders' expert witnesses with      support for the Lenders'
respect to valuation and related    massive litigation efforts.
related financial issues

The total fees and expenses for the Lenders' professionals are
estimated to be $9,293,630, according to Michael Cook, Esq., at
Schulte Roth & Zabel LLP, in New York.

The professional fees' estimate include outstanding bills for
disbursements of $43,277 for David Feldman Worldwide Court
Reporters; $6,785 for Merrill Communications for document
maintenance; and $1,000 for LLC's translation services.

The estimate is based, in part, on (1) projections through the
effective date of the Plan and agreed upon fee caps by the
professionals, plus (2) small variations in U.S. dollars because
some fees are payable in British pounds.  The estimate excludes
the costs or the Mezzanine Lender Agent, Wilmington Trust.

A concise summary of the Lenders' Professional Fees incurred and
projected, as prepared by Versatus is available without charge
at http://bankrupt.com/misc/Almatis_AccountingLenderProfs.pdf

Mr. Cook also filed a declaration supporting the accounting of
the Lenders' professional fees.  Mr. Cook averred that the
services rendered by the Lenders' professionals provided direct,
significant and demonstrable benefits to all parties in the
Debtors' cases.

An Equity Term Sheet, which was filed as an exhibit to the
Debtors' Plan, provides for the Debtors' limited reimbursement of
the Lenders' Professional Fees, including those advanced by DIC.

                       About Almatis Group

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

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

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

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


AMERICAN MEDIA: Distressed Debt Exchange Offer Expires
------------------------------------------------------
The proposed offer by American Media, Inc.'s operating subsidiary
American Media Operations, Inc., to exchange all of AMO's
outstanding 14% Senior Subordinated Notes due 2013 for a
combination of cash and shares of common stock, par value $0.0001
per share, of AMI, and cash tender offer for all of AMO's
outstanding 9% Senior PIK Notes due 2013, was set to expire 9:00
a.m., New York City time, on September 15, 2010.

American Media remains mum on the results of the exchange offer.

In conjunction with the Offers, AMO solicited consents from
eligible holders of the Notes to certain amendments to the
applicable indenture governing the Notes.

As of 5:00 p.m., New York City time, on August 24, roughly
$344.2 million principal amount of Subordinated Notes, or
approximately 96.7% of the outstanding aggregate principal amount
of the Subordinated Notes, had been validly tendered in the
Exchange Offer, and approximately $23.7 million principal amount
of PIK Notes, or approximately 99.9% of the outstanding aggregate
principal amount of PIK Notes, had been validly tendered in the
Cash Tender Offer.

As reported by the Troubled Company Reporter, American Media said
on July 2, that it had reached an agreement with more than
90% of its bondholders/shareholders for the company's debt in
connection with the debt-for-equity exchange.

The actual launch of the exchange offering occurred July 15.  The
consummation of the offers is conditioned upon the satisfaction or
waiver of certain conditions as is customary in these types of
deals.

AMI is offering to exchange all of its outstanding 14% Senior
Subordinated Notes due 2013 for a combination of cash and shares
of common stock of American Media, Inc.  Bondholders are being
offered $269.52 in cash and 335.62 shares of AMI common stock for
each $1,000 of principal amount exchanged.  The total aggregate
principal amount of outstanding subordinated notes as of the
launch of the exchange is approximately $356 million.

AMI is also offering to purchase each $1,000 principal amount of
its $23.7 million aggregate principal amount of outstanding PIK
Notes for $1,020.

AMI projects that its debt will be reduced by $200 million and its
leverage reduced from 7.2x to 5.1x following the transaction.  AMI
said the transaction gives it significant flexibility, with $50
million of free cash flow on a pro forma basis.

Moelis & Company served as AMI's financial advisor in the
transaction.

                       About American Media

Based in New York, American Media, Inc., publishes celebrity
journalism and health and fitness magazines in the U.S. These
include Star, Shape, Men's Fitness, Fit Pregnancy, Natural Health,
and The National Enquirer.  In addition to print properties, AMI
manages 14 different Web sites.  The company also owns
Distribution Services, Inc., the country's #1 in-store magazine
merchandising company.

In June 2010, Standard & Poor's Ratings Services lowered its
rating on Boca Raton, Fla.-based American Media Inc. to 'D' from
'CCC.'  The ratings downgrade reflects American Media's ongoing
deferral of its May 1, 2010 interest payment on the 14% notes.
The Company stated that 75% of noteholders consented that the
May 1, 2010 interest payment be deferred until June 21, 2010.

In July 2010, Moody's Investors Service downgraded American Media
Operations, Inc.'s Probability of Default Rating to 'Ca' from
'Caa2' following the company's announcement that it has commenced
an exchange offer for all of its 14% Senior Subordinated Notes due
2013.  In conjunction with the exchange announcement, Moody's put
on review for possible upgrade all other ratings given the
expected decrease in debt obligations by approximately $200
million net of expected fees and related expenses.

The downgrade of the PDR to 'Ca' reflects Moody's view that
American Media's proposed offer for all of the $355.8 million
outstanding 14% Senior Subordinate Notes, if successfully
concluded, is an effective distressed exchange event of default.


AMR CORP: FMR, Fidelity Report 9.067% Stake
-------------------------------------------
Boston, Massachusetts-based FMR LLC and Edward C. Johnson 3d
disclosed that they may be deemed to hold 30,467,722 shares or
roughly 9.067% of the common stock of AMR Corporation.

Fidelity Management & Research Company, a wholly owned subsidiary
of FMR LLC and an investment adviser registered under Section 203
of the Investment Advisers Act of 1940, is the beneficial owner of
30,467,422 shares or 9.067% of the Common Stock outstanding of AMR
Corporation as a result of acting as investment adviser to various
investment companies registered under Section 8 of the Investment
Company Act of 1940.  The number of shares of AMR Common Stock
owned by the investment companies at August 31, 2010, included
2,969,697 shares of Common Stock resulting from the assumed
conversion of $29,400,000 principal amount of AMR CORP CONV 6.25%
10/15/14 (101.0101 shares of Common Stock for each $1,000
principal amount of debenture).

Edward C. Johnson 3d and FMR LLC, through its control of Fidelity,
and the funds each has sole power to dispose of the 30,467,422
shares owned by the Funds.

                       About AMR Corporation

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

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

The Company's balance sheet for June 30, 2010, showed
$25.8 billion in total assets, $9.3 billion in total current
liabilities, $9.1 billion in long-term debt, $526.0 million in
obligation under capital leases, $7.5 billion in pension and
postretirement benefits, $3.1 billion in other liabilities, and
$3.9 billion in stockholders' deficit.

                           *     *     *

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


AMRO-ASIAN TRADE: Case Summary & 12 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Amro-Asian Trade, Inc.
        1136 Union Plaza Building, Suite 618 & 518
        Honolulu, HI 96813
        Tel: (808) 523-9606

Bankruptcy Case No.: 10-02868

Chapter 11 Petition Date: September 16, 2010

Court: United States Bankruptcy Court
       District of Hawaii (Honolulu)

Judge: Robert J. Faris

Debtor's Counsel: Jerrold K. Guben, Esq.
                  O'CONNOR PLAYDON & GUBEN
                  733 Bishop St., Fl. 24
                  Honolulu, HI 96813
                  Tel: (808) 524-8350
                  Fax: (808) 531-8628
                  E-mail: jkg@roplaw.com

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

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

A list of the Company's 12 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/hib10-02868.pdf

The petition was signed by Mahbub Alam Siddiqui, president.


AMT (USA) INC: Redhawk to Buyout 2.25% NSR
------------------------------------------
Redhawk Resources, Inc. through its wholly owned US subsidiary
Redhawk Copper, Inc. has entered into an agreement with AMT (USA)
Inc. to buyout the 2.25% Net Smelter Royalty ("NSR") retained by
AMT as part of the original Copper Creek property acquisition
agreement.  The Agreement requires a payment of $350,000 on court
approval and a further $950,000 in quarterly payments over an
eighteen month period.  The Agreement also calls for a further
$500,000 payment should the Company enter into a major transaction
during the two year period after closing.  AMT is in Chapter 7
bankruptcy and therefore the Agreement remains subject to court
approval which is expected within 60 days.  Currently the
agreement between Redhawk and AMT requires an annual $125,000
advance royalty payment and has a cap of $25 million.

Stephen Barley, Managing Director of Redhawk commented: "This is a
beneficial arrangement for both parties.  Redhawk reduces the
royalty burden on Copper Creek improving the financial return on
our project and the arrangement accelerates payments to AMT's
creditors."

                        About Redhawk

Redhawk is a Canadian-based resource exploration and development
company with primary focus on the accelerated development of its
advanced stage Copper Creek copper-molybdenum project in San
Manuel, Arizona.  The 100% owned Copper Creek property consists of
approximately seven square miles of almost totally contiguous
patented and unpatented mining claims and state prospecting
permits, located about 70 miles northeast of Tucson, Arizona and
about 15 miles east of San Manuel.  The property is in the
prolific southwest US porphyry copper belt at the projected
intersection of a major northwest belt of porphyry copper deposits
or mines (Ray, Miami/Globe, Superior/Resolution, Johnson Camp) and
a major east-northeast belt of porphyry deposits (San
Manuel/Kalamazoo, Silver Bell, Lakeshore, Safford, Morenci).  The
property is within sight of the former BHP Kalamazoo/San Manuel
copper smelter and mine and within 30 miles of an existing
operating copper smelter.  The area is a mining friendly and
politically secure location with excellent and readily accessible
infrastructure.


ARMSTRONG WORLD: Moody's Affirms 'Ba2' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service affirmed Armstrong World Industries,
Inc.'s Ba2 Corporate Family Rating and Ba3 Probability of Default
Rating.  In a related rating action, Moody's upgraded the
company's senior secured bank credit facilities to Ba1 from Ba2
driven by secured debt repayment.  Armstrong's speculative grade
liquidity rating remains SGL-1.  The outlook is stable.

These ratings/assessments were affected by this action:

* Corporate Family Rating affirmed at Ba2;

* Probability of Default Rating affirmed at Ba3; and,

* $300 million Senior Secured Revolving Credit Facility due
  Oct. 2, 2011 upgraded to Ba1 (LGD2, 23%) from Ba2 (LGD3, 32%);

* $250 million Senior Secured Term Loan A due October 2, 2011
  upgraded to Ba1 (LGD2, 23%) from Ba2 (LGD3, 32%); and

* $190 million Senior Secured Term Loan B due Oct. 2, 2013
  upgraded to Ba1 (LGD2, 23%) from Ba2 (LGD3, 32%).

The company's speculative grade liquidity rating remains at SGL-1.

                         Ratings Rationale

Armstrong's Ba2 Corporate Family Rating considers the company's
market position as a leader in providing flooring to the North
American residential and commercial end markets and its wide
customer base.  Armstrong is not beholden to any specific
distribution channel as no customer accounted for more than 10% or
more of total net sales, affording the company flexibility to
shifting end market demands.  The rating also incorporates
expectations that earnings derived from its WAVE joint venture
will remain robust, contributing to tolerable debt leverage
characteristics.  EBITA-to-interest expense stood at 2.6 times for
LTM 2Q10 and debt-to-EBITDA was 3.7 times (as adjusted by
Moody's).

Although WAVE is a significant contributor to earnings,
Armstrong's operating margins remain weak with adjusted EBITA
margin of 3.6% for LTM 2Q10.  Additionally, Armstrong is
continuing with cost reduction initiatives that will likely result
in more charges, further dampening operating performance.  Moody's
adjusts for some restructuring costs and asset impairments.
Another constraint to the company's rating is the potential that
Armstrong will become more leveraged over the intermediate term.
Armor TPG Holdings LLC, Armstrong's largest shareholder after the
Asbestos Personal Injury Settlement Trust, may have Armstrong
pursue debt-financed acquisitions or shareholder friendly
activities such as special dividends or share repurchases.
Nevertheless, Armstrong's very good liquidity profile with about
$860 million of combined cash and revolving credit availability
gives it significant financial flexibility to contend with ongoing
economic uncertainties.

The upgrade in ratings to the senior secured bank credit
facilities result from secured debt repayments resulting in a
lower proportion of secured debt versus unsecured claims, and
lower secured claims against available collateral.

A rating upgrade is unlikely over the intermediate term due to
Armstrong's ongoing cost reduction initiatives and the potential
of the company becoming more leveraged.  However, when market
conditions within the North American economy show signs of
noticeable improvement and operating efficiencies appear
sustainable, then an upgrade may be considered.  Over time, EBITA-
to-interest expense trending towards 4.5 times or debt-to-EBITDA
sustainable near 3.0 times would suggest a potential for upwards
ratings movement.

A rating downgrade could result from evidence that Armstrong is
not benefiting from its cost reduction programs or financial
performance is negatively impacted by an unexpected decline in the
company's end markets.  EBITA-to-interest expense falling towards
2.0 times or debt-to-EBITDA sustained above 4.5 times (all ratios
adjusted per Moody's methodology) for an extended period of time
could pressure the ratings.  Debt-financed transactions,
shareholder friendly activities, or a deterioration in the
company's liquidity profile would also stress Armstrong's ratings.

Armstrong World Industries, Inc., headquartered in Lancaster, PA,
is a global producer of flooring products and ceiling systems for
use primarily in the construction and renovation of residential,
commercial and institutional buildings.  The company also designs,
manufactures and sells kitchen and bathroom cabinets for the U.S.
market.  Revenues for the last twelve months through June 30, 2010
totaled approximately $2.8 billion.


ARVINMERITOR INC: Plans to Invest $42 Million in Europe
-------------------------------------------------------
ArvinMeritor, Inc. plans to invest $42 million to advance its
foundation brake leadership position in Europe. This investment is
focused on five key areas:

Expansion of the successful ELSA air disc brake and S-Cam product
lines

Development of future generation braking technologies

Vehicle and lab performance testing and validation

Best-in-class manufacturing technologies

                  Customer Service and Support

"This major investment underscores our commitment to leadership in
the global foundation brake business," said Carsten Reinhardt,
chief operating officer for ArvinMeritor.  "We are dedicated to
further enhancing our capabilities in product development and
manufacturing technology to be the partner of choice for vehicle
manufacturers worldwide."

With more than three million ELSA disc brakes in service, the
company is leveraging its experience to enhance the performance of
current product lines and grow its product portfolio:

Next evolution of the Meritor(R) 225L and 225H disc brakes with
improved strength-to-weight ratio for heavy duty truck and bus
applications

Weight-optimized Meritor 225T disc brake for trailer and lighter-
truck line haul applications

New Meritor 410mm S-Cam drum brake for heavy duty applications

In addition, ArvinMeritor is investing in advanced engineering to
develop tomorrow's foundation brake technology including electro-
mechanical actuation, active adjustment and smart heat management.

To further support product development, the company is investing
in additional test and validation capabilities, including a new
NVH and thermal imaging dynamometer capable of testing complete
corner modules including axle, suspensions and wheel-ends; a new
advanced three-axis vibration rig to analyze effects of vibration
more accurately and a much increased vehicle test fleet to analyze
products in real operating environments.

ArvinMeritor will also invest in world-class manufacturing systems
including advanced machining and fully automated assembly systems
as part of the company's drive toward 0 PPM.

                       About ArvinMeritor

Based in Troy, Michigan, ArvinMeritor, Inc.  --
http://www.arvinmeritor.com/-- supplies integrated systems,
modules and components to the motor vehicle industry.  The Company
celebrated its centennial anniversary in 2009.  The Company serves
commercial truck, trailer and specialty original equipment
manufacturers and certain aftermarkets, and light vehicle
manufacturers.

The Company's balance sheet at June 30, 2010, showed $2.81 billion
in total assets, $1.31 billion in total current liabilities,
$1.01 billion in long-term debt, $1.07 billion in retirement
benefits, $324.00 million in other liabilities, and stockholders'
deficit of $909.00 million.  Stockholders' deficit was
$877.0 million at March 31, 2010.

ArvinMeritor has 'B3' Corporate Family and Probability of Default
ratings from Moody's Investors Service.  In July 2010, when
Moody's raised the ratings to 'B3' from 'Caa1', it noted that
about 52% of the company's fiscal 2010 revenues to date are from
North America, where demand is expected to strengthen in the
second half of the year.  But with 21% of the company's revenue
from Europe, a slower pace of economic recovery is expected to
constrain overall growth.  Tight credit markets also may limit
near-term growth in commercial vehicle purchases.


AZALEA PERAL: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Joint Debtors: Azalea Peral
               Jose E Peral
               394 Gatlinburg CT.
               Henderson, NV 89012

Bankruptcy Case No.: 10-27592

Chapter 11 Petition Date: September 16, 2010

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

Judge: Mike K. Nakagawa

Debtor's Counsel: Gary S. Fink, Esq.
                  6600 W. Charleston Blvd., Suite 134
                  Las Vegas, NV 89146
                  Tel: (702) 834-7500
                  Fax: (702) 834-7505
                  E-mail: gary@omarlaw.com

Scheduled Assets: $3,427,000

Scheduled Debts: $7,014,617

A list of the Joint Debtors' 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nvb10-27592.pdf


BEACON POWER: Initiates NASDAQ Appeal Process
---------------------------------------------
Beacon Power Corporation disclosed that on September 14, 2010, it
received a letter from The Nasdaq Stock Market informing the
Company that its common shares have failed to comply with the
$1.00 minimum bid price required for continued listing on The
Nasdaq Capital Market under Listing Rule 5550(a)(2), and as a
result, without further action the Company's common shares would
be subject to delisting.  The letter further stated that the
Company may appeal the Nasdaq Staff delisting determination to a
Nasdaq listing qualifications panel.  It added that the authority
of the panel to grant additional time to companies was recently
modified such that a panel could allow continued listing for up to
180 calendar days from September 14, 2010, if deemed appropriate.

Beacon Power is appealing the Staff's determination.  The appeal
will stay the delisting of the Company's common stock from The
Nasdaq Capital Market until a hearing is completed and the listing
qualifications panel issues its written decision.  The Company
expects this process to take 8-12 weeks.

Beacon's appeal requesting additional time will outline the unique
position of the Company -- highlighting the three 20 MW frequency
regulation facilities in development, with revenues from the first
plant expected in less than three months.  In addition, the
Company expects to see tangible progress toward pay-for-
performance market tariffs in the next six months. Such tariffs
would provide a substantial improvement in the financial outlook
for the Company.

There can be no assurance that the listing qualifications panel
will grant the Company's request for additional time or for
continued listing.

                About Beacon Power Corporation

Beacon Power Corporation -- http://www.beaconpower.com/--
designs, develops and is commercializing advanced products and
services to support stable, reliable and efficient electricity
grid operation.  Beacon's Smart Energy Matrix(TM), now in
production, being operated and earning revenue, is a non-
polluting, megawatt-scale, fast-response flywheel-based solution
designed to provide less expensive, more sustainable and effective
frequency regulation services to the nation's power grid.  The
Company's business strategy is both to supply frequency regulation
services from its own plants and to sell systems directly to
utilities or grid operators in parts of North America and selected
international markets.  Beacon is a publicly traded company with
its research, development and manufacturing facility in the U.S.


BERNARD MADOFF: Funds Accuse Merkin of Funneling Assets
-------------------------------------------------------
A receiver for Ariel Fund Ltd. and Gabriel Capital LP has sued the
hedge funds' former investment adviser J. Ezra Merkin, alleging he
secretly funneled investors' assets to Cerberus Capital Management
LP and notorious Ponzi schemer Bernard L. Madoff, Bankruptcy
Law360 reports.

According to Law360, the court-appointed receiver Bart M. Schwartz
filed a complaint against Merkin and his Manhattan firm Gabriel
Capital Corp. on Thursday in the Supreme Court of the State of New
York.

                      About Bernard L. Madoff

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

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

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

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

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

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

As of August 13, 2010, a total of US$5,578,441,409 in claims by
investors has been allowed, with US$715,602,064 to be paid by the
SIPC.  Investors are expected to receive additional distributions
from money recovered by Mr. Picard.

Mr. Picard has recovered a number of assets and in liquidated some
of those assets for the benefit of customers, totaling
US$1,183,779,811 as of November 2009.


BESM CYPRESS: Case Summary & 4 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: BESM Cypress, Inc.
        dba Country Place Country Store
        2620 McHard Road
        Pearland, TX 77584

Bankruptcy Case No.: 10-38201

Chapter 11 Petition Date: September 16, 2010

Court: United States Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Karen K. Brown

Debtor's Counsel: Calvin C. Braun, Esq.
                  ORLANDO & BRAUN LLP
                  3401 Allen Parkway, Suite 101
                  Houston, TX 77019
                  Tel: (713) 521-0800
                  Fax: (713) 521-0842
                  E-mail: calvinbraun@orlandobraun.com

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

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/txsb10-38201.pdf

The petition was signed by Mohammad Madanizadeh, president.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
BESM International, LLC                10-30165   01/04/2010


BOBBY TAYLOR, JR: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Bobby Franklin Taylor, Jr.
        P.O. Box 398
        Cabot, AR 72023

Bankruptcy Case No.: 10-16747

Chapter 11 Petition Date: September 16, 2010

Court: U.S. Bankruptcy Court
       Eastern District of Arkansas (Little Rock)

Debtor's Counsel: Michael J. Knollmeyer, Esq.
                  KNOLLMEYER LAW OFFICE
                  2525 John Harden Drive
                  Jacksonville, AR 72076-1819
                  Tel: (501) 985-1760
                  Fax: (501) 985-1924
                  E-mail: kristy@knollmeyerlaw.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.


BRIGHAM EXPLORATION: Prices $300 Million Senior Note Offering
-------------------------------------------------------------
Brigham Exploration Company said September 16, 2010, it has priced
an offering of $300 million aggregate principal amount of its
8.75% senior notes due 2018 at an offer price of 100%.  The size
of the offering was increased from $250 million to $300 million.

Brigham said it intends to use the net proceeds from the Senior
Notes offering to purchase up to $160 million principal amount of
its existing 9 5/8% senior notes due 2014 pursuant to a tender
offer, to fund a portion of its 2011 capital budget and for
general corporate purposes, including to redeem or otherwise
acquire any remaining outstanding 2014 Notes not purchased
pursuant to the tender offer.

Brigham said it expects the closing of the Senior Notes offering
to occur on or about September 27.

                    About Brigham Exploration

Austin, Texas-based Brigham Exploration Company (NASDAQ: BEXP)
-- http://www.bexp3d.com/-- is an independent exploration,
development and production company that utilizes advanced
exploration, drilling and completion technologies to
systematically explore for, develop and produce domestic onshore
oil and natural gas reserves.  In late 2007, the majority of the
Company's drilling capital expenditures shifted from its
historically active areas in the Onshore Gulf Coast, the Anadarko
Basin and West Texas to the Williston Basin in North Dakota and
Montana, where the Company is currently targeting the Bakken,
Three Forks and Red River objectives.

The Company's balance sheet at June 30, 2010, showed
$862.21 million in total assets, $289.19 million in total
liabilities, and stockholders' equity of $573.01 million.

                          *     *     *

Brigham carries 'Caa1' corporate family and probability of default
ratings, with 'positive' outlook, from Moody's Investors Service.
It has a 'B' corporate credit rating, with 'stable' outlook from
Standard & Poor's Ratings Services.  Moody's noted in June 2010
that that "[W]hile Brigham's recent results and 2010-11 drilling
program are positive and provide cash flow visibility, the company
remains very small measured by production and proven reserves and
future growth and full-cycle reinvestment costs are fairly
undiversified, being largely reliant on Bakken/Three Forks."

Moody's Investors Service assigned a Caa2 rating to Brigham
Exploration Company's proposed offering of $250 million senior
unsecured notes due 2018.  The Caa2 rating reflects the senior
unsecured status of the notes, its position in the capital
structure, and is consistent with the ratings on Brigham's other
existing senior unsecured debt.  Brigham's Caa1 Corporate Family
Rating and SGL-1 Speculative Grade Liquidity Rating remain
unchanged.  The rating outlook is positive.

Standard & Poor's Ratings Services assigned issue-level and
recovery ratings to Austin, Texas-based Brigham Exploration Co.'s
proposed $250 million senior unsecured notes due 2018.  The issue-
level rating is 'B+' (one notch above the corporate credit rating
on the company).  The recovery rating on this debt is '2',
indicating S&P's expectation of substantial (70% to 90%) recovery
in the event of a payment default.


C-B BEVERAGE: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: C-B Beverage Corporation
        760 Harmon Avenue
        Columbus, OH 43223

Bankruptcy Case No.: 10-61100

Chapter 11 Petition Date: September 16, 2010

Court: United States Bankruptcy Court
       Southern District of Ohio (Columbus)

Judge: John E. Hoffman Jr.

Debtor's Counsel: Robert E. Bardwell, Esq.
                  995 South High Street
                  Columbus, OH 43206
                  Tel: (614) 445-6757
                  Fax: (614) 224-4870
                  E-mail: rbardwell@ohiobankruptlaw.com

Scheduled Assets: $492,339

Scheduled Debts: $1,098,792

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ohsb10-61100.pdf

The petition was signed by Daniel J. Meyers, president.


CAPMARK FIN'L: Protech Holdings Files Schedules & Statement
-----------------------------------------------------------

                      Protech Holdings C, LLC
                Schedules of Assets and Liabilities

A.   Real Property                                         None
B.   Personal Property
B.1  Cash on hand                                          None
B.2  Bank Accounts                                         None
B.3  Security Deposits                                     None
B.4  Household goods                                       None
B.5  Collectibles                                          None
B.6  Wearing apparel                                       None
B.7  Furs and Jewelry                                      None
B.8  Firearms and other equipment                          None
B.9  Interests in Insurance Policies                       None
B.10 Annuities                                             None
B.11 Interests in an education IRA                         None
B.12 Interests in IRA, ERISA or other Pension Plans        None
B.13 Business Interests and stocks                 Undetermined
B.14 Interests in partnerships                     Undetermined
B.15 Government and Corporate Bonds                        None
B.16 Accounts Receivable                                   None
B.17 Alimony                                               None
B.18 Other Liquidated Debts                                None
B.19 Equitable or Future Interests                         None
B.20 Interests in estate of a debt benefit plan            None
B.21 Other Contingent & Unliquidated claims                None
B.22 Patents and other intellectual property               None
B.23 Licenses, franchises, and other intangibles           None
B.24 Customer lists or other compilations                  None
B.25 Vehicles                                              None
B.26 Boats, motors, and accessories                        None
B.27 Aircraft and accessories                              None
B.28 Office equipment, furnishings and supplies            None
B.29 Machinery                                             None
B.30 Inventory                                             None
B.31 Animals                                               None
B.32 Crops                                                 None
B.33 Farming Equipments and implements                     None
B.34 Farm supplies, chemicals, and feed                    None
B.35 Other Personal Property                               None

       TOTAL SCHEDULED ASSETS                                $0
       ========================================================

C.   Property Claimed as Exempt                              $0

D.   Secured Claim                                 Undetermined

E.   Unsecured Priority Claims                                0

F.   Unsecured Non-priority Claims
      Capmark Affordable Equity, Inc.                 2,498,678
      Capmark Affordable Equity, Inc.                   778,929

       TOTAL SCHEDULED LIABILITIES                   $3,277,607
       ========================================================

                  Statement of Financial Affairs

Alisa Kennedy, general counsel, senior vice president at Capmark
Financial Group, Inc., relates that Protech Holdings C, LLC, did
not earn income from employment or operation of business within
two years before the Petition Date.

According to Ms. Kennedy, Protech Holdings was a party to a
lawsuit pending in the Superior Court of California, County of
Alameda styled as Callahan Livermore Senior Housing, L.P. vs
Protech Holdings C, LLC.

                      About Capmark Financial

Based in Horsham, Pennsylvania, Capmark Financial Group Inc. --
http://www.capmark.com/-- is a diversified company that provides
a broad range of financial services to investors in commercial
real estate-related assets.  Capmark has three core businesses:
lending and mortgage banking, investments and funds management,
and servicing.  Capmark operates in North America, Europe and
Asia.  Capmark has 1,000 employees located in 37 offices
worldwide.

On October 25, 2009, Capmark Financial Group Inc. and certain of
its subsidiaries filed voluntary petitions for relief under
Chapter 11 (Bankr. D. Del. Case No. 09-13684)

Capmark's financial advisors are Lazard Freres & Co. LLC and
Loughlin Meghji + Company.  Capmark's bankruptcy counsel is Dewey
& LeBoeuf LLP.  Richards, Layton & Finger, P.A., serves as local
counsel.  Beekman Advisors, Inc., is serving as strategic advisor.
KPMG LLP is tax and accounting advisor.  Epiq Bankruptcy
Solutions, LLC, is the claims and notice agent.

Capmark had total assets of US$20 billion against total debts of
US$21 billion as of June 30, 2009.

Protech Holdings C, LLC, an affiliate of Capmark, filed for
Chapter 11 protection on July 29, 2010 (Bankr. D. Del. Case No.
10-12387).  The Debtor estimated assets and debts in excess of $1
billion as of the filing date.

Since filing in Chapter 11, Capmark completed three sales to
generate more than $1 billion cash. Berkshire Hathaway Inc. and
Leucadia National Corp. bought most of the business for
$468 million.

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


CAPMARK FIN'L: Wins Dec. 31 Plan Filing Exclusivity Extension
-------------------------------------------------------------
Capmark Financial Group Inc. and its debtor affiliates sought and
obtained an order from Judge Christopher S. Sontchi of the U.S.
Bankruptcy Court for the District of Delaware extending the period
within which they have the exclusive right to file a Chapter 11
plan through December 31, 2010, and the exclusive right to solicit
acceptances of that Plan through March 1, 2011.

The Debtors assert that "cause" exists to warrant further
extension of their Exclusive Periods.  According to the Debtors,
their Chapter 11 cases are extremely large and complex, as
evidenced by the Schedules of Assets and Liabilities, Statements
of Financial Affairs, and pleadings filed by them and the
intertwined corporate structure and business operations of 45
Debtors.  The Debtors maintain that they entered Chapter 11 with
approximately $10 billion in debt, and over a thousand creditors.

During the period since the Debtors' first request for an
extension of the Exclusive Periods, the Debtors have made
substantial progress in addressing and resolving the difficult
issues in their bankruptcy cases, says Jason M. Madron, Esq., at
Richards, Layton & Finger, P.A., in Wilmington, Delaware.
Additionally, he notes, the Debtors consummated several complex,
value-generating transactions, transactions that would be
challenging to consummate within the same time period even
outside of Chapter 11.

Mr. Madron tells the Court that these substantial efforts and
accomplishments include:

  * The sale of substantially all the assets in the Debtors'
    real estate equity investments advisory group business.

  * The sale of their equity and other assets in Mexican
    real estate joint ventures.

  * The sale of a high-profile real estate loan secured by the
    Washington D.C. Georgetown Park shopping mall and office
    complex, and settlement of related litigation disputes.

  * The sale of their equity interest in a registered
    broker-dealer subsidiary, Capmark Securities Inc.

  * The negotiations with the Official Committee of Unsecured
    Creditors, an ad hoc committee of unsecured bank
    debtholders, an ad hoc committee of secured lenders, the
    agents for the secured and unsecured bank debtholders, and
    certain secured lenders regarding plan scenarios, potential
    avoidance actions, and claims resolution, including the
    resolution of secured claims.

  * Negotiations with the lenders under the $400 million
    Japanese bank facility.

  * Discussions with the Committee, the Ad Hoc Secured
    Committee, and other secured and unsecured creditors and
    their advisors regarding the factual bases and legal
    theories on which an avoidance action against secured
    claimholders might be premised.

  * Retention of Duff & Phelps, LLC as valuation experts to
    provide an analysis of the Debtors' solvency as well as the
    value of the collateral belonging to the secured lenders
    under the Secured Credit Facility.

  * The conduct of comprehensive negotiations with key creditor
    constituencies in the low-income housing tax credit and new
    markets tax credit business platforms in an effort to
    resolve hundreds of millions of dollars in contingent
    claims through complex structured settlements,
    restructurings, and other transactions.

  * The review of the more than 1,500 claims filed, preparing
    omnibus claims objections, and addressing the validity of
    other claims.

  * The study of numerous plan structures to determine an
    optimal structure to maximize recoveries for all parties-in-
    interest.

Mr. Madron asserts that a major obstacle to the Debtors' efforts
emerged when the Committee filed a motion for leave, standing,
and authority to prosecute various claims and causes of action on
behalf of the Debtors' estates against Citicorp North America
Inc., Citibank N.A., and the lenders under the Secured Credit
Facility.

Mr. Madron relates that the Debtors were able to negotiate a
settlement with a large majority of the Secured Lenders that is
beneficial to their estates.  Accordingly, Mr. Madron notes, the
Debtors intend to file a motion seeking Court approval of a
settlement with the Ad Hoc Secured Committee and certain Secured
Lenders, which resolves the uncertainty regarding the
allowability of the bulk of the Secured Claim under the Secured
Credit Facility, in exchange for a 9% reduction in the principal
amount of those claims as of the Petition Date, which reduction
totals approximately $100 million.

Furthermore, Mr. Madron says, the Debtors have paid, and will
continue to pay, their postpetition debts as they come due.  He
adds that the Debtors have sufficient liquidity to carry on the
normal course of their business.

Mr. Madron clarifies that the Debtors are not seeking an
extension of their Exclusive Periods to delay creditors or force
them to accede to their demands.

"In light of the relatively short duration of these Chapter 11
cases, the challenges faced by them and the progress made to
date, the Debtors submit a further extension of the Exclusive
Periods is warranted," Mr. Madron asserts.

Mr. Madron maintains that termination of the Exclusive Periods at
this critical juncture could derail the Debtors' efforts toward a
viable Chapter 11 plan and encourage protracted, unnecessary
litigation, the filing of multiple plans, and a contentious
confirmation process, resulting in increased administrative
expenses and, consequently, diminishing returns to all creditors.

                      About Capmark Financial

Based in Horsham, Pennsylvania, Capmark Financial Group Inc. --
http://www.capmark.com/-- is a diversified company that provides
a broad range of financial services to investors in commercial
real estate-related assets.  Capmark has three core businesses:
lending and mortgage banking, investments and funds management,
and servicing.  Capmark operates in North America, Europe and
Asia.  Capmark has 1,000 employees located in 37 offices
worldwide.

On October 25, 2009, Capmark Financial Group Inc. and certain of
its subsidiaries filed voluntary petitions for relief under
Chapter 11 (Bankr. D. Del. Case No. 09-13684)

Capmark's financial advisors are Lazard Freres & Co. LLC and
Loughlin Meghji + Company.  Capmark's bankruptcy counsel is Dewey
& LeBoeuf LLP.  Richards, Layton & Finger, P.A., serves as local
counsel.  Beekman Advisors, Inc., is serving as strategic advisor.
KPMG LLP is tax and accounting advisor.  Epiq Bankruptcy
Solutions, LLC, is the claims and notice agent.

Capmark had total assets of US$20 billion against total debts of
US$21 billion as of June 30, 2009.

Protech Holdings C, LLC, an affiliate of Capmark, filed for
Chapter 11 protection on July 29, 2010 (Bankr. D. Del. Case No.
10-12387).  The Debtor estimated assets and debts in excess of $1
billion as of the filing date.

Since filing in Chapter 11, Capmark completed three sales to
generate more than $1 billion cash. Berkshire Hathaway Inc. and
Leucadia National Corp. bought most of the business for
$468 million.

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


CAPMARK FIN'L: Wins Nod to Restructure LIHTC Transactions
---------------------------------------------------------
U.S. Bankruptcy Judge Christopher Sontchi authorized Capmark
Financial Group Inc. and its units to:

  (i) restructure the low-income housing tax credit transactions
      with Merrill Lynch Capital Services, Inc. and Merrill
      Lynch, Pierce, Fenner & Smith Incorporated;

(ii) transfer related assets to New Nondebtor subsidiary free
      and clear of all liens, claims and interests; and

(iii) enter into a restructuring and settlement agreement
      establishing terms of restructuring and settlement of
      claims arising from and related to low-income housing tax
      credit transactions.

Pursuant to Sections 105(a), 363(b) and 365 of the Bankruptcy
Code, the Debtors' Assignors' assignment of the NewCo Assets to
NewCo, including the assumption and assignment of the Assigned
Contracts by the Debtor Assignor to NewCo, pursuant to the RSA,
is approved, and the Debtor Assignors are authorized to assume
the RSA and all agreements and take all actions necessary and
appropriate to effectuate and consummate the Settlement, in
exchange for 100% of the equity in NewCo and the release of all
claims Merrill Lynch has asserted or could asset against the
Debtors' with respect to the LIHTC Transactions.

Mark B. Hattier, vice president of Debtor Capmark Capital Inc.,
supported the Debtors' request for approval of the Settlement
Order saying:

  (i) the settlement and restructuring of LIHT credit
      transactions between certain of the Debtors and Merrill
      Lynch is fair and equitable and in the best interests of
      the Debtors' estates;

(ii) the sale of substantially all of the Debtors' rights and
      assets in the LIHTC Transactions with Merrill Lynch, free
      and clear of all liens, claims, interests, and
      encumbrances other than the Merrill Lynch Liens, to Tax
      Credit Holdings I, LLC, is a sound business judgment of
      the Debtors and provides counterparties to executory
      contracts adequate assurance of future performance; and

(iii) the RSA and other Transaction Documents were negotiated
      fairly and at arm's-length and entered into good faith
      and, thus, NewCo should be entitled to the protections
      afforded by Section 363(m) of the Bankruptcy Code.

Prior to the entry of the Court's order, U.S. Bank, N.A., as
trustee in connection with the Multifamily Housing Revenue Bonds
Series 2002A and Series 2002B, asked the Court to deny the motion
to the extent that all of Capmark Capital Inc.'s defaults under
an Interest Rate Agreement are not cured by payments or by
adequate assurance of payment in the form of an adequate reserve.
U.S. Bank also reserved its right to object to any cure amount
proposed by the Debtors.

Schedule 1(f) of the Restructuring and Settlement Agreement
contains a list of the assigned contracts and identifies an
Interest Rate Protection Agreement, dated as of August 1, 2002,
by and between Capmark Capital Inc. and U.S. Bank.  U.S. Bank
related that it has not received a cure notice from the Debtors
in connection with the Interest Rate Agreement.  U.S. Bank
asserted that it is entitled to, inter alia, indemnification from
Capmark Capital pursuant to Section 4.1(f) of the Interest Rate
Agreement.

U.S. Bank withdrew its Objection on September 15, 2010.

           Purpose and Nature of the LIHTC Transactions

Before the Petition Date, several of the Debtors and their
nondebtor affiliates were involved in a business commonly known
as "LIHTC syndication."  This involved financing and aggregating
equity investments in affordable housing properties for sale to
institutional third party investors through structured fund
transactions.

The LIHTC Transactions were effectuated pursuant to the LIHTC
investment and tax credit program created under the federal Tax
Reform Act of 1986, enacted to incentivize the investment of
private equity in the development of affordable housing
properties.

The LIHCT Transactions with Merrill Lynch are an integrated set
for highly complex agreements and structured transactions.  Under
these transactions, certain of the Debtors and their affiliates
sponsored LIHTC investment limited liability company funds in
which equity interests were sold to the Investors.  The parties
structured the LIHTC Transactions intending for the Investors to
earn a guaranteed after tax rate of return on their capital
investments in Funds in which the Debtors aggregated and
syndicated the equity ownership of LIHTC Properties.  The Rate of
Return was to be earned through tax credits and other tax
benefits generated by the Investors' equity ownership in LIHTC
Properties over a minimum duration of 15 years.

In the Merrill Lynch LIHTC Transactions, MLCS executed investor
return floor agreements for the benefit of the Investors, which
obligated MLCS to pay a minimum guaranteed Rate of Return to
Investors.

In each of the LIHTC Transactions, MLCS undertook a payment
obligation to the Funds in the form of a separate ISDA Master
Agreement, referred to as an "Investor Return Floor Agreement."
Pursuant to the IRF, MLCS agreed to pay any deficit of the
expected Rate of Return to the applicable Fund in the event the
Managing Member failed to make mandatory loans.  In exchange for
incurring its payment obligation under each IRFA, MLCS received a
one-time fixed fee, which was paid by the applicable Fund.

Capmark Capital, in turn, agreed to pay MLCS any amount MLCS was
obligated to pay to the Funds under the IRFAs.  To document
Capmark Capital's payment obligation, Capmark Capital and MLCS
entered into a "back to back" ISDA Master Agreement, dated as of
December 29, 2004, with separate confirmations for the various
funds.

Under the Back-to-Back Agreement, the applicable Funds paid a
one-time fixed amount to Capmark Capital and Capmark Capital
agreed to pay MLCS for any amounts paid by or on behalf of
MLCS pursuant to the IRFAs.  The Debtors relate that, as of
the Petition Date, Capmark Capital's payment obligations under
the Back-to-Back Agreement were secured by approximately
$30.7 million in collateral, comprised of a nominal amount of
cash and primarily of highly liquid money-market instruments,
in which Capmark Capital granted a security interest in favor
of MLCS.

                       Prepetition Actions

Two days after the Petition Date, MLCS notified Capmark Capital
that its commencement of a bankruptcy case constituted an event
of default under the Back-to-Back Agreement and purported to
establish October 30, 2009, as an early termination date under
the Back-to-Back Agreement.

On November 18, 2009, MLCS delivered a "Close Out Notice" to the
Debtors, which stated that the amount payable to MLCS by Capmark
Capital under the Back-to-Back Agreement was approximately
$91.8 million plus MLCS' attorneys' fees.  The Debtors
subsequently notified MLCS that they dispute MLCS's Loss
Calculation and reserved all rights with respect to MLCS's
actions, and have since been negotiating with MLCS in an attempt
to resolve the dispute and MLCS's claims.

MLCS filed on March 31, 2010, a motion seeking (i) a declaration
that the Back-to-Back Agreement is safe harbor "swap agreement"
entitling it to terminate the agreement as of October 30, 2009,
and foreclose on the BTB Collateral Lien without seeking relief
from the automatic stay or, alternatively (ii) relief from
automatic stay "for cause" under Section 362(d)(1) of the
Bankruptcy Code to permit MLCS to foreclose on the BTB Collateral
Lien.  In the Stay Relief Motion, MLCS alleged that it is
entitled to a payment of the identical amount claimed under its
proof of claim relating to the Back-to-Back Agreement,
approximately $91.8 million.

The Debtors filed an objection to the Stay Relief Motion arguing
that the Back-to-Back Agreement does not constitute a "swap
agreement" under the Bankruptcy Code, is not protected by the
"safe harbor" provisions of the Bankruptcy Code, and, therefore,
MLCS is not entitled to terminate the agreement without first
obtaining relief from the automatic stay.

                    Settlement Discussions

The parties continued negotiation of a consensual resolution of
all rights and obligations of the parties relating to the Merrill
Lynch LIHTC Transactions.  The parties agreed to adjourn the
commencement of any hearing and defer any consideration on the
merits of the Stay Relief Motion to a later date.

The parties signed a nonbinding term sheet on July 19, 2010,
which sets forth the general terms for restructuring the LIHTC
Transactions and settling all of Merrill Lynch's claims against
the Debtors.  On August 25, 2010, the parties reduced the Term
Sheet to the binding RSA, which, along with all related
transactions and other Transaction Documents, comprise the
Settlement.

                     Major Terms of the RSA

Among the salient terms of the RSA and other Transaction
Documents are:

  (a) NewCo Formation and Ownership.  Debtors Capmark Capital
      and Capmark Affordable Equity Inc. will form a new
      nondebtor subsidiary, NewCo, and will collectively own
      100% of the membership equity interest in and management
      rights of NewCo, subject to MLCS's consent rights.

  (b) Assets Transferred to NewCo.  The Assignors will transfer
      certain assets to NewCo in exchange for the equity in
      NewCo and the release of Merrill Lynch's claims against
      the Debtors.

  (c) No New Investment.  Other than the transfer of assets, no
      Debtor will be required to contribute new capital or make
      any other investment in NewCo.

  (d) NewCo Swap.  NewCo will enter into a new back-to-back swap
      agreement with MLCS, substantially similar to the Back-to-
      Back Agreement between Capmark Capital and MLCS, except
      the Aggregate Monetary Required Collateral Amounts will be
      tied to a "Monetary Liability Exposure" of 100% instead of
      125% and certain provisions relating to the BTB Collateral
      will be revised.

  (e) Termination Agreement and Liability Releases.  Capmark
      Capital and Merrill Lynch will enter into a termination
      and release agreement to formally terminate the Back-to-
      Back Agreement and settle certain other claim issues
      relating to a Roaring Fork Trust.

The Debtors relate that the Settlement embodied in the RSA and
other Transaction Documents represents a global resolution of all
issues between them and Merrill Lynch relating to the LIHTC
Transactions, which the Debtors believe is a significant and
positive outcome for the estates.  The Debtors maintain that the
settlement of the claims avoids uncertain and unnecessary
litigation risk, and instead provides for a resolution consistent
with their approach to controlling any potential liability.

According to the Debtors, the Settlement provides for the release
of the claims against the estate under the Back-to-Back
Agreement, which immediately relieves the estates and their
creditors of approximately $61 million in unsecured deficiency
claims.

Moreover, the Debtors tell the Court that the restructuring of
the Roaring Fork Trust avoids an unnecessarily hastened sale of
the Bonds at depressed values that would eviscerate the estates'
interest and potential values in the structure.

A full-text copy of the RSA, together with other related
documents, is available for free at:

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

                      About Capmark Financial

Based in Horsham, Pennsylvania, Capmark Financial Group Inc. --
http://www.capmark.com/-- is a diversified company that provides
a broad range of financial services to investors in commercial
real estate-related assets.  Capmark has three core businesses:
lending and mortgage banking, investments and funds management,
and servicing.  Capmark operates in North America, Europe and
Asia.  Capmark has 1,000 employees located in 37 offices
worldwide.

On October 25, 2009, Capmark Financial Group Inc. and certain of
its subsidiaries filed voluntary petitions for relief under
Chapter 11 (Bankr. D. Del. Case No. 09-13684)

Capmark's financial advisors are Lazard Freres & Co. LLC and
Loughlin Meghji + Company.  Capmark's bankruptcy counsel is Dewey
& LeBoeuf LLP.  Richards, Layton & Finger, P.A., serves as local
counsel.  Beekman Advisors, Inc., is serving as strategic advisor.
KPMG LLP is tax and accounting advisor.  Epiq Bankruptcy
Solutions, LLC, is the claims and notice agent.

Capmark had total assets of US$20 billion against total debts of
US$21 billion as of June 30, 2009.

Protech Holdings C, LLC, an affiliate of Capmark, filed for
Chapter 11 protection on July 29, 2010 (Bankr. D. Del. Case No.
10-12387).  The Debtor estimated assets and debts in excess of $1
billion as of the filing date.

Since filing in Chapter 11, Capmark completed three sales to
generate more than $1 billion cash. Berkshire Hathaway Inc. and
Leucadia National Corp. bought most of the business for
$468 million.

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


CAPMARK FIN'L: Court Sets October 25 Claims Bar Date
----------------------------------------------------
Capmark Financial Group Inc. and its units sought and obtained an
order from the U.S. Bankruptcy Court to:

  (i) establish October 25, 2010, as the deadline by which each
      person or entity other than governmental units, must file
      a proof of claim based on prepetition claims against
      Protech Holdings C, LLC;

(ii) establish January 25, 2011, as the deadline by which any
      governmental unit must file Proofs of Claim against
      Protech;

The original Proofs of Claim must be delivered so as to the
received on or before the applicable Protech Bar Date by

  (i) first-class mail to

      Capmark Claims Processing Center,
      c/o Epiq Bankruptcy Solutions, LLC,
      Grand Central Station, P.O. Box 4613,
      New York, 10163-4613, or

(ii) overnight delivery service or hand delivery to

      Capmark Claims Processing Center,
      c/o Epiq Bankruptcy Solutions, LLC,
      757 Third Avenue, 3rd Floor,
      New York.

The Debtors have determined that Protech Holdings C, LLC has a de
minimis number of creditors thereby making publication notice of
Protech C's bar date an inefficient use of estate resources in the
Debtors' judgment.  Consequently, the Debtors sought an order
which removes the requirement that the Debtors provide publication
notice of Protech C's proposed bar date.   The Court approved this
request.

                      About Capmark Financial

Based in Horsham, Pennsylvania, Capmark Financial Group Inc. --
http://www.capmark.com/-- is a diversified company that provides
a broad range of financial services to investors in commercial
real estate-related assets.  Capmark has three core businesses:
lending and mortgage banking, investments and funds management,
and servicing.  Capmark operates in North America, Europe and
Asia.  Capmark has 1,000 employees located in 37 offices
worldwide.

On October 25, 2009, Capmark Financial Group Inc. and certain of
its subsidiaries filed voluntary petitions for relief under
Chapter 11 (Bankr. D. Del. Case No. 09-13684)

Capmark's financial advisors are Lazard Freres & Co. LLC and
Loughlin Meghji + Company.  Capmark's bankruptcy counsel is Dewey
& LeBoeuf LLP.  Richards, Layton & Finger, P.A., serves as local
counsel.  Beekman Advisors, Inc., is serving as strategic advisor.
KPMG LLP is tax and accounting advisor.  Epiq Bankruptcy
Solutions, LLC, is the claims and notice agent.

Capmark had total assets of US$20 billion against total debts of
US$21 billion as of June 30, 2009.

Protech Holdings C, LLC, an affiliate of Capmark, filed for
Chapter 11 protection on July 29, 2010 (Bankr. D. Del. Case No.
10-12387).  The Debtor estimated assets and debts in excess of $1
billion as of the filing date.

Since filing in Chapter 11, Capmark completed three sales to
generate more than $1 billion cash. Berkshire Hathaway Inc. and
Leucadia National Corp. bought most of the business for
$468 million.

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


CASCADE BANCORP: Amends Securities Purchase Deal with Lightyear
---------------------------------------------------------------
Cascade Bancorp entered into an agreement with each of David F.
Bolger and an affiliate of Lightyear Fund II L.P. amending the
Securities Purchase Agreements between the Company and Mr. Bolger
and the Company and Lightyear dated October 29, 2009, as amended
between February 16, 2010, and August 31, 2010, to extend their
conditional commitments to September 30, 2010.

Per the new agreement, the extended date by which conditions of
closing must be satisfied is now September 30, 2010.  The sales
to Mr. Bolger and to Lightyear are conditioned upon the Company's
simultaneous sale of shares of its common stock in additional
private placements to other investors under separate written
agreements such that the total net proceeds from the offerings is
at least $150 million, in addition to the other closing conditions
set forth in each of the Securities Purchase Agreements.

                      About Cascade Bancorp

Bend, Ore.-based Cascade Bancorp (Nasdaq: CACB) through its
wholly-owned subsidiary, Bank of the Cascades, offers full-service
community banking through 32 branches in Central Oregon, Southern
Oregon, Portland/Salem Oregon and Boise/Treasure Valley Idaho.
Cascade Bancorp has no significant assets or operations other than
the Bank.

Weiss Ratings has assigned its E- rating to Bend, Ore.-based Bank
of The Cascades.  The rating company says that the institution
currently demonstrates what it considers to be significant
weaknesses and has also failed some of the basic tests it uses to
identify fiscal stability.  "Even in a favorable economic
environment," Weiss says, "it is our opinion that depositors or
creditors could incur significant risks."  As of March 31, 2010,
the institution's balance sheet showed $2,083,883,000 in assets.


CHARTER COMMS: To Raise $1-Bil. in Senior Notes Offering
--------------------------------------------------------
Charter Communications, Inc.'s subsidiary, CCO Holdings, LLC, has
priced its previously announced offering of Senior Notes due 2017.
The transaction was upsized to $1 billion from the initial
announcement amount of $750 million.  The 2017 Notes will have an
annual interest rate of 7.25%, with interest paid semi-annually in
April and October.

The net proceeds of the proposed issuance will be used (i) to
repay borrowings under one or more term loan portions of Charter
Communications Operating, LLC's credit facilities, and (ii) for
general corporate purposes.

The 2017 Senior Notes will be sold to qualified institutional
buyers in reliance on Rule 144A and outside the United States to
non-U.S. persons in reliance on Regulation S.  The Notes have not
been registered under the Securities Act of 1933, as amended, or
any state securities laws and, unless so registered, may not be
offered or sold in the United States except pursuant to an
exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and applicable
state securities laws.  The Company expects, subject to market
conditions, that the sale would be completed in approximately one
week.

                  About Charter Communications

Based in St. Louis, Missouri, Charter Communications, Inc. (Pink
OTC: CHTRQ) -- http://www.charter.com/-- is a broadband
communications company and the fourth-largest cable operator in
the United States.

Charter Communications and more than a hundred affiliates filed
voluntary Chapter 11 petitions on March 27, 2009 (Bankr. S.D.N.Y.
Case No. 09-11435).

The Hon. James M. Peck presides over the cases.  Richard M. Cieri,
Esq., Paul M. Basta, Esq., and Stephen E. Hessler, Esq., at
Kirkland & Ellis LLP, in New York, served as counsel to the
Debtors, excluding Charter Investment Inc.  Albert Togut, Esq., at
Togut, Segal & Segal LLP in New York, served as Charter
Investment, Inc.'s bankruptcy counsel.

Charter Communications emerged from Chapter 11 under its pre-
arranged Joint Plan of Reorganization, which was confirmed by the
Court on Nov. 17, 2009.  The Plan was declared effective Nov. 30,
2009.


CITIGROUP INC: Student Loan Breakup Won't Move Fitch's Rating
-------------------------------------------------------------
Fitch Ratings does not expect any rating action on Citigroup Inc.,
Discover Financial Services, or SLM Corporation as a result of the
breakup of Student Loan Corp., which is 80% owned by Citi.  The
breakup transactions are expected to close in the fourth quarter
of 2010, subject to shareholder approval.

Under the terms of the transaction, Discover will acquire the SLC
legal entity, which includes the private lending origination
platform, servicing capabilities, systems, and management team.
At May 31, 2010, Discover had about $820 million of private
student loans on its balance sheet and this transaction will
provide the company with scale in addition to expanding its school
relationships and analytical capabilities.

Additionally, Discover will acquire approximately $4.2 billion of
private student loan assets from SLC through the acquisition of
three private loan securitization trusts; SLC Private Student Loan
Trust 2006-A, 2010-A, and 2010-B, at an 8.5% discount.  Over 70%
of the assets are covered by insurance and approximately 65% of
the loans are in repayment.  Discover will assume $3.4 billion of
securitization debt associated with the trusts and will provide
for additional funding of the assets at close, which will come
from the company's ample liquidity portfolio.

SLC is expected to become a subsidiary of Discover Bank, which
currently has a long-term Issuer Default Rating of 'BBB', Outlook
Stable from Fitch.

In a separate transaction, SLM will acquire the assets and
servicing rights of SLC's securitized FFELP portfolio, which
amounts to approximately $28 billion.  Citi will finance the
purchase price of $1.2 billion with a term loan over a period of
five years.  Fitch had expected SLM to be a meaningful participant
in the consolidation of the FFELP assets, following the passage of
legislation ending the program in July 2010, and SLC had one of
the largest FFELP portfolios in the industry.  Fitch believes the
company has ample capacity and experience to complete the
transaction.

For Citi, the expected after-tax loss of approximately
$500 million on these transactions is considered minimal in the
context of core earnings and capital.  These transactions
represent further progress in reducing Citi's large stockpile of
non-core assets under the Citi Holdings' umbrella.  As a result of
these transactions, GAAP assets at Citi Holdings will decline by
approximately $32 billion.  Since Citi's core/non-core plan was
announced in January 2009, non-core assets have been reduced to
$465 billion (24% of total assets) at mid-year 2010 from
$650 billion (34% of total assets) as of year-end 2008.

To date in 2010, other initiatives to reduce non-core assets
include the completion of the Primerica IPO, the transfer of
management and proprietary interests in a fund of funds business
and definitive agreements to sell the Canadian Mastercard business
as well as portions of the U.S. auto and multi-family loan
portfolios.  In addition, various other non-core categories of
assets including mortgages, home equity loans and subprime
securities have been worked down further.  However, dispositions
of other large non-core businesses, particularly those with large
consumer credit exposure, such as CitiFinancial and the retail
partner card business, likely will be more difficult to achieve at
least in the near term.

Fitch currently rates Discover:

Discover Financial Services

  -- Long-term IDR 'BBB';
  -- Short-term IDR 'F2';
  -- Individual 'B/C';
  -- Senior debt 'BBB';
  -- Support '5'; and
  -- Support floor 'NF'.

Discover Bank

  -- Long-term IDR 'BBB';
  -- Short-term IDR 'F2';
  -- Individual 'B/C';
  -- Short-term deposits 'F2';
  -- Long-term deposits 'BBB+';
  -- Support '5'; and
  -- Support floor 'NF'.

The Rating Outlook is Stable.

Fitch currently rates SLM:

SLM Corporation

  -- Long-term IDR 'BBB-';
  -- Short-term IDR 'F3';
  -- Senior debt 'BBB-';
  -- Short-term debt 'F3'; and
  -- Preferred stock 'BB'.

The Rating Outlook is Stable.

Fitch currently rates Citigroup Inc.:

Citigroup Inc.

  -- Long-term IDR 'A+';
  -- Senior unsecured 'A+';
  -- Subordinated 'A';
  -- Preferred 'C';
  -- Short-term IDR 'F1+';
  -- Individual 'C/D';
  -- Support '1';
  -- Support floor 'A+';
  -- Long-term FDIC guaranteed debt at 'AAA';
  -- Short-term FDIC guaranteed debt at 'F1+'.

The Rating Outlook is Stable.


CLAIM JUMPER: Proposes to Conduct Black Canyon-Led Auction
----------------------------------------------------------
Claim Jumper Restaurants, LLC, et al., ask for authorization from
the U.S. Bankruptcy Court for the District of Delaware to sell
substantially all of their assets free and clear of liens, claims,
encumbrances and interests.

On September 10, 2010, the Debtors entered into an agreement under
which buyer GRP Acquisition Corp., an affiliate of Black Canyon
Capital, LLC, will purchase substantially all of the Debtors'
assets and receive assignment of certain contracts and leases,
absent higher and better offers for the assets.

The principal terms of GRP's stalking horse bid are: (i) cash
purchase price of $24.5 million; (ii) roughly $5 million in cash
to collateralize the Debtors' existing letters of credit; and
(iii) the assumption of up to $23.3 million in liabilities.  The
closing date will be the third business day following the date on
which the conditions set forth in the Agreement have been
satisfied or waived.

In the event that the Debtors receive offers other than that of
GRP by 4:00 p.m. (Pacific Time) on October 26, 2010, an auction
will be held on October 28.  A sale hearing will be held by
November 2.

The Debtors have filed with the Court proposed Bidding Procedures.
A copy of the Bidding Procedures is available for free at:

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

The Debtors will provide GRP with these bid protections: (i) a
break-up fee in an amount of $1 million and (ii) reimbursement of
Buyer's reasonable, documented out-of- pocket expenses in
conducting due diligence and negotiating and documenting the
transactions contemplated by the purchase agreement, which the
Debtors acknowledge to be in the amount of $500,000.

Bidders, to be qualified, must offer a net purchase price for the
assets in an amount at least equal to (i) the value of the Buyer's
bid ($24.5 million of cash paid to the Debtors, $5 million of cash
used to collateralize the Debtors' obligations under certain
letters of credit, and assumption of up to $23.3 million of
liabilities), plus (ii) the bid protection amount plus the initial
bid increment of $100,000, for an overall net purchase price of
$52.9 million.

The bidder must be willing to consummate and fund the proposed
transaction by no later than November 30, 2010, with an outside
termination date no later than January 14, 2011.  The offer must
include a good faith deposit in the form of a certified check,
wire transfer or such other form as is acceptable to the Debtors
payable to the order of Claim Jumper Restaurants, LLC, in an
amount equal to at least $1 million.

Prepetition secured parties may submit a written offer that
includes a "credit bid" component for the purchase of any assets
upon which they have a valid, perfected lien; provided, however,
that the written offer also must include (i) a cash component for
the purchase of any assets that are not subject to the prepetition
secured parties' liens and security interests, including, without
limitation, the leases, (ii) cash sufficient to pay the carve-out,
(iii) a cash component equal to the amount of the bid protection
amount, and (iv) cash sufficient to pay any cure amounts and
otherwise to consummate the sale.

                        About Claim Jumper

Irvine, California-based Claim Jumper Restaurants, LLC --
http://www.claimjumper.com/-- operates a chain of casual dining
restaurants.  It was founded in 1977.  It has locations in
Arizona, California, Colorado, Illinois, Nevada, Oregon,
Washington, and Wisconsin.

Claim Jumper filed for Chapter 11 bankruptcy protection on
September 10, 2010 (Bankr. D. Del. Case No. 10-12819).  The Debtor
estimated its assets at $50 million to $100 million and debts at
$100 million to $500 million as of the Petition Date.  The
Debtor's affiliate, Claim Jumper Management, LLC, filed a separate
Chapter 11 petition (Bankr. D. Del. Case No. 10-12820).

Curtis A. Hehn, Esq., James E. O'Neill, Esq., and Laura Davis
Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, are the
Debtors' local counsel.  Milbank, Tweed, Hadley & Mccloy LLP is
the Debtors' general bankruptcy counsel.  Piper Jaffray & Co. is
the Debtors' financial advisors and investment bankers.  Kurtzman
Carson Consultants LLC is the Debtors' notice, claims and
solicitation agent.


CLAIM JUMPER: Gets Interim Okay to Use Cash Collateral
------------------------------------------------------
Claim Jumper Restaurants, LLC, et al., sought and obtained interim
authorization from the Hon. Kevin Gross of the U.S. Bankruptcy
Court for the District of Delaware to use cash collateral.  The
Debtors can use the cash collateral until 30 days following the
September 13, 2010 interim court order.

Claim Jumper owes $62,101,000 plus interest and fees under a
senior secured revolving credit facility pursuant to an October
2005 credit agreement with Wells Fargo Bank, National Association,
as prepetition agent, and Wells Fargo, GE Capital Franchise
Finance Corporation, and Bank of the West, as lenders.  The
lenders assert an interest in the Debtors' assets, including their
cash.

Wells Fargo has advised the Debtors that each of the Lenders has
consented to the use of their cash collateral.

Laura Davis Jones, Esq., at Pachulski Stang Zhiel & Jones LLP,
explained that the Debtors need access to the cash collateral to
fund an orderly going-concern sales process of the Debtors'
businesses.  The Debtors will use the collateral pursuant to a
weekly budget, a copy of which is available for free at:

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

In exchange for using the cash collateral, the Debtors will grant
the Prepetition Lenders (i) valid and first priority perfected
security interests in, and liens on all of the Debtors' right,
title, and interests in, to and under all of the Debtors' present
and after acquired assets; (ii) valid and perfected replacement
security interests in, and liens on the Debtors' right, title and
interest in, to and under all of the Debtors' present and after
acquired assets; and (iv) a superpriority claim.  The Debtors will
pay all reasonable fees, costs and charges incurred by the
Prepetition Agent.

The Court has set a final hearing for October 6, 2010, at
3:30 p.m., on the Debtors' request to use cash collateral.

The Prepetition Agent is represented by Raniero D'Aversa, Esq. --
rdaversa@orrick.com -- at Herrington & Sutcliffe LLP; and Laura
Metzger, Esq. -- lmetzger@orrick.com -- at Herrington & Sutcliffe
LLP.

                         About Claim Jumper

Irvine, California-based Claim Jumper Restaurants, LLC --
http://www.claimjumper.com/-- operates a chain of casual dining
restaurants.  It was founded in 1977.  It has locations in
Arizona, California, Colorado, Illinois, Nevada, Oregon,
Washington, and Wisconsin.

Claim Jumper filed for Chapter 11 bankruptcy protection on
September 10, 2010 (Bankr. D. Del. Case No. 10-12819).  The Debtor
estimated its assets at $50 million to $100 million and debts at
$100 million to $500 million as of the Petition Date.

The Debtor's affiliate, Claim Jumper Management, LLC, filed a
separate Chapter 11 petition (Bankr. D. Del. Case No. 10-12820).

Curtis A. Hehn, Esq., James E. O'Neill, Esq., and Laura Davis
Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, are the
Debtors' local counsel.  Milbank, Tweed, Hadley & Mccloy LLP is
the Debtors' general bankruptcy counsel.  Piper Jaffray & Co. is
the Debtors' financial advisors and investment bankers.  Kurtzman
Carson Consultants LLC is the Debtors' notice, claims and
solicitation agent.


CORNERSTONE E & P: Legal Fees Awarded Under Okla. Lien Law
----------------------------------------------------------
WestLaw reports that a cause of action to enforce a mineral
contractor's lien, such as may support a request for prevailing
party attorney fees under Oklahoma law by a mineral contractor [42
Okla. St. Ann. Sec. 176], was not limited to proceedings to
foreclose on such a lien.  Rather, it was broad enough to include
a declaratory judgment action brought by mineral contractors in
the Chapter 11 case of a bankrupt oil and gas exploration and
production company, in which the mineral contractors sought a
determination that their liens were entitled to priority over a
competing mortgage held by bank on debtor's working interests in
oil and gas property.  In re Cornerstone E & P Company, L.P., ---
B.R. ----, 2010 WL 3342203 (Bankr. N.D. Tex.) (Houser, J.).

Headquartered in Irving, Tex., Cornerstone E & P Company LP
operates an oil and gas exploration business.  The Company and its
affiliate, Cornerstone Southwest GP LLC, filed for Chapter 11
protection (Bankr. N.D. Tex Case Nos. 09-35228 and 09-35229) on
Aug. 6, 2009.  Stephen M. Pezanosky, Esq., John C. Middleton,
Esq., and Scott W. Everett, Esq., at Haynes and Boone, LLP, in
Dallas, Tex., represent the Debtors in their restructuring
efforts.  The Debtors estimated their assets at $10 million to
$50 million and their debts at $50 million to $100 million at the
time of the filing.  The U.S. Trustee appointed an Official
Committee of Unsecured Creditors in the Debtors' cases in August
2009.


COYOTES HOCKEY: Hulsizer, Prospective Buyer, Deposits $25 Million
-----------------------------------------------------------------
Mike Sunnucks at Phoenix Business Journal reports that Matthew
Hulsizer, the chief executive officer of Chicago investment firm
Peak6 Investments LP, has deposited $25 million into escrow for
the purchase of Phoenix Coyotes.  The NHL will draw on the fund to
cover losses by the Phoenix Coyotes franchise pending a sale to a
new owner.

The city of Glendale stated it has met the National Hockey League
deadline for finding a qualified buyer, who will keep the team in
Glendale.  The prospective buyer has requested confidentiality
with the City as negotiations are ongoing.

The city of Glendale has until Dec. 31, 2010, to complete the sale
in Arizona otherwise the NHL will market the Coyotes to group
outside the Phoenix market.  NHL acquired the team for
$140 million in October 2009 during Chapter 11 bankruptcy
proceedings.  NHL said it wants to sell the team for $170 million.

                        About Coyotes Hockey

Dewey Ranch Hockey LLC, Arena Management Group, LLC, Coyotes
Holdings, LLC, and Coyotes Hockey, LLC -- owners and affiliates of
the Phoenix Coyotes National Hockey League team -- filed for
Chapter 11 protection (Bankr. D. Ariz. Case No. 09-09488) on
May 5, 2009.  The Debtors are represented by Thomas J. Salerno,
Esq., at Squire, Sanders & Dempsey, LLP, in Phoenix, and estimate
their assets and liabilities are between $100 million and
$500 million.

In the third quarter of 2009, Judge Redfield T. Baum approved the
sale of the Phoenix Coyotes to the National Hockey League, which
had bought the team to quash a plan by bidder Jim Balsillie's to
move the team to Ontario, Canada.  Coyotes was sent to Chapter 11
to effectuate a sale by owner Jerry Moyes to Mr. Balsillie.

The NHL is in the process of selling the team.


CRYOPORT INC: Names Bartholomew as Chief Commercialization Officer
------------------------------------------------------------------
CryoPort, Inc., has named Michael Bartholomew as chief
commercialization officer.  Mr. Bartholomew will be paid a monthly
base salary of $18,750 and he will be eligible for an incentive
bonus targeted at 30% of his annual base salary.  Additionally, on
September 10, 2010, Mr. Bartholomew was granted:

   i) an option to purchase 150,000 shares of the Company's common
      stock at an exercise price of $0.78 per share, which was the
      closing price of the Company's common stock on September 10,
      2010, subject to vesting over four years beginning six
      months after continuous employment and thereafter vesting in
      equal six-month installments, and

  ii) an option to purchase 100,000 shares of the Company's common
      stock at an exercise price of $0.78 per share that will
      fully vest when the Company achieves six-months of
      sustainable positive cash flow.

Mr. Bartholomew has 20 years experience in marketing, sales and
sales management in the pharmaceuticals and materials industries.
Since 2009, Mr. Bartholomew has been providing sales and marketing
consulting services to life science supply chain companies through
his company Bartholomew & Partners, LLC.  Between 2006 and 2009,
he was Vice President, Sales and Marketing for DDN Pharmaceutical
Logistics where he developed and launched several commercial
initiatives that achieved sustained sales growth.  For a period in
2006, he was Vice President, Sales and Marketing for Alby
Materials.  Prior to that, he served for about fifteen years at
Pfizer, Inc. in sales and sales management positions.

                           Going Concern

KMJ Corbin & Company LLP expressed substantial doubt about
CryoPort's ability to continue as a going concern, following
the Company's 2009 results.  The firm noted that the Company has
incurred recurring losses and negative cash flows from operations
since inception.  Although the Company has working capital of
$1,994,934 and cash and cash equivalents balance of $3,629,886 at
March 31, 2010, management has estimated that cash on hand, which
include proceeds from the offering received in the fourth quarter
of fiscal 2010, will only be sufficient to allow the Company to
continue its operations only into the second quarter of fiscal
2011.

                       About CryoPort Inc.

Headquartered in Lake Forest, Calif., CryoPort, Inc. (OTC BB:
CYRXD) -- http://www.cryoport.com/-- provides innovative cold
chain frozen shipping system dedicated to providing superior,
affordable cryogenic shipping solutions that ensure the safety,
status and temperature of high value, temperature sensitive
materials.  The Company has developed a line of cost-effective
reusable cryogenic transport containers capable of transporting
biological, environmental and other temperature sensitive
materials at temperatures below 0-degree Celsius.


DEAN JOHNSON: Case Summary & 4 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Dean T. Johnson
        7500 Placid Avenue
        Columbus, OH 43085

Bankruptcy Case No.: 10-61094

Chapter 11 Petition Date: September 16, 2010

Court: United States Bankruptcy Court
       Southern District of Ohio (Columbus)

Judge: C. Kathryn Preston

Debtor's Counsel: Robert E. Bardwell, Esq.
                  995 South High Street
                  Columbus, OH 43206
                  Tel: (614) 445-6757
                  Fax: (614) 224-4870
                  E-mail: rbardwell@ohiobankruptlaw.com

Scheduled Assets: $1,588,046

Scheduled Debts: $1,320,158

A list of the Debtor's four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ohsb10-61094.pdf


DEER RUN: Voluntary Chapter 11 Case Summary
-------------------------------------------
Debtor: Deer Run Lake Hunting & Camping Resort, Inc.
        P.O. Box 15533
        Hattiesburg, MS 39404

Bankruptcy Case No.: 10-52176

Chapter 11 Petition Date: September 16, 2010

Court: United States Bankruptcy Court
       Southern District of Mississippi
       (Gulfport Divisional Office)

Judge: Neil P. Olack

Debtor's Counsel: Jeffrey Kyle Tyree, Esq.
                  HARRIS JERNIGAN & GENO, PPLC
                  P.O. Box 3380
                  Ridgeland, MS 39158-3380
                  Tel: (601) 427-0048
                  Fax: (601) 427-0050
                  E-mail: jktyree@harrisgeno.com

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

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

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

The petition was signed by Rodney Mitchell, president.


DENNY'S CORP: COO Robert Rodriguez Acquires 250,000 RSUs
--------------------------------------------------------
Robert Rodriguez, EVP and chief operating officer of Denny's
Corp., reported acquiring 250,000 restricted stock units of the
Company on September 13, 2010.  According to Mr. Rodriguez's Form
4 filing with the Securities and Exchange Commission, the
performance-based restricted stock units represent the right to
earn up to 250,000 shares of Denny's common stock, based on the
closing price of the common stock exceeding specific hurdles for
20 consecutive trading days, and subject to the participant's
continued employment with the Company.

In a separate Form 3 filing, also on September 13, Mr. Rodriguez
said he doesn't hold any securities in the company -- other than
the RSUs.

Mr. Rodriguez was named as Denny's COO in August.

Meanwhile, Denny's director Donald C. Robinson disclosed in a Form
3 filing on September 13 that he doesn't hold any securities in
the company.

As of July 30, 2010, 99,623,334 shares of Denny's common stock,
par value $.01 per share, were outstanding.

                           About Denny's

Based in Spartanburg, South Carolina, Denny's Corporation (NASDAQ:
DENN) -- http://www.dennys.com/-- Denny's is one of America's
largest full-service family restaurant chains, consisting of 1,348
franchised and licensed units and 232 company-owned units, with
operations in the United States, Canada, Costa Rica, Guam, Mexico,
New Zealand and Puerto Rico.

The Company's balance sheet for June 30, 2010, showed
$296.6 million in total assets, $409.5 million in total
liabilities, and a stockholders' deficit of $112.9 million.

Denny's carries "B2" corporate family and probability of default
ratings from Moody's Investors Service.

As reported by the Troubled Company Reporter on Sept. 15, Standard
and Poor's affirmed Denny's Corp.'s corporate credit rating at
'B+'.


DILLARD LAND: Section 341(a) Meeting Scheduled for Oct. 14
----------------------------------------------------------
The U.S. Trustee for Region 21 will convene a meeting of Dillard
Land Investments, LLC's creditors on October 14, 2010, at
9:00 a.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.

Atlanta, Georgia-based Dillard Land Investments, LLC, filed for
Chapter 11 bankruptcy protection on September 7, 2010 (Bankr. N.D.
Ga. Case No. 10-86573).  Herbert C. Broadfoot, II, Esq., at
Ragsdale, Beals, Seigler, et al., assists the Debtor in its
restructuring effort.  The Debtor estimated assets at $10 million
to $50 million and debts at $1 million to $10 million as of the
Petition Date.


DISCOVER FINANCIAL: Student Loan Breakup Won't Move Fitch's Rating
------------------------------------------------------------------
Fitch Ratings does not expect any rating action on Citigroup Inc.,
Discover Financial Services, or SLM Corporation as a result of the
breakup of Student Loan Corp., which is 80% owned by Citi.  The
breakup transactions are expected to close in the fourth quarter
of 2010, subject to shareholder approval.

Under the terms of the transaction, Discover will acquire the SLC
legal entity, which includes the private lending origination
platform, servicing capabilities, systems, and management team.
At May 31, 2010, Discover had about $820 million of private
student loans on its balance sheet and this transaction will
provide the company with scale in addition to expanding its school
relationships and analytical capabilities.

Additionally, Discover will acquire approximately $4.2 billion of
private student loan assets from SLC through the acquisition of
three private loan securitization trusts; SLC Private Student Loan
Trust 2006-A, 2010-A, and 2010-B, at an 8.5% discount.  Over 70%
of the assets are covered by insurance and approximately 65% of
the loans are in repayment.  Discover will assume $3.4 billion of
securitization debt associated with the trusts and will provide
for additional funding of the assets at close, which will come
from the company's ample liquidity portfolio.

SLC is expected to become a subsidiary of Discover Bank, which
currently has a long-term Issuer Default Rating of 'BBB', Outlook
Stable from Fitch.

In a separate transaction, SLM will acquire the assets and
servicing rights of SLC's securitized FFELP portfolio, which
amounts to approximately $28 billion.  Citi will finance the
purchase price of $1.2 billion with a term loan over a period of
five years.  Fitch had expected SLM to be a meaningful participant
in the consolidation of the FFELP assets, following the passage of
legislation ending the program in July 2010, and SLC had one of
the largest FFELP portfolios in the industry.  Fitch believes the
company has ample capacity and experience to complete the
transaction.

For Citi, the expected after-tax loss of approximately
$500 million on these transactions is considered minimal in the
context of core earnings and capital.  These transactions
represent further progress in reducing Citi's large stockpile of
non-core assets under the Citi Holdings' umbrella.  As a result of
these transactions, GAAP assets at Citi Holdings will decline by
approximately $32 billion.  Since Citi's core/non-core plan was
announced in January 2009, non-core assets have been reduced to
$465 billion (24% of total assets) at mid-year 2010 from
$650 billion (34% of total assets) as of year-end 2008.

To date in 2010, other initiatives to reduce non-core assets
include the completion of the Primerica IPO, the transfer of
management and proprietary interests in a fund of funds business
and definitive agreements to sell the Canadian Mastercard business
as well as portions of the U.S. auto and multi-family loan
portfolios.  In addition, various other non-core categories of
assets including mortgages, home equity loans and subprime
securities have been worked down further.  However, dispositions
of other large non-core businesses, particularly those with large
consumer credit exposure, such as CitiFinancial and the retail
partner card business, likely will be more difficult to achieve at
least in the near term.

Fitch currently rates Discover:

Discover Financial Services

  -- Long-term IDR 'BBB';
  -- Short-term IDR 'F2';
  -- Individual 'B/C';
  -- Senior debt 'BBB';
  -- Support '5'; and
  -- Support floor 'NF'.

Discover Bank

  -- Long-term IDR 'BBB';
  -- Short-term IDR 'F2';
  -- Individual 'B/C';
  -- Short-term deposits 'F2';
  -- Long-term deposits 'BBB+';
  -- Support '5'; and
  -- Support floor 'NF'.

The Rating Outlook is Stable.

Fitch currently rates SLM:

SLM Corporation

  -- Long-term IDR 'BBB-';
  -- Short-term IDR 'F3';
  -- Senior debt 'BBB-';
  -- Short-term debt 'F3'; and
  -- Preferred stock 'BB'.

The Rating Outlook is Stable.

Fitch currently rates Citigroup Inc.:

Citigroup Inc.

  -- Long-term IDR 'A+';
  -- Senior unsecured 'A+';
  -- Subordinated 'A';
  -- Preferred 'C';
  -- Short-term IDR 'F1+';
  -- Individual 'C/D';
  -- Support '1';
  -- Support floor 'A+';
  -- Long-term FDIC guaranteed debt at 'AAA';
  -- Short-term FDIC guaranteed debt at 'F1+'.

The Rating Outlook is Stable.


EAST BAY: Section 341(a) Meeting Scheduled for Oct. 4
-----------------------------------------------------
The U.S. Trustee for Region 17 will convene a meeting of East Bay
Associates, LLC's creditors on October 4, 2010, at 11:00 a.m.  The
meeting will be held at Office of the U.S. Trustee, 1301 Clay
Street, Room 680N, Oakland, CA 94612.

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

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

Martinez, California-based East Bay Associates, LLC, filed for
Chapter 11 bankruptcy protection on September 9, 2010 (Bankr. N.D.
Calif. Case No. 10-70345).  Benjamin W. Tipton, III, Esq., at the
Law Offices of Platt And Platt, assists the Debtor in its
restructuring effort.  The Debtor estimated its assets at
$10 million to $50 million in assets and $1 million to $10 million
in debts as of the Petition Date.


ELITE PHARMACEUTICALS: Inks License Agreement with Precision Dose
-----------------------------------------------------------------
Elite Pharmaceuticals Inc. signed a license agreement and a
manufacturing and supply agreement with Precision Dose Inc., which
has a wholly owned subsidiary, TAGI Pharma, Inc., which will
distribute the products covered by the agreement.

Pursuant to the License Agreement, TAGI Pharma will market and
sell four Elite generic products in the United States, Puerto
Rico and Canada.  Elite will receive a license fee and milestone
payments and Elite will manufacture the Products.  The license fee
will be computed as a percentage of the gross profit, as defined
in the License Agreement, earned by TAGI Pharma as a result of
sales of the products.  The license fee is payable monthly for the
term of the License Agreement.  The milestone payments will be
paid in 6 installments.  The first installment was paid upon
execution of the License Agreement and the remaining installments
are to be paid upon FDA approval and initial shipment of the
products to Precision Dose.  Two of the Products, hydromorphone
hydrochloride, 8 mg, and naltrexone hydrochloride, 50 mg, are
approved products recently purchased by Elite and currently being
transferred to Elite.  Collectively, the brand products and their
generic equivalents had total annual sales of approximately $120
million in 2009.

Elite also announced the acquisition of an Abbreviated New Drug
Application for a generic product from Epic Pharma LLC.  The right
to market this product was licensed to Precision Dose pursuant to
the License Agreement described above.  The acquisition of the
ANDA will close on the later of 60 days from the date of the
purchase agreement or upon receipt of FDA approval of the ANDA.
Upon the closing, Elite will pay a portion of the purchase price,
while the remainder of the purchase price will be paid in
quarterly installments over a period of three years, beginning at
the end of the first full quarter following the closing.  The
brand product and its generic equivalents had annual sales of
approximately $39 million in 2009.

"The Agreement with Precision Dose and TAGI Pharma and the
acquisition of an additional generic product continue Elite's
strategy of leveraging the manufacturing and development expertise
of the company into products that we believe can generate positive
cash flow to support and expand our research activities," stated
Jerry Treppel, Chairman and CEO.

"Our Agreements with Elite precisely implement TAGI Pharma's
business plan to co-develop, buy, or license select products  to
bring to the marketplace.  This collaboration of our areas of
expertise will maximize the strengths and specialties of both
companies in the highly competitive generic pharmaceutical market.
We anticipate a long and productive relationship with Elite in
connection with these Products and future items" said Robert
Koopman, President and CEO of Precision Dose and its wholly-owned
subsidiary, TAGI Pharma, Inc.

                  About Elite Pharmaceuticals

Northvale, N.J.-based Elite Pharmaceuticals, Inc. (OTC BB: ELTP)
-- http://www.elitepharma.com/-- is a specialty pharmaceutical
company principally engaged in the development and manufacture of
oral, controlled-release products, using proprietary technology.
The Company has two products, Lodrane 24(R) and Lodrane 24D(R),
currently being sold commercially.

The Company's balance sheet at March 31, 2010, showed
$10.6 million in assets, $21.2 million of liabilities, and a
stockholders' deficit of $10.6 million.

Demetrius & Company, L.L.C., in Wayne, New Jersey, expressed
substantial doubt about the Company's ability to continue as a
going concern, following the Company's 2009 results.  The
independent auditors noted that the Company has experienced
significant losses and negative operating cash flows resulting in
a working capital deficiency and shareholders' deficit.


EMISPHERE TECHNOLOGIES: Registers 8.1-Mil. Shares for Resale
------------------------------------------------------------
Emisphere Technologies, Inc., filed with the Securities and
Exchange Commission a FORM S-1 REGISTRATION STATEMENT UNDER THE
SECURITIES ACT OF 1933 and accompanying prospectus relating to the
offer for sale by existing holders of its common stock of
8,140,496 shares of common stock, par value $0.01 per share,
including 3,488,784 shares of common stock issuable upon exercise
of the warrants held by the selling security holders.

All of the shares of common stock subject to the prospectus are
being sold by the selling security holders.  It is anticipated
that the selling security holders will sell these shares of common
stock from time to time in one or more transactions, in negotiated
transactions or otherwise, at prevailing market prices or at
prices otherwise negotiated.  Emisphere will not receive any
proceeds from the sales of shares of common stock by the selling
security holders.  Emisphere has agreed to pay all fees and
expenses incurred by the Company incident to the registration of
the common stock, including SEC filing fees.  Each selling
security holder will be responsible for all costs and expenses in
connection with the sale of their shares of common stock,
including brokerage commissions or dealer discounts.

A full-text copy of the Registration Statement and Prospectus is
available at no charge at http://ResearchArchives.com/t/s?6b57

                   About Emisphere Technologies

Based in Cedar Knolls, New Jersey, Emisphere Technologies, Inc.
(OTC BB: EMIS) -- http://www.emisphere.com/-- is a
biopharmaceutical company that focuses on a unique and improved
delivery of pharmaceutical compounds and nutritional supplements
using its Eligen(R) Technology.  The Eligen(R) Technology can be
applied to the oral route of administration as well other delivery
pathways, such as buccal, rectal, inhalation, intra-vaginal or
transdermal.

                          *     *     *

The Company's balance sheet at June 30, 2010, showed $3.11 million
in total assets, $76.51 million in total liabilities, and a
$73.41 million stockholders' deficit.


FILENCIO GARAY: Case Summary & 11 Largest Unsecured Creditors
-------------------------------------------------------------
Joint Debtors: Filencio Valentin Garay
               Nilda Maria Diaz Monclova
               URB Crown Hills
               124 Winston Churchill Ave
               San Juan, PR 00926

Bankruptcy Case No.: 10-08582

Chapter 11 Petition Date: September 16, 2010

Court: United States Bankruptcy Court
       District of Puerto Rico (Old San Juan)

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

Scheduled Assets: $4,273,991

Scheduled Debts: $1,758,947

A list of the Joint Debtors' 11 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/prb10-08582.pdf


FRED FOX: Fox Co. Employee Claims Must Be Filed by Oct. 15
----------------------------------------------------------
         If You Were an Employee of Fox Co., Inc.,
     on or after May 31, 2002, A Class Action Lawsuit
                Could Affect Your Rights

PLEASE NOTE THAT IF YOU ARE A CLASS MEMBER, YOU MAY BE ENTITLED TO
SHARE IN THE PROCEEDS OF THE SETTLEMENTS DESCRIBED IN THIS NOTICE.

Your rights may be affected by a lawsuit pending in the Pierce
County Superior Court, Cause No. 05-2-08756-6 and captioned Curry
v. Fox Co., Inc.  The pleadings and other records in this
litigation may be examined and copied during regular business
hours at the Office of the Superior Court, 930 Tacoma Avenue
South, Room 110, Tacoma, WA 98402.  You may also obtain documents
for your review from class counsel at the address listed below.

Am I a Member of the Class?

The class definition includes the following members: "All non-
salaried employees of Fox Co., Inc., who worked for Fox Co., Inc.,
at anytime between May 31, 2002, through December 31, 2005, and
were compensated as a piece rate worker whether now employed by
Fox Co., Inc. or not.

What is the lawsuit about?

Defendants Fred Fox and Darcy Fox have filed for bankruptcy
protection under Western Washington Bankruptcy Court Case No.09-
48718. Any payment to class claimant by Fred Fox and Darcy Fox
will be paid on a pro-rata basis in relation to other unsecured
claims filed in this bankruptcy case. Pursuant to Pierce County
Superior Court Order dated September 15, 2006, the Court granted
liability under RCW 49.46.130 for unpaid overtime wages owed to
hourly employees, liability under RCW 49.46.130 for unpaid
overtimes wages owed to piece rate workers, and liability under
RCW 49.52.070 for willful failure to pay overtime wages owed to
hourly employees and piece workers against Fox Co., Inc., Fred
Fox, Jane Doe Fox, and Melody Fox.  Prior to the bankruptcy filing
of Fred and Darcy Fox, Defendants reached a settlement with
Plaintiff's class in which Defendants would pay to the class
claimants, pursuant to the claims process, a total amount not to
exceed $450,000 and not less than $200,000!
.

Rights and Obligations of Class Members

If you believe you are a claimant and you would like to obtain a
form to submit a claim or object to this process, please read the
information in this paragraph. To share in the benefits of the
proposed settlement, you must be a class member who was employed
by Fox Company Inc. as a piece rate worker and received a
paycheck, between the dates of May 31, 2002 and December 31, 2005.
You must also complete a Proof of Claim Form that can be obtained
by writing or calling: Brian L. Budsberg at the number and address
listed below. You may also obtain a claim form by visiting the Web
site http://curryvfox.com/and downloading a claim form.  In order
to for your claim to be submitted in a timely manner, you must
complete and post mark your completed proof of claim to:

         Brian L. Budsberg, Esq.
         Budsberg Law Group, P.L.L.C.
         P.O. Box 1489
         Olympia, WA 98507
         Telephone: (360) 584-9093
         E-mail: trustee@budsberg.com

by October 15, 2010.  All claims must be postmarked or delivered
to the firm no later than October 15, 2010.  You may have received
a claim form and copy of this notice by mail at your last known
address.  Additionally, if you object to this process please file
your objection with the bankruptcy court by submitting this
objection to the bankruptcy court by submitting your objection the
bankruptcy court 1717 Pacific Avenue, Suite 2209, Courtroom I,
Tacoma, Washington 98402 during regular business hours and
submitting a copy of your objection to Brian L. Budsberg at the
address listed above.

                 *   *   *

Fred A. Fox and Darcy Fox sought chapter 11 protection (Bankr.
W.D. Wash. Case No. 09-48718) on Nov. 20, 2009; are represented by
Benjamin J. Riley, Esq. -- ben@budsberg.com -- and Brian L.
Budsberg, Esq., at Brian L Budsberg PLLC in Olympia, Wash.; and
estimate that assets will be available from their estate for
distribution to unsecured creditors.


FUN VALLEY: Case Summary & 7 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Fun Valley Park Inc.
        P.O. Box 93
        Camuy, PR 00612

Bankruptcy Case No.: 10-08563

Chapter 11 Petition Date: September 16, 2010

Court: United States Bankruptcy Court
       District of Puerto Rico (Old San Juan)

Judge: Brian K. Tester

Debtor's Counsel: Wigberto Lugo Mender, Esq.
                  LUGO MENDER & CO
                  Centro Internacional De Mercadeo
                  Carr 165 Torre 1 Suite 501
                  Guaynabo, PR 00968
                  Tel: (787) 707-0404
                  E-mail: wlugo@lugomender.com

Scheduled Assets: $2,806,723

Scheduled Debts: $2,961,177

A list of the Company's seven largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/prb10-08563.pdf

The petition was signed by Rafael Aviles Cordero, president.


GAMETECH INT'L: Lenders Extend Forbearance until October 31
-----------------------------------------------------------
GameTech International Inc. and Bank of the West and U.S. Bank
National Association entered on Aug. 17, 2010, into a First
Amendment to Forbearance Agreement and Fourth Modification to Loan
Agreement on August 12, 2010, pursuant to which the Lenders agreed
to forbear from exercising certain rights and remedies under the
Company's senior secured credit facility as a result of certain
defaults existing as of June 21, and the Company's failure to make
the required payments of principal and interest due under the term
loan at July 31 through August 31 or earlier upon the occurrence
of a subsequent default or breach of the Fourth Amendment.

On September 15, 2010, the Company entered into a Second Amendment
to Forbearance Agreement and Fifth Loan Modification Agreement
with the Lenders, pursuant to which the Lenders agreed to forbear
from exercising certain rights available to them under the
Company's senior secured credit facility until October 31, 2010 or
earlier upon the occurrence of:

   i) the resignation or termination of the Chief Executive
      Officer of the Company or Morris-Anderson & Associates,
      Ltd., as consultant to the Company; or

  ii) a subsequent default or breach of the Fifth Amendment.

The Fifth Amendment was entered into following the Company's
failure to make the following required payments of principal and
interest on August 31, 2010:

   i) a quarterly installment of principal under the term loan in
      the amount of $1,087,647;

  ii) a monthly installment of interest on the unpaid balance of
      the term loan in the amount of $68,230; and

iii) payment of the unpaid principal balance of the revolver in
      the amount of $750,000.

The Fifth Amendment extends the due date on these payments from
August 31 to October 31, 2010.  Additionally, the Fifth Amendment
defers payment of 3% of the interest accruing on the term loan
until October 31.

The Fifth Amendment also contains additional covenants that, among
other things, require the Company to retain a consultant that is
acceptable to the Company and the Lenders, limit the aggregate
amount of cash disbursements that the Company can make with
respect to certain business segments during the Forbearance
Period, and increases a previously established limit on the
aggregate amount of capital expenditures that may be made.  In
consideration for our Lenders entering into the Fifth Amendment,
the Company paid U.S. Bank, as agent for the Lenders, a
forbearance fee in an amount equal to $10,000.

The outstanding balance under the term loan is $25,176,470 and
the outstanding balance under the  revolver is $750,000.  The
outstanding balance under the Company's term loan continues to be
subject to the Default Rate of 9.79%, and the outstanding balance
under the Company's revolver continues to be subject to a Default
Rate of 5.82%.

The Company said, "all of the Financial Covenant Defaults and
Payment Defaults continue to remain uncured.  While the Company
does not expect to have adequate cash to make the requisite
payments on October 31, 2010 in accordance with the Fifth
Amendment, the Company is involved in ongoing negotiations with
its Lenders to further extend the Forbearance Period, obtain
waivers, and/or otherwise reach a satisfactory agreement.
Although we remain optimistic a resolution can be reached with our
Lenders, a failure to extend the Forbearance Agreement, obtain
waivers and/or reach a satisfactory agreement in a timely manner
will likely result in all amounts outstanding under the current
credit facility becoming immediately due and payable, which would
lead to the financial and operational failure of the Company."

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

              http://ResearchArchives.com/t/s?6b4d

           Forbearance Agreement with Bank of the West

The Company entered into a loan agreement with Bank of the West on
April 9, 2010 which provides for a $1.8 million revolving credit
facility.  On September 3, the Company received a notice of
technical default from the Lender in accordance with the terms of
the Line of Credit.  On September 15, the Company entered into a
Forbearance Agreement with the Lender.

The Line of Credit Forbearance provides that the Lender will
forbear from exercising any rights and remedies under the Line of
Credit as a result of the existing defaults through October 31,
2010 or earlier upon the occurrence of one or more events of
default other than the Specified Events of Defaults or a breach by
the Company of the Line of Credit Forbearance.  The Specified
Events of Defaults are defined as the Financial Covenant Defaults
and Payment Defaults existing under the Fifth Amendment with Bank
of the West and US Bank, as Lenders.  The Line of Credit
Forbearance also provides that the Lender will not make any
further advances to the Company under the Line of Credit and that
the Company shall continue to make interest payments at the non-
default rate.  In consideration for the Lender entering into the
Line of Credit Forbearance, the Company paid the Lender a
forbearance fee in an amount equal to $1,000.

As of September 15, 2010, the Company had approximately
$1.27 million outstanding under the Line of Credit.  The
outstanding balance under the Line of Credit is subject to a non-
default rate or 4.25%.

A full-text copy of the Line of Credit Forbearance Agreement is
available for free at:

              http://ResearchArchives.com/t/s?6b4c

Based in Reno, Nevada, GameTech develops and manufactures gaming
entertainment products and systems.  GameTech holds a significant
position in the North American bingo market with its interactive
electronic bingo systems, portable and fixed-based gaming units,
and complete hall management modules.  It also holds a significant
position in select North American VLT markets, primarily Montana,
Louisiana, and South Dakota, where it offers video lottery
terminals and related gaming equipment and software.  It also
offers Class III slot machines and server-based gaming systems.


GENERAL GROWTH: Reaches Agreement With Heirs of Howard Hughes
-------------------------------------------------------------
General Growth Properties, Inc. has reached an agreement to settle
its dispute with the heirs of Howard Hughes regarding the
Summerlin planned community in Las Vegas, NV. Under the terms of
the agreement, GGP will pay $230 million to the Hughes heirs in
exchange for a full release and settlement of all claims against
GGP and its affiliates.  The amount will be paid shortly after
GGP's emergence from bankruptcy.  Ten million dollars will be paid
in cash and the remaining $220 million may be paid either in cash
or in shares of new GGP common stock at the election of the
company.

"We are very pleased to reach a mutually beneficial settlement
agreement with the heirs of Howard Hughes regarding Summerlin,"
said Thomas H. Nolan Jr., president and chief operating officer of
GGP.  "With this agreement, GGP settles one of the last remaining
material issues impacting the capital structure of the new GGP and
'Spinco' as we continue our steady march toward emergence from
bankruptcy.  It has always been our preference to reach an
agreement with the Hughes heirs, with whom we have had a very
successful venture for many years.  The Summerlin master planned
community is one of the premier communities in the nation and has
a long track record of strong and consistent financial
performance.  It is indicative of the type and quality of assets
that will comprise 'Spinco', the GGP spin-off company that will
consist of our portfolio of master planned communities and other
real estate assets with long-term value creation potential."

The Summerlin master planned community spans 22,500 acres along
the western rim of the Las Vegas Valley located approximately 12
miles from downtown Las Vegas.  Currently home to nearly 100,000
residents, Summerlin includes hundreds of neighborhoods and dozens
of villages - all connected by a 150-mile-long trail system and
nearly 150 parks.  Summerlin is located adjacent to Red Rock
Canyon National Conservation Area, a world-class hiking and rock
climbing destination

With 26 public and private schools, four institutions of higher
learning, nine golf courses, major health and medical centers,
business parks, shopping centers, cultural facilities and more
than a dozen houses of worship, Summerlin is a multi-generational
and fully integrated community.  Since its inception in the early
1990s, Summerlin has consistently ranked in the Robert Charles
Lesser annual poll of Top Ten Master Planned Communities in the
nation, and Summerlin still has more than 7,500 acres left to
develop.

The settlement agreement is subject to approval of the Bankruptcy
Court as part of the plan of reorganization process.

                      About General Growth

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

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

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


GENERAL MOTORS: China's SAIC May Participate in IPO
---------------------------------------------------
The Wall Street Journal's Sharon Terlep reports people familiar
with the matter said that SAIC Motor Corp., China's biggest auto
maker, hasn't decided whether to participate in General Motors
Co.'s initial public offering but has expressed an interest in
doing so.

According to Ms. Terlep, SAIC's interest in possibly buying a
stake in GM raises the dicey issue for the U.S. government over
foreign investment in the Detroit company.  SAIC has built cars
with GM in China since the 1990s.

The Journal relates GM declined to comment about SAIC.  The
Journal says the Chinese auto maker said only that it is closely
watching the GM offering.  SAIC's interest was first reported by
Reuters news service.

According to the Journal, the Treasury is worried about the
political reaction if non-U.S. investors, such as sovereign-wealth
funds or a Chinese company, are allowed to acquire a significant
stake in GM after U.S. taxpayers spent $50 billion to assist the
company through bankruptcy reorganization.

"Critics will publicly blast the Obama administration for using
taxpayer money to fund foreign ownership in an American icon,"
said Morningstar automotive equities analyst David Whiston,
according to the Journal.  Yet restricting foreigners from buying
stock in the IPO would be impractical since the shares would be
available on the public market, he said.

The Associated Press reported Monday that a U.S. Treasury
Department statement said foreign investors could be asked to buy
a stake in GM when it sells stock to the public.  GM would not
comment Sunday on reports that talks are under way with China's
SAIC about buying GM shares.  The AP notes the Treasury statement,
dated Saturday, said investors will be sought across "multiple
geographies."

The U.S. Treasury loaned GM about $50 billion to help it through
bankruptcy protection in 2009.  GM has repaid $6.7 billion and the
rest was converted to a 61% government stake in the company.

                       About General Motors

With its global headquarters in Detroit, Michigan, General Motors
Company -- http://www.gm.com/-- is one of the world's largest
automakers.  GM employs 205,000 people in every major region of
the world and does business in some 157 countries.  GM and its
strategic partners produce cars and trucks in 31 countries, and
sell and service these vehicles through the following brands:
Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Jiefang,
Opel, Vauxhall and Wuling.  GM's largest national market is China,
followed by the United States, Brazil, Germany, the United
Kingdom, Canada, and Italy.  GM's OnStar subsidiary is the
industry leader in vehicle safety, security and information
services.

General Motors Co. is 60.8% owned by the U.S. Government.  It was
formed to acquire the operations of General Motors Corporation
through a sale under 11 U.S.C. Sec. 363 following Old GM's
bankruptcy filing.  The deal was closed on July 10, 2009, and Old
GM changed its name to Motors Liquidation Co.  Old GM remains
subject to a pending Chapter 11 reorganization case before the
U.S. Bankruptcy Court for the Southern District of New York.

At June 30, 2010, GM had $131.899 billion in total assets,
$101.00 billion in total liabilities, $6.998 billion in preferred
stock, and $23.901 billion in stockholders' equity.

                     About Motors Liquidation

General Motors Corporation and three of its affiliates filed for
Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case
No. 09-50026).  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  Harvey R. Miller, Esq., Stephen Karotkin, Esq.,
and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP,
assist the Debtors in their restructuring efforts.  Al Koch at AP
Services, LLC, an affiliate of AlixPartners, LLP, serves as the
Chief Executive Officer for Motors Liquidation Company.  GM is
also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel.  Cravath, Swaine, & Moore LLP is
providing legal advice to the GM Board of Directors.  GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP.

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured Creditors
Holding Asbestos-Related Claims.  Lawyers at Kramer Levin Naftalis
& Frankel LLP serve as bankruptcy counsel to the Creditors
Committee.  Attorneys at Butzel Long serve as counsel regarding
supplier contract matters.  FTI Consulting, Inc., serves as
financial advisors to the Creditors Committee.  Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represents the Asbestos
Committee.  Legal Analysis Systems, Inc., serves as asbestos
valuation analyst.

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


GIBBS PATRICK: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Gibbs Patrick Farms, Inc.
        P.O. Box 518
        Omega, GA 31775

Bankruptcy Case No.: 10-71501

Chapter 11 Petition Date: September 16, 2010

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

Judge: John T. Laney, III

Debtor's Counsel: Austin E. Carter, Esq.
                  STONE AND BAXTER, LLP
                  577 Mulberry Street, Suite 800
                  Macon, GA 31201
                  Tel: (478) 750-9898
                  E-mail: acarter@stoneandbaxter.com

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

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

The petition was signed by James Gibbs Patrick, Jr., CEO.

Debtor-affiliates filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Heritage Farms, LLC                   10-71502            09/16/10
Patrick Farms Partnership             10-71203            08/02/10

Debtor's List of 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Heritage Farms, LLC                Loan to Farm           $900,000
165 College Avenue
Omega, GA 31775

Pratt Industries, Inc.             Trade Debt             $352,788
Pratt Corrugated Holdings
PO Box 933949
Atlanta, GA 31193-3949

Sieger Seed Co.                    Trade Debt             $187,797
13031 Reflections Drive
Holland, MI 49424

Chep USA                           Trade Debt             $178,512

United Irrigation                  Trade Debt             $150,613

LECO Industries, Inc.              Trade Debt             $134,093

First Community Bank               Lott Farm              $106,958

Omega Farm Supply                  Trade Debt             $105,956

AgGeorgia Farm Credit              Buck Moore Farm        $103,450

Georgia Pacific                    Trade Debt             $100,563

Seminis Vegetable Seeds            Trade Debt              $94,410

Johnson Oil Co.                    Trade Debt              $79,768

IFCO-US                            Trade Debt              $72,799

Koppert Biological Systems, Inc.   Trade Debt              $60,411

Seedway                            Trade Debt              $53,867

East Coast Agri Technologies       Trade Debt              $45,828

Clifton Seed Company               Trade Debt              $42,116

Champion Seed Company              Trade Debt              $38,877

The Wendling Co.                   Sales Commissions       $25,128

T&T Industries, Inc.               Trade Debt              $22,695


GRACEWAY PHARMACEUTICALS: S&P Cuts Corp. Credit Rating to 'SD'
--------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on Bristol, Tenn.-based Graceway Pharmaceuticals LLC
to 'SD' from 'B-'.  At the same time, S&P lowered its issue-level
rating on the company's senior secured bank credit facility to
'CC' from 'B-', and placed that facility on CreditWatch with
developing implications.  S&P also lowered the issue-level rating
on the secured second-lien bank loan to 'D' from 'CCC'.  These
actions follow the company's failure to make an Aug. 31, 2010
interest payment on its second-lien loan.

The 'SD' rating on Graceway reflects the company's failure to make
an Aug. 31, 2010 interest payment on its $330 million second-lien
term loan, which triggered a cross-default.

The failure to make the interest payment follows the expiration of
the pediatric exclusivity on the compound patent for Adara in
February 2010 and the unsuccessful legal barriers to block the
introduction of a generic.  The subsequent launch of a generic
competitor drug to Aldara resulted in sales sharply declining in
the second quarter.  The recent introduction of Zyclara,
Graceway's follow-on drug to Aldara, have not been sufficient to
offset declining Aldara sales.  S&P will monitor the company's
efforts to conduct amendment negotiations over the next six weeks
on its 4.25x leverage covenant, as well as its ability to produce
a formal term sheet over the next 20 days on both term loans.  The
term sheet will amended pricing, paydowns, and include a covenant
forbearance.

The placement of the senior secured bank credit facility on
CreditWatch with developing implications reflects the fact that
Graceway has until Oct. 29, 2010 to conduct amendment negotiations
on its 4.25x leverage covenant, as well as the company's
indication to lenders that it will have a formal term sheet in
less than 20 days amending both term loans.  Further rating action
will await developments on the success of efforts to amend the
term loans.


GRAHAM PACKAGING: To Issue $250MM Notes to Buy Liquid Container
---------------------------------------------------------------
Graham Packaging Company Inc. said intends to offer $250 million
aggregate principal amount of senior unsecured notes due 2018.

The Company said it plans to use the net proceeds from the
offering, along with borrowings under its senior secured credit
facility and cash on hand, to finance the previously announced
acquisition of Liquid Container L.P.  The Notes will be co-issued
with the Company's subsidiary, GPC Capital Corp. I, and guaranteed
by their parent company, Graham Packaging Holdings Company, and
certain of the Company's domestic subsidiaries.

                      About Graham Packaging

Headquartered in York, Pennsylvania, Graham Packaging Holdings
Company, -- http://www.grahampackaging.com/-- the parent company
of Graham Packaging Company, L.P., is engaged in the design,
manufacture and sale of customized blow molded plastic containers
for the branded food and beverage, household, automotive
lubricants and personal care/specialty product categories.  As of
the end of June 2008, the company operated 83 manufacturing
facilities throughout North America, Europe and South America.

The Company's balance sheet for June 30, 2010, showed
$2.09 billion in total assets, $368.26 million total current
liabilities, $2.20 billion in long term debt, $17.57 million in
deferred income taxes, $91.73 million in other non-current
liabilities, and a stockholders' deficit of $586.82 million.

Graham Packaging carries 'B' issuer credit ratings from Standard &
Poor's.

Moody's Investors Service revised the ratings outlook for Graham
Packaging Company L.P. to stable from developing and affirmed the
B2 Corporate Family Rating.  Moody's also rated approximately
$600 million of new debt issued to finance the recently announced
acquisition of Liquid Container, L.P.

Fitch Ratings has assigned ratings to the proposed debt that will
be issued by Graham Packaging Company, L.P.'s and its subsidiary,
GPC Capital Corp.: $913 million senior secured term loan D at
'B+/RR3'; and $250 million senior unsecured notes at 'CCC/RR6'.


HALO COMPANIES: Posts $675,800 Net Loss in June 30 Quarter
----------------------------------------------------------
Halo Companies, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $675,836 on $2.1 million of revenue for
the three months ended June 30, 2010, compared with net income of
$342,073 on $2.5 million of revenue for the same period of 2009.

The Company has incurred an accumulated deficit of $4.9 million as
of June 30, 2010.

The Company's balance sheet at June 30, 2010, showed
$3.2 million in total assets, $2.2 million in total liabilities,
and stockholders' equity of $1.0 million.

As reported in the Troubled Company Reporter on March 29, 2010,
Montgomery Coscia Greilich LLP, in Plano, Tex., 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 has incurred losses since its
inception and has not yet established profitable operations.

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

               http://researcharchives.com/t/s?6b58

                       About Halo Companies

Allen, Tex.-based Halo Companies, Inc., is a holding company with
subsidiaries operating primarily in the consumer financial
services industry, providing services related to personal debt,
credit, mortgage, real estate, loan modification and insurance.
The Company works with its clients, who are consumers who may be
in various stages of financial need, to assist in reducing their
debt, correcting their credit profile, securing a home mortgage,
buying or selling a residence, providing proper insurance for
their assets, mitigating potential home loss, and educating them
in financial matters.


HAMPTON ROADS: Sets Sept. 29 Record Date for Rights Offering
------------------------------------------------------------
Hampton Roads Bankshares, Inc., announced the record date for its
planned common stock rights offering.  Shareholders who own common
shares of the Company at the close of business on September 29,
2010 will be eligible to participate in the Rights Offering.
Holders of Series A and B preferred shares of the Company that
tender such preferred shares in exchange offers for newly issued
shares of common stock, which commenced on August 30, 2010, will
also have the right to participate in the Rights Offering.

The Company expects to close on $235 million of its planned $255
million private placement of common stock with institutional
investors by the end of the third quarter of 2010, with closing on
the remainder of the Private Placement in the fourth quarter of
2010.  The Company plans to commence the Rights Offering as soon
as practicable after the initial closing of the Private Placement,
depending on the time required to have the registration statement
for the Rights Offering shares declared effective by the
Securities and Exchange Commission.  Common shareholders eligible
to participate in the Rights Offering will receive additional
information regarding the offering at that time.

Participants in the Rights Offering will have the right to
purchase common shares at the same price paid by institutional
investors in the Private Placement. Investors participating in the
Private Placement have committed to purchasing any portion of the
common stock offered in the Rights Offering that is not purchased
by existing shareholders of the Company.

The Company plans to use the proceeds of the Private Placement and
the Rights Offering to make capital contributions to its
subsidiary banks and for other corporate purposes.

                  About Hampton Roads Bankshares

Headquartered in Norfolk, Virginia, Hampton Roads Bankshares, Inc.
-- http://www.hamptonroadsbanksharesinc.com/-- is a bank holding
company that was formed in 2001.  Its primary subsidiaries are
Bank of Hampton Roads, which opened for business in 1987, and
Shore Bank, which opened in 1961.  Bank of Hampton Roads operates
28 banking offices in the Hampton Roads region of southeastern
Virginia and 24 offices in Virginia and North Carolina doing
business as Gateway Bank & Trust Co. Shore Bank serves the Eastern
Shore of Maryland and Virginia through eight banking offices and
fifteen ATMs.  Shares of the Company's common stock are traded on
the NASDAQ Global Select Market under the symbol HMPR.

The Company's balance sheet as of June 30, 2010, showed
$2.877 billion in total assets, $2.843 billion in total
liabilities, and stockholders' equity of $34.2 million.

Yount, Hyde & Barbour, P.C., in Winchester, Va., expressed
substantial doubt about the Company's ability to continue as a
going concern in its report on the Company's restated consolidated
financial statements for the year ended December 31, 2009.  The
independent auditors noted that quantitative measures established
by regulation to ensure capital adequacy require the Company and
its subsidiary banks to maintain minimum amounts and ratios of
total and Tier I capital to risk-weighted assets, and Tier I
capital to average assets.  In addition, the Company has suffered
recurring losses from operations and declining levels of capital.

In its latest 10-Q, the Company discloses that effective June 17,
2010, the Company and Bank of Hampton Roads entered into a written
agreement with the Federal Reserve Bank of Richmond  and the
Bureau of Financial Institutions of the Virginia State Corporation
Commission.  The Company's other banking subsidiary, Shore Bank,
is not a party to the Written Agreement.  Under the terms of the
Written Agreement, both the Company and BOHR have agreed to submit
for approval capital plans to maintain sufficient capital at the
Company, on a consolidated basis, and to refrain from declaring or
paying dividends absent prior regulatory approval.


HANA BIOSCIENCES: Posts $6.3 Million Net Loss in June 30 Quarter
----------------------------------------------------------------
Hana Biosciences, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $6.3 million for the three months ended
June 30, 2010, compared with a net loss of $7.8 million for the
same period last year.  The Company does not generate any
recurring revenue.

As of June 30, 2010, the Company had an accumulated deficit of
$146.9 million.  The Company has financed operations primarily
through equity and debt financing and expects its losses to
continue over the next several years.  As of June 30, 2010, the
Company had aggregate cash and cash equivalents and available-for-
sale securities of $37.9 million and available working capital of
$34.4 million, which it believes to be sufficient to continue
operations through 2011.

The Company's balance sheet as of June 30, 2010, showed
$39.3 million in total assets, $36.6 million in total liabilities,
$29.9 million in redeemable convertible preferred stock, and a
stockholders' deficit of $27.2 million.

As reported in the Troubled Company Reporter on March 29, 2010,
BDO Seidman, LLP, in San Francisco, 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 has suffered recurring losses from operations and has
a net capital deficiency.

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

               http://researcharchives.com/t/s?6b56

                      About Hana Biosciences

Hana Biosciences, Inc., is a South San Francisco, California-based
biopharmaceutical company dedicated to developing and
commercializing new, differentiated cancer therapies designed to
improve and enable current standards of care.  The Company
currently has four product candidates in various stages of
development.


HARVEST OPERATIONS: Moody's Puts 'Ba1' Rating on $500 Mil. Notes
----------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to Harvest
Operations Corp.'s proposed offering of $500 million of senior
unsecured notes.  The Ba1 rating reflects the senior unsecured
status of the notes and their position in Harvest's capital
structure and is consistent with the ratings on Harvest's existing
senior unsecured debt.  Harvest's Ba2 corporate family rating
remains unchanged.  The proceeds of the notes will be used to
repurchase the 7-7/8% Senior Notes due 2011, repay revolver debt,
and for working capital and general corporate purposes.  The
rating outlook is stable.

Assignments:

Issuer: Harvest Operations Corp.

  -- Senior Unsecured Regular Bond/Debenture, Assigned Ba1 LGD3,
     34%

                         Ratings Rationale

Harvest's Ba2 CFR reflects its stand-alone credit profile of B1
and the strong support from its parent, Korea National Oil
Corporation (A1, Stable), which provides two notches of rating
uplift.  The B1 stand-alone credit profile considers Harvest's
reasonable leverage metrics for the B1 rating category and the
financial flexibility that should enable it to spend sufficient
capital to maintain and grow production at existing properties and
improve its finding and development costs.  Harvest's reserve base
and land position is of a reasonable size for the B1 rating
category, but does not lend itself to anything more than modest
growth.

The B1 stand-alone credit profile also considers Harvest's
downstream operations, which face a challenging refinery market,
but benefit from the production of gasoline and distillates, which
comprise approximately 76% of output, and from its Supply and
Offtake Agreement with Vitol.

Harvest's standalone access to capital markets and its strong
financial backing from KNOC position Harvest to carry out a
meaningful and consistent drilling program on its predominately
oil properties that should result in modestly higher production
and reserve adds and improved finding and development costs.
Harvest's leverage is favorable leverage for its B1 stand-alone
profile, but its finding and development costs lag the profile, in
part due to the company's constrained capital program prior to its
acquisition by KNOC in December of 2009 as it struggled with high
leverage, poor liquidity and inability to raise capital.
Harvest's F&D costs are also impacted by the application of
enhanced recovery techniques to maximize production.

In considering Harvest's leverage metrics, Moody's allocate
C$400 million of debt to Harvest's downstream operations.  The
refinery operations face a difficult market, particularly for its
output, which would naturally be shipped to the saturated
northeastern North America market.  At times, however, Harvest is
able to take advantage of stronger offshore markets through its
arrangement with Vitol under which Vitol sells refined product on
Harvest's behalf.  Moody's expect the downstream operations to
produce negative free cash flow given depressed crack spreads and
high capex planned for debottlenecking projects.

The two-notch uplift to the B1 stand-alone credit profile captures
KNOC's demonstrated support of Harvest to date, including through
the contribution of KNOC's Black Gold oil sands assets and
development capital, and its anticipated continued support and
involvement in Harvest's growth.  Given Harvest's importance and
relevance to KNOC's broader corporate strategy, Moody's expect
Harvest's growth and capital decisions to be largely steered by
KNOC.  The integration of Harvest into KNOC is evidenced by KNOC
having three appointees on Harvest's eight man board, including
Harvest's Chairman, and several senior managers on Harvest's
management team.

The stable outlook reflects Moody's expectation that upstream
production will grow modestly and F&D costs will improve, while
leverage remains favorable.  The rating could come under pressure
if upstream production declines, or the company suffers greater
than anticipated negative free cash flow in the downstream
segment.  The rating would also be pressured by a material change
in Moody's view of the support provided by KNOC.  The ratings
could be raised if Harvest meaningfully increases its production
and reserve profile without significantly increasing leverage, and
the negative free cash flow generated by the refining business
appears manageable.

Harvest Operations Corp. is a wholly-owned subsidiary of Korea
National Oil Corporation, with conventional producing oil and gas
reserves in Western Canada, a refinery in Come-By-Chance,
Newfoundland, and a small number of retail gasoline stations.


HEALTHSOUTH CORP: Fidelity, FMR Report 9.535% Stake
---------------------------------------------------
Boston, Massachusetts-based FMR LLC and Edward C. Johnson 3d
disclosed that they may be deemed to hold 9,012,927 shares or
roughly 9.535% of the common stock of Healthsouth Corp.

Fidelity Management & Research Company, a wholly owned subsidiary
of FMR LLC and an investment adviser registered under Section 203
of the Investment Advisers Act of 1940, is the beneficial owner of
5,634,923 shares or 5.961% of the Common Stock outstanding of
Healthsouth Corporation as a result of acting as investment
adviser to various investment companies registered under Section 8
of the Investment Company Act of 1940.  The number of shares
of Common Stock of Healthsouth Corporation owned by the investment
companies at August 31, 2010 included 101,902 shares of Common
Stock resulting from the assumed conversion of 3,108 shares of
HEALTHSOUTH 6.5% PC PERP SER A (32.7869 shares of Common Stock for
each share of Convertible Preferred Stock).

Edward C. Johnson 3d and FMR LLC, through its control of Fidelity,
and the funds each has sole power to dispose of the 5,634,923
shares owned by the Funds.

                      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
a 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.


HENRY WILTON: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Henry L. Wilton
        12671 River Road
        Henrico, VA 23238

Bankruptcy Case No.: 10-36398

Chapter 11 Petition Date: September 16, 2010

Court: U.S. Bankruptcy Court
       Eastern District of Virginia (Richmond)

Judge: Kevin R. Huennekens

Debtor's Counsel: Robert A. Canfield, Esq.
                  CANFIELD, BAER, & HELLER, LLP
                  2201 Libbie Avenue, Suite 200
                  Richmond, VA 23230
                  Tel: (804) 673-6600
                  Fax: (804) 673-6604
                  E-mail: bcanfield@canfieldbaer.com

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

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

Debtor's List of 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Wachovia Bank N.A.                 Trade Debt           $7,000,000
PA1327
123 South Broad Street
Philadelphia, PA 19109

Wachovia                           125 Shares of        $6,914,361
P.O. Box 15019                     The Wilton
Wilmington, DE 19886               Company, LLC

Wachovia Bank N.A.                 Trade Debt           $6,173,157
PA1327
123 South Broad Street
Philadelphia, PA 19109

Gateway Bank                       Credit Line          $5,860,457
Hampton Roads Banshares
112 Corporate Drive
Elizabeth City, NC 27909

Regions Bank                       Trade Debt           $5,248,171
P.O. Box 11407
Birmingham, AL 35246

L.A. & Karen Dougherty             Trade Debt           $4,000,000
100 Hale Hookipa Way
HI 96758

First Capital Bank                 Credit Line          $3,335,770
4222 Cox Road, Suite 200
Glen Allen, VA 23060

Union First Market Bank            Trade Debt           $3,239,296
9665 Sliding Hill Road
Ashland, VA 23005

Franklin Federal Savings Bank      Trade Debt           $2,740,533
4501 Cox Road
Glen Allen, VA 23060

Hampton Roads Bankshares           2297.31 Shares       $2,579,471
12090 W. Broad Street              The Wilton
Henrico, VA 23233                  Companies, Inc.

Village Bank                       Trade Debt           $2,000,000
15521 Midlothian Turnpike, Suite 200
Midlothian, VA 23113

Hampton Roads Bankshares           Trade Debt           $1,928,958
12090 W. Broad Street
Henrico, VA 23233

Bank of America                    Trade Debt           $1,536,000
P.O. Box 15026
Wilmington, DE 19850-5026

First Capital Bank                 918.92 Shares of     $1,505,770
4222 Cox Road, Suite 200           The Wilton
Glen Allen, VA 23060               Companies, LLC

E. C. Wilton                       523 Shares of The    $1,436,200
11201 Patterson Avenue             Wilton Companies,
Henrico, VA 23238                  LLC

E.C. Wilton                        Personal Loan        $1,403,377
11201 Patterson Avenue
Henrico, VA 23238

Wachovia Bank N.A.                 Trade Debt           $1,265,000
PA1327
123 South Broad Street
Philadelphia, PA 19109

Wachovia Bank N.A.                 Trade Debt           $1,211,250
PA1327
123 South Broad Street
Philadelphia, PA 19109

E. C. Wilton                       942.89 Shares of     $1,184,266
11201 Patterson Avenue             The Wilton
Henrico, VA 23238                  Companies, Inc.

Wachovia Bank Card Services        Credit Line          $1,180,726
P.O. Box 740502
Atlanta, GA 30374


HERITAGE FARMS: Case Summary & 2 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Heritage Farms, LLC
        P.O. Box 518
        Omega, GA 31775

Bankruptcy Case No.: 10-71502

Chapter 11 Petition Date: September 16, 2010

Court: United States Bankruptcy Court
       Middle District of Georgia (Valdosta)

Judge: John T. Laney III

Debtor's Counsel: Austin E. Carter, Esq.
                  STONE AND BAXTER, LLP
                  577 Mulberry Street, Suite 800
                  Macon, GA 31201
                  Tel: (478) 750-9898
                  E-mail: acarter@stoneandbaxter.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/gamb10-71502.pdf

The petition was signed by James Gibbs Patrick, III, member.

Debtor-affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Gibbs Patrick Farms, Inc.              10-71501   09/16/10
Patrick Farms Partnership              10-71203   08/02/10


HUNTINGTON PROPERTIES: Case Summary & Largest Unsecured Creditor
----------------------------------------------------------------
Debtor: Huntington Properties III, LLC
        15 Oregon Avenue Suite 307
        Tacoma, WA 98409

Bankruptcy Case No.: 10-47647

Chapter 11 Petition Date: September 16, 2010

Court: United States Bankruptcy Court
       Western District of Washington (Tacoma)

Judge: Paul B. Snyder

Debtor's Counsel: Nathan T. Riordan, Esq.
                  RIORDAN AND ASSOCIATES
                  1000 2nd Ave Ste 3310
                  Seattle, WA 98104
                  Tel: (206) 903-0401
                  E-mail: nate@riordanandassociates.com

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
------                   ---------------        ------------
First Federal Bank        435 N Sequim Ave.      $244,948
333 N Sequim Avenue       Sequim, WA 98382
Sequim, WA 98382

The petition was signed by Doug Huntington, manager.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Scott Huntington and
Rochelle McGee-Huntington              09-48196   10/30/09


IDEARC INC: Creditors Sue Verizon Over 2006 Spinoff
---------------------------------------------------
Eric Morath, writing for Dow Jones' Daily Bankruptcy Review,
reports that U.S. Bank, the trustee for Idearc Inc.'s creditors,
has filed a lawsuit against former parent Verizon Communications
Inc. claiming that the telephone giant's 2006 spinoff of the
directory publisher loaded Idearc with debt and put it on a path
to failure.

According to DBR, the lawsuit, filed with the U.S. District Court
in Dallas, said Verizon recognized that Idearc was in decline and
devised a scheme to dump it and collect a nearly $9.5 billion
benefit.  The transaction left Idearc with $1.3 billion in assets
and $10.2 billion in liabilities, the lawsuit said.

Idearc, now called SuperMedia Inc., emerged from Chapter 11
protection in January after slashing its debt load by $6.25
million. As part of its bankruptcy-exit plan, Idearc's lenders and
bondholders, owed some $6 billion, were given the right to pursue
legal claims on Idearc's behalf.

DBR says the creditors are seeking to unwind the Idearc spinoff
that netted Verizon more than $2 billion in cash and allowed it to
cut $7.1 billion in debt from its books.

According to DBR, Verizon General Counsel Randal Milch, however,
called the lawsuit "baseless and without merit."  "When Verizon
spun off its directory business in 2006, it was appropriately
valued," he said in a statement, according to DBR. "Verizon bears
no responsibility for Idearc's bankruptcy almost three years
later."

DBR relates the Idearc creditors are also pursuing breach of
fiduciary duty claims against John W. Diercksen, Verizon's
executive vice president for strategy, development and planning.
Mr. Diercksen served as Idearc's one-man board to approve the
spinoff and then "changed hats" and signed on behalf of Verizon
for all key contracts the phone company entered into with Idearc
to implement the deal, the lawsuit said.  The trustee said those
actions represent a "clear conflict of interest."

Idearc, now SuperMedia, continues to publish the Verizon Yellow
Pages and hosts the online directories Superpages.com and
Switchboard.com.

                         About Idearc Inc.

Headquartered in DFW Airport, Texas, Idearc, Inc. (NYSE: IAR) --
http://www.idearc.com/-- formerly known as Directories
Disposition Corporation, provides yellow and white page
directories and related advertising products in the United States
and the District of Columbia.  Products include print yellow
pages, print white pages, Superpages.com, Switchboard.com and
LocalSearch.com, the company's online local search resources, and
Superpages Mobile, their information directory for wireless
subscribers.  Idearc is the exclusive official publisher of
Verizon print directories in the markets in which Verizon is
currently the incumbent local exchange carrier.  Idearc uses the
Verizon brand on their print directories in their incumbent
markets, well as in their expansion markets.

Idearc and its affiliates filed for Chapter 11 protection on
March 31, 2009 (Bankr. N.D. Tex. Lead Case No. 09-31828).  Toby L.
Gerber, Esq., at Fulbright & Jaworski, LLP, represented the
Debtors in their restructuring efforts.  The Debtors have tapped
Moelis & Company as their investment banker; Kurtzman Carson
Consultants LLC as their claims agent.  William T. Neary, the
United States Trustee for Region 6, appointed six creditors to
serve on an official committee of unsecured creditors of Idearc,
Inc., and its debtor-affiliates.  The Committee selected Mark
Milbank, Tweed, Hadley & McCloy LLP, as counsel, and Haynes and
Boone, LLP, co-counsel.  The Debtors' financial condition as of
Dec. 31, 2008, showed total assets of $1,815,000,000 and total
debts of $9,515,000,000.


IMAGE METRICS: Posts $2.4 Million Net Loss in June 30 Quarter
-------------------------------------------------------------
Image Metrics, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $2.4 million on $926,000 of revenue for
the three months ended June 30, 2010, compared with a net loss of
of $2.6 million on $176,000 of revenue for the three months ended
June 30, 2009.

The Company's balance sheet as of June 30, 2010, showed
$1.2 million in total assets, $10.0 million in total liabilities,
and a stockholders' deficit of $8.8 million.

The Company has incurred significant operating losses and has
accumulated a $32.7 million deficit as of June 30, 2010.  The
Company's ability to continue as a going concern is dependent upon
it being able to successfully raise further capital through equity
or debt financing and continued improvement of its results of
operations.

"These conditions indicate a material uncertainty that casts
significant 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?6b4f

                       About Image Metrics

Santa Monica, Calif.-based Image Metrics Inc., formerly
International Cellular Accessories, Inc., is a global provider of
technology-based facial animation services to the interactive
entertainment and film industries.

On March 10, 2010, the Company acquired through an exchange offer
all of the outstanding ordinary shares and preferred shares of
Image Metrics Limited, a private company incorporated in England
and Wales, in exchange for 11,851,637 shares of its common stock,
par value $.001 per share.  The historical consolidated financial
statements of the Company do not include the operations of
International Cellular Accessories prior to March 10, 2010, but
only reflect the operations of Image Metrics Limited and its
subsidiary.


INFOLOGIX INC: Advances $500,000 from Hercules Revolver
-------------------------------------------------------
InfoLogix Inc. borrowed on Sept. 13, $500,000 from Hercules
Technology Growth Capital Inc. under its revolving credit facility
pursuant to the Amended and Restated Loan and Security Agreement
dated November 20, 2009, as amended.

The Discretionary Credit will be treated as an over-advance under
the Loan Agreement and is repayable on demand and otherwise on the
terms applicable to and at the interest rate charged on
overadvances provided for in the Loan Agreement, which terms have
not been modified for this borrowing, although the parties expect
to enter into amendments to the Loan Agreement to convert this
overadvance into a note convertible into shares of the Company's
common stock.  It is expected that the convertible note would bear
interest at a rate of 10% per annum, payable in cash or in kind,
at Hercules's option, plus an additional 8% per annum paid in
kind, and the principal would be due and payable 12 months after
issuance of the note.

                      About InfoLogix Inc.

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

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

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


IRVINE SENSORS: VP Justice Acquires 138,461 Shares
--------------------------------------------------
James W. Justice, vice president at Irvine Sensors Corp.,
disclosed acquiring 138,461 shares of the Company's common stock
on September 9.

As of August 6, 2010, there were 28,744,644 shares of common stock
outstanding.

                      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.

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.

As reported by the Troubled Company Reporter on September 7, 2010,
Irvine Sensors received in August 2010 a Waiver and Consent from
its senior lender and Series A-2 preferred stockholder, Longview
Fund, L.P., and one of its warrant holders, Alpha Capital Anstalt,
pursuant to which Longview and Alpha consented to, and waived any
breaches, defaults, events of default, cross-defaults or
acceleration events in their agreements and instruments with the
Company relating to, the potential delisting of the Company's
common stock from The Nasdaq Capital Market.

The TCR on September 14, 2010, reported that Irvine Sensors
received a determination notice from the Nasdaq Hearings Panel
stating that the Company's shares would be delisted from The
Nasdaq Stock Market.  Trading of the shares was suspended
effective at the open of trading on September 13.  The Panel had
previously required the Company to evidence a closing bid price of
$1.00 or more for a minimum of 10 consecutive trading days on or
before September 13, 2010 to maintain its Nasdaq listing, and the
Company did not achieve compliance with this requirement.


ISLAND ONE: Section 341(a) Meeting Scheduled for Oct. 18
--------------------------------------------------------
The U.S. Trustee for Region 21 will convene a meeting of Island
One, Inc.'s creditors on October 18, 2010, at 1:00 p.m.  The
meeting will be held at 6th Floor Suite 600, 135 West Central
Boulevard, Orlando, FL 32801.

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.

Orlando, Florida-based Island One, Inc., filed for Chapter 11
bankruptcy protection on September 10, 2010 (Bankr. M.D. Fla. Case
No. 10-16177).  Elizabeth A. Green, Esq., at Baker & Hostetler
LLP, assists the Debtor in its restructuring effort.  The Debtor
estimated its assets and debts at $100 million to $500 million as
of the Petition Date.


ISLAND ONE: Files Consolidated List of 20 Largest Unsec. Creditors
------------------------------------------------------------------
Island One, Inc., et al., have filed with the U.S. Bankruptcy
Court for the Middle District of Florida a consolidated list of
their 20 largest unsecured creditors:

   Entity                       Nature of Claim       Claim Amount
   ------                       ---------------       ------------
PMAT Bellair, LLC
c/o Property One, Inc.
4141 Veterans Boulevard
Suite 300                       Daytona sales
Metairie, LA 70002              center lease             $407,695

Robert Cornfeld
3850 Hollywood Boulevard        Note payable
Suite 1400                      including accrued
Hollywood, FL 33021             interest                  $253,153

American Express, Inc.          Credit card
P.O. Box 36001                  charges for
Fort Lauderdale, FL             attraction ticket
                                purchases and
                                corporate
                                expenses                  $155,960

Interval International, Inc.    Membership
                                renewal fees              $152,224

Ken Campbell                    Note payable
                                including accrued
                                premium and interest      $120,153

Larry Fey                       Note payable
                                including accrued
                                premium and interest      $120,153

Ronald Gibellina                Note payable
                                including accrued
                                premium and
                                interest                  $120,153

Virgin Island Design Build
Group, Inc.                     Contractor
                                services for
                                residential lot
                                development               $111,417

RiverPoint Solutions Group,     Information
LLC                             technology
                                consulting
                                services                   $17,450

Peninsula Resort                Resort room night
Management, LLC                 and sales model
                                rentals                    $15,592

The Scott Partnership
Architecture, Inc.              Architectural
                                services for
                                residential lot
                                development                $15,028

Florida Power Corp.             Electricity services       $14,142

E-Techservices.Com, Inc.        Computer
                                mainframe
                                maintenance
                                agreement                  $13,800

Paetec                          Telephone services         $13,729

Dex Imaging, Inc.               Copier
                                maintenance and
                                overage charges            $13,497

CIT Technology Financial
Services, In.                   Copier lease                $9,617

Kirby Oil Company, Inc.         Billboard rental
                                settlement                  $8,000

Magic Media                     Billboard rental
                                settlement                  $7,538

Survey Services Co., LLC        Survey services
                                for residential lot
                                development                 $7,450

Western Reserve Partners, LLC   Investment
                                banker expenses             $6,512

                          About Island One

Orlando, Florida-based Island One, Inc., filed for Chapter 11
bankruptcy protection on September 10, 2010 (Bankr. M.D. Fla. Case
No. 10-16177).  Elizabeth A. Green, Esq., at Baker & Hostetler
LLP, assists the Debtor in its restructuring effort.  The Debtor
estimated its assets and debts at $100 million to $500 million as
of the Petition Date.


ISLAND ONE: Gets Court's Interim Nod to Use Cash Collateral
-----------------------------------------------------------
Island One, Inc., et al., sought and obtained interim
authorization from the Hon. Karen S. Jennemann of the U.S.
Bankruptcy Court for the Middle District of Florida to use the
cash collateral of Textron Financial Corporation and Liberty Bank,
N.A., until 5:00 p.m. (ET) on October 8, 2010.

Elizabeth A. Green, Esq., at Baker & Hostetler LLP, explained that
the Debtors need the money to fund their Chapter 11 case, pay
suppliers and other parties.  The Debtors will use the collateral
pursuant to a weekly budget, a copy of which is available for free
at http://bankrupt.com/misc/ISLAND_ONE_budget.pdf

In exchange for using the cash collateral, the Debtors will grant
the Secured Creditors a perfected postpetition lien against cash
collateral to the same extent and with the same validity and
priority as the creditor's prepetition lien, and in all of the
Debtor's pre-petition and post-petition assets.  The Secured
Creditors will be granted allowed superpriority claims against the
Debtors' estates.

As additional adequate protection for the use of cash collateral,
the Debtors:

     (a) have agreed to continued employment of Bob Krawczyk of
         Mackinac Partners as chief sale officer of the Debtors;

     (b) will immediately and actively pursue the sale of its
         equity interests to Bay Harbour or other potential
         purchaser that makes the highest and best offer for the
         equity interests in the Debtors; and

     (c) will provide regular financial reports.

The Court has set a final hearing for October 8, 2010, at
2:00 p.m. on the Debtors' request to use cash collateral.

Orlando, Florida-based Island One, Inc., filed for Chapter 11
bankruptcy protection on September 10, 2010 (Bankr. M.D. Fla. Case
No. 10-16177).  Elizabeth A. Green, Esq., at Baker & Hostetler
LLP, assists the Debtor in its restructuring effort.  The Debtor
estimated its assets and debts at $100 million to $500 million as
of the Petition Date.


J & R DEVELOPMENT: Case Summary & 3 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: J & R Development, LLC
        1300 Griffin Road
        Greenwood, AR 72936

Bankruptcy Case No.: 10-74885

Chapter 11 Petition Date: September 16, 2010

Court: U.S. Bankruptcy Court
       Western District of Arkansas (Fort Smith)

Judge: Ben T. Barry

Debtor's Counsel: Derrick Mark Davidson, Esq.
                  DERRICK DAVIDSON, P.A.
                  3061 N. Market Avenue, Suite 8
                  Fayetteville, AR 72703
                  Tel: (479) 935-4100
                  Fax: (479) 856-6168
                  E-mail: derrick@davidsonbusinessattorney.com

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

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/arwb10-74885.pdf

The petition was signed by Robert Griffin, manager.

Debtor-affiliates that filed separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Robert Griffin & Julia Griffin        10-73471            07/06/10
The Plantation, LLC                   10-74742            09/08/10
Oakview Homes, LLC                    10-74830            09/14/10
Iron Tree Homes, Inc                  10-74832            09/14/10
Fairview Construction Co, LLC         10-74834            09/14/10
Corinthian Court, LLC                 10-74837            09/14/10
O L Frisco, LLC                       10-74838            09/14/10
Sabram Estates, LLC                   10-74847            09/15/10
Silver Leaf East, LLC                 10-74860            09/15/10
Silver Leaf West, LLC                 10-74850            09/15/10
Trinity Estates, LLC                  10-74858            09/15/10


JAMES DUMMIT: Case Summary & 14 Largest Unsecured Creditors
-----------------------------------------------------------
Joint Debtors: James B. Dummit
                 dba Jim Dummit Enterprises
                 dba Parker Properties
                 aka Jim Dummit
               Theresa D. Dummit
                 dba TD Parker Salon and Gallery
               3100 Johnson Avenue
               San Luis Obispo, CA 93401

Bankruptcy Case No.: 10-14772

Chapter 11 Petition Date: September 16, 2010

Court: United States Bankruptcy Court
       Central District Of California (Santa Barbara)

Judge: Robin Riblet

Debtor's Counsel: William C. Beall, Esq.
                  BEALL AND BURKHARDT
                  1114 State St., Suite 200
                  Santa Barbara, CA 93101
                  Tel: (805) 966-6774
                  Fax: (805) 963-5988
                  E-mail: artyc@aol.com

Scheduled Assets: $3,933,715

Scheduled Debts: $2,187,415

A list of the Joint Debtors' 14 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-14772.pdf


JDG INVESTMENTS: Cash Collateral Hearing Set for September 29
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North
Carolina will convene a hearing on September 29, 2010, at
10:00 a.m., to consider JDG Investments, Inc.'s request to access
to cash securing its obligation to creditors.

The secured creditors are:

   -- Four Oaks Bank for the Walnut Creek Subdivision and Knolls
      at the Neuse I;

   -- Capital Bank for Hunter's Mill and Tymber Creek;

   -- BB&T for Ives Landing; and

   -- Crescent State Bank for White Oak Landing.

The Debtor has approximately 391 single-family lots located in six
different subdivisions that it intends to market.  The Debtor
intends to surrender the subdivisions known as Bluffs at Southfort
and Knolls at the Neuse III to BB&T and KS Bank, respectively.
The
remaining subdivisions, namely Walnut Creek, Knolls at the Neuse
I, Hunter's Mill, Ives Landing, White Oak Landing, and Tymber
Creek, consist of completed, fully developed single-family lots
that are currently on the market for sale.

The Debtor will use the proceeds generated from the sales of lots
in all of the subdivisions to maintain its ongoing operation.

The Debtor proposes to grant secured lenders, as adequate
protection for its use of the cash collateral, postpetition
replacement liens and security interests on the same assets to
which their liens attached prepetition, to the same extent and
with the same validity and priority as existed on the petition
date.

                      About JDG Investments

Selma, North Carolina-based JDG Investments, Inc., filed for
Chapter 11 bankruptcy protection on July 8, 2010 (Bankr. E.D.N.C.
Case No. 10-05450).  Jason L. Hendren, Esq., at Hendren & Malone,
PLLC, assists the Company in its restructuring effort.  The
Company estimated its assets and debts at $10 million to
$50 million.


KC ESTATES: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: KC Estates LLC
          aka KC Estates II LLC
          dba Howard Johnson
        3501 Pacific Hwy E
        Fife, WA 98424
        Tel: (253) 926-1000

Bankruptcy Case No.: 10-20994

Chapter 11 Petition Date: September 16, 2010

Court: United States Bankruptcy Court
       Western District of Washington (Seattle)

Judge: Samuel J. Steiner

Debtor's Counsel: Karl Y. Park, Esq.
                  LAW OFFICES OF KARL PARK
                  1010 S 336th St Ste 320
                  Federal Way, WA 98003
                  Tel: (253) 815-1400
                  E-mail: karlpark99@yahoo.com

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

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

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

The petition was signed by Rakesh Kumar or Manjula Kumar, managing
member.


KERYX BIOPHARMA: Posts $5.2 Million Net Loss in June 30 Quarter
---------------------------------------------------------------
Keryx Biopharmaceuticals, Inc., filed its quarterly report on Form
10-Q, reporting a net loss of $5.2 million for the three months
ended June 30, 2010, compared with net income of $14.1 million on
$18.4 million for the same period last year.

License revenue was $0 for the three months ended June 30, 2010,
as compared to $18.3 million for the three months ended June 30,
2009.  There was no other revenue for the three months ended June
30, 2010.  Other revenue for the three months ended June 30, 2009,
was $75,000, and was related to a payment earned in June 2009 from
a December 2008 license termination agreement for KRX-0501.

The Company has incurred substantial operating losses since its
inception, except for 2009.  As of June 30, 2010, the Company has
an accumulated deficit of $330.6 million.

The Company's balance sheet as of June 30, 2010, showed
$36.3 million in total assets, $9.0 million in total liabilities,
and stockholders' equity of $27.3 million.

As reported in the Troubled Company Reporter on March 29, 2010,
KPMG LLP, in New York, 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
substantial recurring losses from operations, deficiency in
equity, limited cash, cash equivalents, and short-term investment
securities, and illiquid investments in auction rate securities.

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

               http://researcharchives.com/t/s?6b55

                  About Keryx Biopharmaceuticals

Based in New York, Keryx Biopharmaceuticals, Inc. (NASDAQ: KERX) -
- http://www.keryx.com/-- is a biopharmaceutical company focused
on the acquisition, development and commercialization of medically
important pharmaceutical products for the treatment of life-
threatening diseases, including cancer and renal disease.


LAFAYETTE UNION: Section 341(a) Meeting Scheduled for Oct. 1
------------------------------------------------------------
The U.S. Trustee for Region 10 will convene a meeting of The
Lafayette Union Railway Company's creditors on October 1, 2010, at
1:00 p.m.  The meeting will be held at 230 North 4th Street, 1st
Floor Courtroom, Lafayette, IN 47901.

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.

Headquartered in Lafayette, Indiana, The Lafayette Union Railway
Company filed for Chapter 11 bankruptcy protection on September 8,
2010 (Bankr. N.D. Ind. Case No. 10-40912).  David A. Rosenthal
(VM), Esq., who has an office in Lafayette, Indiana, assists the
Debtor in its restructuring effort.  The Debtor estimated its
assets and debts at $50 million to $100 million.


LAFAYETTE UNION: Wants to Hire David Rosenthal as Bankr. Counsel
----------------------------------------------------------------
The Lafayette Union Railway Company asks for authorization from
the U.S. Bankruptcy Court for the Northern District of Indiana to
employ David A. Rosenthal as bankruptcy counsel.

Mr. Rosenthal will:

     a. give the Debtor legal advice with respect to the powers
        and duties as debtor-in-possession in the continued
        operation of the business;

     b. prepare on behalf of the Debtor applications, answers,
        orders, reports and other legal papers;

     c. perform all other legal services for the Debtor as debtor-
        in-possession which may be necessary herein; and

     d. advise, consult and attend meetings to refinance the
        existing debts or to obtain necessary credit.

Neither the Debtor nor Mr. Rosenthal disclosed how Mr. Rosenthal
will be compensated for his services.

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

Headquartered in Lafayette, Indiana, The Lafayette Union Railway
Company filed for Chapter 11 bankruptcy protection on September 8,
2010 (Bankr. N.D. Ind. Case No. 10-40912).  The Debtor estimated
its assets and debts at $50 million to $100 million.


                     Debtor's Chapter 11 Plan

Las Vegas Monorail has submitted to the U.S. Bankruptcy Court for
the District of Nevada a proposed Plan of Reorganization and an
explanatory Disclosure Statement.

Pursuant to the Plan, the Debtor has until 2019 to renew
negotiations on a new operation and maintenance agreement with
Bombardier Transportation, Inc.  The Debtor contracted Bombardier
to operate and maintain the Monorail trains, automatic train
controls, and other control subsystems.

The monorail has three tiers of debt totaling $648 million.  Under
the Plan, the Company wants to eliminate two tiers nearly $200
million then reduce its first tier debt to $18.5 million from $450
million.

Under the Plan, the Debtor intends to treat claims as:

   Class                                    Treatment
   -----                                    ---------
Class 1: Other Priority Claims        Paid in full in cash.

Class 2: Other Secured Claims         Paid in full in cash.

Class 3: General Unsecured Claims     Each holder will receive 80%
                                      of its allowed claim not to
                                      exceed $175,000.

Class 4: 1st Tier Bond Secured        Amended and restated 1st
         Claims                       Tier Note for $7,500,000
                                      delivered to the director.

Class 5: 1st Tier Bond Unsecured      Additional Payment
         Claims                       Obligation Note for
                                      $11,000,000 delivered to the
                                      director.

Class 6: 2nd tier Bond Claims         Subordinated to payment in
                                      full of 1st Tier Bond
                                      Claims.  No distribution.

Class 7: 3rd Tier Bond Claims         Subordinated to payment of
                                      in full of 1st and 2nd Tier
                                      Bond Claims.  No
                                      distribution.

Class 8: Director Claims              Participation in 1st Tier
                                      Bond Claims as provided for
                                      in amended and restated
                                      financing agreement and 1st
                                      and 2nd Tier Indenture.

Class 9: Subordinated Claims          No distribution.

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

                    About Las Vegas Monorail

Las Vegas, Nevada-based Las Vegas Monorail Company, organized by
the State of Nevada in 2000 as a nonprofit corporation, owns and
manages the Las Vegas Monorail.  The Monorail is a seven-stop,
elevated train system that travels along a 3.9-mile route near the
Las Vegas Strip.  LVMC has contracted with Bombardier Transit
Corporation to operate the Monorail.  Though it benefits from its
tax-exempt status due to being a nonprofit entity, LVMC claims to
be the first privately-owned public transportation system in the
nation to be funded solely by fares and advertising.  LVMC says it
receives no governmental financial support or subsidies.

The Company filed for Chapter 11 bankruptcy protection on
January 13, 2010 (Bankr. D. Nev. Case No. 10-10464).  Gerald M.
Gordon, Esq., at Gordon Silver, assists the Company in its
restructuring effort.  Alvarez & Marsal North America, LLC, is the
Debtor's financial advisor.  Stradling Yocca Carlson & Rauth is
the Debtor's special bond counsel.  Jones Vargas is the Debtor's
special corporate counsel.  The Company disclosed $395,959,764 in
assets and $769,515,450 in liabilities as of the Petition Date.

In May 2010, Ambac Assurance Corp. lost its bid to stay the
bankruptcy case while a district court considers whether the
bankruptcy court wrongly rejected Ambac's argument that Monorail
was a municipality and thus ineligible to be a Chapter 11 debtor.


LEONARD ROSS: Selling Beverly Hills Mansion for $95 Million
-----------------------------------------------------------
Jacqueline Palank, writing for Dow Jones' Daily Bankruptcy Review,
reports that Leonard M. Ross's Beverly Hills mansion is on the
market for $95 million.

The mansion is the former home of publishing magnate William
Randolph Hearst and his lover, actress Marion Davies.  Scenes from
"The Godfather" were also filmed there.

The Journal relates the 50,000-plus-square-foot home, called
Beverly Estate, was briefly listed for sale in 2007.  The asking
price then, before the real-estate market crashed, was $165
million.

Built in the 1920s by banking executive Milton Getz, Ms. Davies
purchased the Mediterranean mansion in 1946 for $120,000.  Mr.
Ross, who blamed his bankruptcy filing on "unusual circumstances"
and "bank maneuverings," was the property's fourth owner.

Hilton & Hyland, an affiliate of Christie's Great Estates, has the
listing.

Attorney and investor Leonard M. Ross, in Beverly Hills,
California, filed for bankruptcy (Bankr. C.D. Calif. Case No.
10-49358) on September 15, 2010.  Judge Vincent P. Zurzolo
presides over the case.  Robert M. Yaspan, Esq., in Woodland
Hills, California, serves as bankruptcy counsel.  Mr. Ross
estimated $100 million to $500 million in assets and $50 million
to $100 million in debts.


LERNOUT & HAUSPIE: Belgian Court Finds Founders Guilty of Fraud
---------------------------------------------------------------
Charles Forelle, writing for The Wall Street Journal, reports that
the founders of Lernout & Hauspie Speech Products NV were found
guilty by a Belgian court of fraud violations in the accounting
scandal that led to the company's downfall a decade ago.

According to the Journal, Jo Lernout and Pol Hauspie were each
given sentences of five years, of which they were expected to
serve three, a court spokesman said.  The report also says six
other defendants in the case, including L&H's former chief
executive, were convicted.  Several were acquitted, including
Dexia Bank and L&H's former auditor, KPMG.

According to the Journal, lawyers for Messrs. Lernout and Hauspie
couldn't be reached.  Before the verdict was announced on Monday,
Mr. Lernout told television reporters that misdeeds by a former
executive were responsible for the company's downfall, not any
accounting fraud.

L&H's stock collapsed and the Securities and Exchange Commission
began a probe.  L&H filed for bankruptcy protection in the U.S. in
late 2000.

Mr. Forelle relates that an initial internal investigation
concluded that as much as a third of the company's revenue in the
prior 2-1/2 years had been improperly recorded, while a subsequent
probe conducted at the behest of new management found that most
sales in the company's supposedly large South Korean unit had been
fabricated.  The SEC later alleged that L&H engaged in a variety
of schemes to inflate revenue and income, including fraudulent
booking of $175 million in revenue from its South Korean
operation.

L&H settled with the SEC without admitting or denying
responsibility.  In the U.S., KPMG in 2004 paid $115 million to
settle shareholder allegations that it had failed in its audit
work.

At one point, L&H's soaring stock price had valued the company at
nearly $10 billion.  Based in Ieper, Belgium, L&H was started in
1987 and had significant U.S. operations and used its stock to
make acquisitions in the U.S.

Before its fall, L&H attracted some of the savviest technology
investors around. Microsoft Corp. owned 5% of its stock, and
owners of its bonds included Dell Inc. founder Michael Dell.

The L&H trial, which opened in 2007, was Belgium's largest
corporate-fraud prosecution.

                      About Lernout & Hauspie

Lernout & Hauspie Speech Products and its debtor-affiliates
filed for Chapter 11 protection (Bankr. Del. Case No. 00-04398)
on November 29, 2000.  Judge Judith Wizmur confirmed the
Creditors' Committee's Plan of Liquidation for Lernout & Hauspie
Speech Products, N.V., on May 29, 2003.  Robert J. Dehney, Esq.,
Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell
and Luc A. Despins, Esq., then at Milbank, Tweed, Hadley & McCloy
LLP, as well as Milbank's Matthew S. Barr, Esq., and James C.
Tecce, Esq., represented the Debtors.  Ira S. Dizengoff, Esq., and
James R. Savin, Esq., at Akin Gump Strauss Hauer & Feld LLP, and
Francis A. Monaco, Esq., and Joseph J. Bodnar, Esq., at Monzack
and Monaco, represented the software company's Creditors'
Committee.  Scott Baena, Esq., at Bilzen Sumberg Baena Price &
Axelrod LLP, serves as the Litigation Trustee of the Lernout &
Hauspie Speech Products N.V. Litigation Trust established under
the Debtors' Chapter 11 plan.

Massachusetts-based ScanSoft Inc., now called Nuance
Communications Inc, paid $39.5 million for most of L&H's assets in
2001.  Nuance sells the Dragon line of speech software.


LES MAISONS: Case Summary & 8 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Les Maisons, Ltd.
        20520 Latour Way
        Reno, NV 89511

Bankruptcy Case No.: 10-53707

Chapter 11 Petition Date: September 16, 2010

Court: United States Bankruptcy Court
       District of Nevada (Reno)

Judge: Gregg W. Zive

Debtor's Counsel: Stephen R. Harris, Esq.
                  BELDING, HARRIS & PETRONI, LTD.
                  417 W Plumb Ln
                  Reno, NV 89509
                  Tel: (775) 786-7600
                  Fax: (775) 786-7764
                  E-mail: steve@renolaw.biz

Estimated Assets: $0 to $50,000

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

A list of the Company's eight largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nvb10-53707.pdf

The petition was signed by Allan J. Siemons, president.


LIQUIDMETAL TECHNOLOGIES: Officers & Directors Report Stake
-----------------------------------------------------------
Martin Weinstein, director at Liquidmetal Technologies, Inc.,
disclosed in a Form 3 filing that he may be deemed to directly
hold 71,428 shares of common stock as of September 14.

Tony Chung, the Company's chief financial officer, said in a Form
4 filing that he holds 10,000 shares of Series A-1 Preferred
Stock, warrants to buy up to 250,000 shares of common stock, and
options to buy another 250,000 common shares.  The Options were
granted pursuant to the 2002 Equity Incentive Plan and vest in
five equal annual installments of 20% beginning one year from July
12, 2010.

Vice president Ricardo A. Salas disclosed that he holds Series A-1
Peferred Stock that may be convertible to more than 6.3 million
shares of common stock and Series A-2 Peferred Stock that may be
convertible to more than 4.9 million common shares.  He also holds
warrants to buy 5.7 million shares.  Mr. Salas said certain of
those securities are directly held by Carlyle Liquid Holdings,
LLC.

Director Robert Biehl disclosed that on August 5 he acquired
692,857 shares of the Company's common stock, raising his stake to
920,964 shares.  Mr. Biehl holds warrants to buy up to 255,373
common shares.  He also holds Series A-1 Preferred Stock and
Series A-2 Preferred Stock.

Director Iraj Azarm disclosed that he may be deemed to indirectly
hold warrants to buy up to 371,963 shares of common stock as well
as Series A-2 Preferred Stock that may be convertible to up to
743,928 common shares.  Mr. Azarm said the securities are directly
held by Carlyle Liquid, LLC.

Jack Chitayat, who considers himself a 10% owner of the company,
said in a Form 3 filing he may be deemed to directly hold
2,452,497 shares of the Company's common stock.  He may be deemed
to indirectly hold 91,792 shares.  He said the indirect shares are
being held "By trustee for minor child."  Mr. Chitayat also holds
warrants to buy common shares.  He also holds Series A-1 Preferred
Stock and Series A-2 Preferred Stock.

Another insider, Larry E. Buffington, disclosed that he holds
options to acquire up to 250,000 Company shares.

John H. Kang, who called himself an insider of the company, said
in a Form 4 filing earlier this month that he may be deemed to
20,000 shares of the Company's Series A-1 Preferred Stock and that
he disposed of 1,000 shares of Series A-1 Preferred Stock.  He
also holds warrants to purchase 500,000 of the Company's common
stock.

Each share of the Series A Preferred Stock is convertible into
shares of common stock at the time and under the circumstances
described in the Certificate of Designations, Preference and
Rights for Series A Preferred Stock.  The Series A Preferred Stock
has no expiration date.

The number of common shares outstanding as of August 20, 2010, was
84,763,339.

                  About Liquidmetal Technologies

Based in Rancho Santa Margarita, Calif., Liquidmetal Technologies,
Inc. and its subsidiaries are in the business of developing,
manufacturing, and marketing products made from amorphous alloys.
Liquidmetal Technologies markets and sells Liquidmetal(R) alloy
industrial coatings and also manufactures, markets and sells
products and components from bulk Liquidmetal alloys that can be
incorporated into the finished goods of its customers across a
variety of industries.   The Company also partners with third-
party licensees and distributors to develop and commercialize
Liquidmetal alloy products.

The Company classifies operations into two reportable segments:
Liquidmetal alloy industrial coatings and bulk Liquidmetal alloys.

The Company's balance sheet at June 30, 2010, showed $10.28
million in assets, $30.33 million in liabilities, and a
shareholders' deficiency of $20.06 million.  Stockholders' deficit
was $19.15 million at Dec. 31, 2009.

Choi, Kim & Park LLP, in Los Angeles, Calif., in an August 6, 2010
report, expressed substantial doubt about the Company's ability to
continue as a going concern.  The independent auditors noted that
the Company has significant operating losses and working capital
deficit.


LJVH HOLDINGS: Green Mountain Deal Won't Move Moody's Ratings
-------------------------------------------------------------
Moody's Investors Service said Van Houtte's (rated entity is LJVH
Holdings, Inc.) announcement that it has executed a share purchase
agreement pursuant to which Green Mountain Coffee Roasters, Inc.
(not rated by Moody's) will acquire all the outstanding shares of
LJVH for a cash purchase price of CAD$915 million does not affect
the B2 corporate family rating, nor the existing ratings.  The
transaction is expected to close by year-end.  If LJVH's rated
debt is fully repaid at transaction closing, the ratings will be
withdrawn.

LJVH's ratings:

* Corporate family rating at B2;

* Probability-of-default rating at B2.

* First lien senior secured revolving credit facility due 2013 at
  Ba3 (LGD2, 24%);

* First lien senior secured term loan due 2014 at Ba3 (LGD2, 24%);

* Second lien senior secured term loan due 2015 at B3 (LGD4, 68%).

The last rating action was on November 6, 2008, when Moody's
affirmed LJVH's B2 corporate family rating and its stable ratings
outlook.  Moody's also upgraded the first lien senior secured
credit facilities to Ba3 from B1 and the second lien term loan to
B3 from Caa1.  The most recent credit opinion was updated on
December 11, 2009.

Based in Montreal, Quebec, Van Houtte Group Inc. (subsidiary of
LJVH Holdings Inc.) is a leading roaster, marketer and distributor
of gourmet coffee in North America.


LORETTA MUNTZ-SEEBY: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Joint Debtors: Loretta Margaret Muntz-Seeby
               Frederick Seeby
               162 Ridge View Way
               Oceanside, CA 92057-7533

Bankruptcy Case No.: 10-16444

Chapter 11 Petition Date: September 16, 2010

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

Judge: Laura S. Taylor

Debtors' Counsel: David A. St. John, Esq.
                  309 South A Street
                  Oxnard, CA 93030
                  Tel: (805) 486-8000
                  E-mail: dsj@law-pro.net

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/casb10-16444.pdf


MAJESTIC STAR: Seeks Plan Filing Exclusivity Until Jan. 15
----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Majestic Star Casino LLC is seeking a Jan. 15
extension of the exclusive period to propose a Chapter 11 plan.
The Debtor said that it will shortly file a plan that will be
"supported by a significant portion" of the creditor groups.  A
hearing on the request is scheduled for September 28.

                        About Majestic Star

The Majestic Star Casino, LLC -- aka Majestic Star Casino, aka
Majestic Star -- is based in Las Vegas, Nevada.  It is a wholly
owned subsidiary of Majestic Holdco, LLC, which is a wholly owned
subsidiary of Barden Development, Inc.  The Company was formed on
December 8, 1993, as an Indiana limited liability company to
provide gaming and related entertainment to the public.  The
Company commenced gaming operations in the City of Gary at
Buffington Harbor, located in Lake County, Indiana on June 7,
1996.  The Company is a multi-jurisdictional gaming company with
operations in three states -- Indiana, Mississippi and Colorado.

The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 09-14136) on November 23, 2009.

The Company's affiliates -- The Majestic Star Casino II, Inc., The
Majestic Star Casino Capital Corp., Majestic Star Casino Capital
Corp. II, Barden Mississippi Gaming, LLC, Barden Colorado Gaming,
LLC, Majestic Holdco, LLC, and Majestic Star Holdco, Inc. -- also
filed separate Chapter 11 petitions.

Kirkland & Ellis LLP is the Debtors' bankruptcy counsel.  James E.
O'Neill, Esq., Laura Davis Jones, Esq., and Timothy P. Cairns,
Esq., at Pachulski Stang Ziehl & Jones LLP are the Debtors'
Delaware counsel.  Xroads Solutions Group, LLC, is the Debtors'
financial advisor, while EPIQ Bankruptcy Solutions LLC are the
Debtors' claims and notice agent.

The Majestic Star Casino's balance sheet at June 30, 2009, showed
total assets of $406.42 million and total liabilities of $749.55
million.  When it filed for bankruptcy, the Company estimated up
to $500 million in assets and up to $1 billion in debts.


MARINA BIOTECH: Posts $4.1 Million Net Loss in June 30 Quarter
--------------------------------------------------------------
Marina Biotech, Inc., formerly MDRNA, Inc., filed its quarterly
report on Form 10-Q, reporting a net loss of $4.1 million on
$193,000 of revenue for the three months ended June 30, 2010,
compared with a net loss of $7.5 million on $309,000 of revenue
for the same period last year.

At June 30, 2010, the Company had a working capital deficit of
roughly $5.6 million and approximately $2.2 million in cash,
including approximately $1.2 million in restricted cash.

The Company's balance sheet as of June 30, 2010, showed
$6.6 million in total assets, $19.8 million in total liabilities,
and a stockholders' deficit of $13.2 million.

As reported in the Troubled Company Reporter on March 26, 2010,
KPMG LLP, in Seattle, Washington, expressed substantial doubt
about MDRNA, Inc.'s ability to continue as a going concern,
following its 2009 results.  The independent auditors noted of
Company's recurring losses, recurring negative cash flows from
operations, and accumulated deficit.

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

               http://researcharchives.com/t/s?6b54

                       About Marina Biotech

Bothell, Wash.-based Marina Biotech, Inc. (Nasdaq: MRNAD)
-- http://www.marinabio.com/-- is a biotechnology company,
focused on the development and commercialization of therapeutic
products based on RNA interference (RNAi).  Marina Biotech's
pipeline currently includes a clinical program in Familial
Adenomatous Polyposis (a precancerous syndrome) and two
preclinical programs -- in hepatocellular carcinoma and bladder
cancer.


METALS USA: Reaches New Employment Deal with President & CEO
------------------------------------------------------------
Metals USA Holdings Corp. entered into a new employment agreement
with C. Lourenco Goncalves, the Company's president, chief
executive officer and chairman.  This Employment Agreement
replaces the prior employment agreement dated as of September 29,
2005 and effective November 30, 2005 between the Company and Mr.
Goncalves.

The term of the Employment Agreement begins on September 13,
2010 and terminates on December 31, 2014, subject to certain
termination provisions.  The Employment Agreement provides that
during the Employment Period, Mr. Goncalves will serve as
President and Chief Executive Officer of the Company and two of
its subsidiaries, Flag Intermediate Holdings Corporation and
Metals USA, Inc.

The Employment Agreement also provides that the Company will
nominate Mr. Goncalves for election to its Board of Directors
as a director and as Chairman of the Board of Directors during
the Employment Period.  Apollo Management V, L.P. has also agreed
that it will vote its shares for election of Mr. Goncalves as a
director of the Company and Chairman of the Company's Board of
Directors.  In addition, the Company will nominate for election
and elect Mr. Goncalves as a director and Chairman of the Board of
Directors of its subsidiaries, Flag Intermediate Holdings
Corporation and Metals USA, Inc.

Mr. Goncalves will receive an initial base salary of $750,000 with
effect from July 1, 2010. Beginning in fiscal year 2012, the
Compensation Committee of the Board of Directors will review his
base salary on an annual basis to determine if it should be
increased.

Mr. Goncalves will be eligible, beginning on July 1, 2010 and
continuing throughout the term of the Employment Agreement, to
earn a target bonus of 100% per year of his base salary, based on
the Company's achievement of specified performance objectives
under the Company's incentive compensation plans as adopted from
time to time by the Board of Directors.  For the period between
January 1, 2010 and June 30, 2010, Mr. Goncalves will be eligible
to receive a bonus based on the achievement of performance
objectives under the Company's previously disclosed 2010 Senior
Executive Bonus Plan.

Commencing fiscal year 2010 and for each fiscal year during the
Employment Period, Mr. Goncalves will be eligible to receive
annual awards of restricted stock and options to purchase the
Company's common stock under the Company's 2010 Long-Term
Incentive Plan.  The value of such annual awards under the LTIP
will be determined by the Compensation Committee of the Board of
Directors.  Any vesting requirement to which an award is subject
will immediately accelerate prior to any "change in control".
Also, for option awards, Mr. Goncalves may exercise options
immediately prior to any change in control and thereafter during
the remainder of the original term of the option agreement.

During the Employment Period, Mr. Goncalves will be entitled to
participate in all benefit plans, practices, policies and programs
applicable to the other senior executives of the Company.  In
addition, Mr. Goncalves will be provided the same benefits and
perquisites as those provided to him immediately prior to the
Effective Date.

If the Company terminates Mr. Goncalves's employment other than
for "cause" or Mr. Goncalves terminates his employment for "good
reason", and the termination of employment is not owing to death
or disability, then Mr. Goncalves will be entitled to receive:

   1) a lump sum consisting of his unpaid base salary through the
      date of termination and any unpaid bonus earned for the
      fiscal year prior to the year in which the date of
      termination occurs;

   2) on the 60th day following the date of termination, a lump
      sum equal to 12 months of base salary and an amount equal to
      12 months of base salary, payable over 12 months in equal,
      bi-weekly installments;

   3) a pro-rated bonus based on actual performance for the year
      in which the date of termination occurs;

   4) a bonus for each of the two fiscal years after the fiscal
      year in which the date of termination occurs, based on the
      Company's achievement of specified performance objectives
      included in the senior executive bonus plan applicable to
      each relevant fiscal year; and

   5) reimbursement for the monthly cost of continuing coverage
      under the Company's medical benefit plan for 18 months
      following the date of termination, or until Mr. Goncalves
      becomes eligible to receive coverage under another employee
      benefit plan.

If Mr. Goncalves's employment is terminated because of death or
disability, then Mr. Goncalves will be entitled to:

  (a) receive the Accrued Obligations;

  (b) receive a lump sum equal to 12 months of base salary on the
      sixtieth day following the date of termination;

  (c) receive a pro-rated bonus for the year in which the date of
      termination occurs;

  (d) receive death or disability benefits under the Company's
      employee benefit plans;

  (e) receive COBRA Benefits; and

  (f) require the Company, in the event of Mr. Goncalves's death,
      to purchase all or any portion of the shares of common stock
      of the Company held by Mr. Goncalves for fair market value
      on the closing date of the purchase.

However, the Company will not be obligated to repurchase Mr.
Goncalves's common stock, as described above, if:

   i) the purchase would violate any restriction imposed on the
      Company by applicable law;

  ii) the purchase would constitute a breach or other violation of
      the Company's or any of its subsidiaries' debt and equity
      financing agreements or any other agreements concerning the
      Company's "indebtedness" or

iii) the Company lacks current or projects a future lack of cash
      reserves necessary to finance the purchase.

If Mr. Goncalves's employment terminates by operation of the
Expiration Date, Mr. Goncalves will be entitled to receive:

   1) the Accrued Obligations;

   2) $3,000,000, payable over 24 months in equal, bi-weekly
      installments;

   3) his bonus for fiscal year 2014; and

   4) COBRA Benefits.

If Mr. Goncalves's employment is terminated by the Company for
cause or by Mr. Goncalves without good reason, then the Company
will have no further payment obligations to Mr. Goncalves except
to pay Accrued Obligations.

The Employment Agreement provides that for a period of two years
after the Expiration Date or date of termination, Mr. Goncalves
will not, directly or indirectly, engage in the fabrication, sale
or distribution of any product fabricated, sold or distributed by
the Company or any of the Company's subsidiaries anywhere in the
United States in which the Company or any of its subsidiaries is
doing business.  For a period of four years after the Expiration
Date and two years after any other date of termination, Mr.
Goncalves is prohibited from directly or indirectly:

   1) inducing or attempting to induce any employee of the Company
      or any of its subsidiaries to leave the employ of the
      Company or its subsidiaries, or in any way interfere with
      the relationship between the Company or its subsidiaries and
      any of their employees;

   2) hire any person who was an employee of the Company or any of
      its subsidiaries until 18 months after the individual's
      employment relationship with the Company or its subsidiaries
       has terminated; or

   3) interfere in any way with the relationship between the
      Company and its subsidiaries and any of their customers,
      suppliers or other business relations.  Each of the
      restrictions described in this paragraph is subject to
      customary exceptions set forth in the Employment Agreement.

A full-text copy of the Employment Agreement is available for free
at http://ResearchArchives.com/t/s?6b4b

                         About Metals USA

Based in Houston, Texas, Metals USA Holdings Corp. --
http://www.metalsusa.com/-- provides a wide range of products and
services in the heavy carbon steel, flat-rolled steel, non-ferrous
metals, and building products markets.

The company's balance sheet for June 30, 2010, showed
$705.9 million in total assets, $525.1 million in total
liabilities, and $180.8 million in total stockholders' equity.

                           *     *     *

The Troubled Company Reporter on April 13, 2010, reported that
Standard & Poor's Ratings Services raised its ratings on Houston-
based Metals USA Holdings and its wholly owned subsidiary, Metals
USA Inc., to 'B-' from 'CCC+'.  In addition, the ratings remain on
CreditWatch with positive implications.  S&P originally placed the
ratings on CreditWatch with positive implications on April 7,
2010, based on S&P's assessment that the company's near-term
operating performance is improving.

The TCR on April 14, 2010, reported that Moody's Investors Service
upgraded its ratings for Metals USA Holdings Corp. and assigned a
stable rating outlook to the North American metal distributor.
MUSA Holdings' corporate family rating was raised to B2 from B3
and the rating on the 11.125% notes issued by its subsidiary
Metals USA Inc. was raised to B3 from Caa1.  At the same time,
MUSA Holdings' speculative grade liquidity rating was affirmed at
SGL-3.


METALS USA: Tempus Quo Capital Reports 6.5% Equity Stake
--------------------------------------------------------
Aventura, Florida-based Tempus Quo Capital Management, LLC,
disclosed that it may be deemed to hold 2,410,478 shares or
roughly 6.5% of the common stock of Metals USA Holdings Corp.

Based in Houston, Texas, Metals USA Holdings Corp. --
http://www.metalsusa.com/-- provides a wide range of products and
services in the heavy carbon steel, flat-rolled steel, non-ferrous
metals, and building products markets.

The company's balance sheet for June 30, 2010, showed
$705.9 million in total assets, $525.1 million in total
liabilities, and $180.8 million in total stockholders' equity.

                           *     *     *

The Troubled Company Reporter on April 13, 2010, reported that
Standard & Poor's Ratings Services raised its ratings on Houston-
based Metals USA Holdings and its wholly owned subsidiary, Metals
USA Inc., to 'B-' from 'CCC+'.  In addition, the ratings remain on
CreditWatch with positive implications.  S&P originally placed the
ratings on CreditWatch with positive implications on April 7,
2010, based on S&P's assessment that the company's near-term
operating performance is improving.

The TCR on April 14, 2010, reported that Moody's Investors Service
upgraded its ratings for Metals USA Holdings Corp. and assigned a
stable rating outlook to the North American metal distributor.
MUSA Holdings' corporate family rating was raised to B2 from B3
and the rating on the 11.125% notes issued by its subsidiary
Metals USA Inc. was raised to B3 from Caa1.  At the same time,
MUSA Holdings' speculative grade liquidity rating was affirmed at
SGL-3.


MIDWEST THEATRES: Files for Chapter 11 to Avert Foreclosure
-----------------------------------------------------------
Midwest Theatres Corp., filed a Chapter 11 petition (Bankr. D.
Minn. Case No. 10-46834) on Sept. 14 in Minneapolis, disclosing
assets of $9.4 million against debt totaling $10.7 million.  Debt
includes $6 million owing on first- and second-lien obligations to
two banks.

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Midwest Theatres sought bankruptcy protection after
the secured lender began foreclosure on a property owned by a non-
bankrupt affiliate.  United Bankers Bank was foreclosing an
$8.6 million mortgage on an affiliate's property.  St. Michael,
Minnesota-based Midwest guaranteed the debt.

Midwest Theatres is the operator of nine movie theaters operating
under the name CineMagic in Minnesota, Iowa and Wisconsin.  They
have 91 screens.

The Debtor, according to Mr. Rochelle, said the business "suffered
substantial losses during the past three years."  Income in 2009
was $16.4 million.

The Chapter 11 case summary was reported in the Troubled Company
Reporter on September 17, 2010.


NORTH GENERAL: Windels Marx Bills $660,000 for 7-Week Work
----------------------------------------------------------
Hilary Potkewitz, writing for Crain's New York Business, reports
that through the end of April, bankruptcy counsel Kramer Levin
Naftalis & Frankel billed $3.5 million to Saint Vincent Catholic
Medical Centers, and that's after offering a 10% discount to the
nonprofit Catholic hospital.

Crain's reports that special health care, regulatory, corporate,
real estate, litigation and finance counsel Garfunkel Wild also
worked with the hospital, billing SVCMC $1.5 million for three
months ending in April; crisis management firm Grant Thornton was
also paid nearly $4.5 million through April, according to court
filings.

"Hospitals are not known for generating a lot of cash, but several
New York firms have figured out a way to make money in them: help
them go bankrupt," Ms. Potkewitz wrote.

Ms. Potkewitz said the two largest hospital bankruptcies in New
York, Saint Vincents and North General Hospital, are a bonanza for
the lawyers, consultants and accountants sorting through the
remains of the businesses.

According to the Crain's report, North General's Chapter 11
process kicked off plenty of cash for one group: Windels Marx Lane
& Mittendorf.  Bankruptcy counsel Charles Simpson billed more than
$660,000 over a seven-week period on that case.

"By now, New York's lawyers have become well-versed in hospital
bankruptcy law," Ms. Potkewitz said.  At least 10 local hospitals
have declared bankruptcy over the past three years.

                        About North General

New York-based North General Hospital is a not-for-profit 200-bed
community hospital in upper Manhattan that has serviced the
communities of East and Central Harlem since the 1970s.  The
Hospital filed for Chapter 11 bankruptcy protection on July 2,
2010 (Bankr. S.D.N.Y. Case No. 10-13553).  Charles E. Simpson,
Esq., at Windels, Marx, Lane & Mittendorf, LLP, assists the
Debtor in its restructuring effort.  Garfunkel Wild, P.C., is the
Company's healthcare counsel.  Alvarez & Marsal is the Company's
restructuring consultant.  The Debtor disclosed $47,670,748 in
assets and $279,519,927 in debts as of the Petition Date.

                            About SVCMC

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

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

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

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

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


NORTHEAST MECHANICAL: Case Summary & Creditors List
---------------------------------------------------
Debtor: Northeast Mechanical Inc.
        8 John Walsh Boulevard
        Peekskill, Ne 10566-5330

Bankruptcy Case No.: 10-52207

Chapter 11 Petition Date: September 16, 2010

Court: U.S. Bankruptcy Court
       District of Connecticut (Bridgeport)

Debtor's Counsel: James M. Nugent, Esq.
                  HARLOW, ADAMS, AND FRIEDMAN
                  300 Bic Drive
                  Milford, CT 06460
                  Tel: (203) 878-0661
                  E-mail: jmn@quidproquo.com

Scheduled Assets: $12,655

Scheduled Debts: $2,195,127

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ctb10-52207.pdf

The petition was signed by Michael Martin, president.


NPS PHARMACEUTICALS: Taps Underwriters for Public Offering
----------------------------------------------------------
NPS Pharmaceuticals Inc. entered on Sept. 16, 2010, into an
underwriting agreement with Jefferies & Company, Inc., and
Canaccord Genuity Inc., pursuant to which the Company agreed to
offer and sell 6,880,000 shares of its common stock in an
underwritten public offering at a public offering price of $6.00
per share.  Pursuant to the terms of the Underwriting Agreement,
the Company granted the underwriters a 30-day option to purchase
up to an additional 1,032,000 shares to cover over-allotments, if
any.  The Company expects to receive $38.6 million in net proceeds
from the Offering, after underwriting fees and discounts and other
offering expenses, or approximately $44.4 million if the
underwriters exercise their over-allotment option in full.  The
shares are expected to be delivered to the underwriters on or
about September 21, 2010, subject to the satisfaction of customary
closing conditions.

          Amendment of Equity Line of Credit Arrangement
                  with Azimuth Opportunity Ltd.

On August 6, 2009, the Company entered into a Common Stock
Purchase Agreement, dated August 5, 2009, with Azimuth Opportunity
Ltd.  Pursuant to the Purchase Agreement, NPS may, from time to
time and subject to the terms and limitations set forth in the
Purchase Agreement, sell shares of its common stock to Azimuth.

The Purchase Agreement provides that, upon the terms and subject
to the conditions set forth therein, Azimuth is committed to
purchase up to $40,000,000 of NPS common stock over the 18-month
term of the Purchase Agreement, subject to an aggregate limit on
the NPS common stock sold of 9,511,760 shares.

In connection with the Offering, the Company delivered a notice
to Azimuth on September 15, 2010 for the purpose of reducing the
Aggregate Limit by $36,503,579.35 of NPS common stock.  The
Company has the right to further amend the Purchase Agreement at a
later date to increase the Aggregate Limit, subject to the terms
and conditions of the Purchase Agreement.

A full-text copy of the underwriting agreement is available for
free at http://ResearchArchives.com/t/s?6b4e

                     About NPS Pharmaceuticals

Based in Bedminster, New Jersey, NPS Pharmaceuticals Inc. (Nasdaq:
NPSP) -- http://www.npsp.com/-- is developing new treatment
options for patients with rare gastrointestinal and endocrine
disorders.

NPS noted in its Form 10-K for the year ended Dec. 31, 2009, it
has not been profitable since our inception in 1986.  As of
December 31, 2009, it had an accumulated deficit of
$922.7 million.  "Currently, we are not a self-sustaining business
and certain economic, operational and strategic factors may
require us to secure additional funds."  The Company though
believes its existing capital resources at December 31, 2009,
along with the receipt of $38.4 million from the sale of its
REGPARA royalty stream, should be sufficient to fund its current
and planned operations through at least January 1, 2011.

The Company's balance sheet at June 30, 2010, showed
$193.77 million in total assets, $373.29 million in total
liabilities, and a stockholders' deficit of $179.51 million.


OCEAN PARK: Wants Plan Filing Exclusivity Until November 2
----------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
will convene a hearing on September 29, 2010, at 10:00 a.m., to
consider Ocean Park Hotels-TOY, LLC, and Ocean Park Hotels-TOP,
LLC's request to extend their plan exclusivity periods.

The Debtors asked the Court to extend their exclusive periods to
file and solicit acceptances for the proposed Chapter 11 Plan
until November 2 and December 31.

The Debtors need additional time to resolve the dispute with their
largest creditor, Nationwide Life Insurance Company, and finalize
an appropriate plan.

                       About Ocean Park Hotels

San Luis Obispo, California-based Ocean Park Hotels - TOY LLC --
tra Courtyard by Marriot-Thousand Oaks/Ventura; dba Marriott
Courtyard, Courtyard-Thousand Oaks, and Marritott Courtyard-
Thousand Oaks -- filed for Chapter 11 bankruptcy protection on
May 6, 2010 (Bankr. C.D. Calif. Case No. 10-15358).  Jeffrey N.
Pomerantz, Esq., who has an office in Los Angeles, California,
assists the Company in its restructuring effort.  The Company
estimated its assets and debts at $10 million to $50 million.

The Debtor's affiliate, Ocean Park Hotels - TOP, LLC (Case No. 10-
15359) filed a separate Chapter 11 petition on May 6, 2010.


OSAGE EXPLORATION: Director Larry Ray Acquires 1-Mil. Shares
------------------------------------------------------------
Larry Ray, who was appointed to the board of directors at Osage
Exploration and Development Inc. on September 2, 2010, disclosed
that he acquired 500,000 shares of the Company's common stock upon
the appointment date.  He currently holds 600,000 Company shares.

In a separate filing, Greg Franklin disclosed acquiring 1 million
common shares on September 2.  He now holds 4 million shares.

On Sept. 2, 2010, the Company entered into an employment agreement
with Mr. Franklin to continue serving as Chief Geologist.

The number of outstanding shares of the Company's Common Stock,
$0.0001 par value, as of August 6, 2010, was 45,149,775.

                      About Osage Exploration

Based in San Diego, California with production offices in Oklahoma
City, Oklahoma, and executive offices in Bogota, Colombia, Osage
Exploration and Development, Inc. (OTC BB: OEDV) --
http://www.osageexploration.com/-- is an independent exploration
and production company with interests in oil and gas wells and
prospects in the US and Colombia.

                           *     *     *

GPKM LLP of Encino, California, expressed substantial doubt about
Osage Exploration's ability to continue as a going concern
following the Company's 2009 results.  The firm reported that the
Company has suffered recurring losses from operations and has an
accumulated deficit as of December 31, 2009.

As of June 30, 2010, the Company had $2,753,097 in total assets,
$1,161,843 in total liabilities, and $1,591,254 in stockholders'
equity.


PRICE GROUP: Case Summary & 5 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: The Price Group LLC
        7285 E. Tanque Verde Road
        Tucson, AZ 85715

Bankruptcy Case No.: 10-29711

Chapter 11 Petition Date: September 16, 2010

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

Judge: James M. Marlar

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: $1,000,000

Scheduled Debts: $1,705,074

A list of the Company's five largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/azb10-29711.pdf

The petition was signed by Jermy Price, president.


PRIME STEAKHOUSE: Auction Canceled, Bank Gets $1.2 Mil. Judgment
----------------------------------------------------------------
Daniel J. Sernovitz of Washington Business Journal reports that
the auction of Prime Steakhouse was canceled on behalf of Adams
National Bank, which was awarded a $1.2 judgment against the owner
Timothy O. Dean in May in the Circuit Court for Baltimore City.

According to Business Journal, Adams National said Mr. Dean
defaulted on a loan he took out to buy the building containing
Prime Steakhouse.


PROQUEST LLC: S&P Retains 'B' Rating on Senior Unsec. Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on
ProQuest LLC's 9% senior unsecured notes due 2018, which were
upsized to $275 million from $250 million.  Despite the
$25 million increase, the issue-level rating on the notes remains
at 'B' (at the same level as the 'B' corporate credit rating on
the company) with a recovery rating of '4', indicating S&P's
expectation of average (30%-50%) recovery for noteholders in the
event of a payment default.  The company plans to use proceeds
from the issuance to refinance a portion of its first-lien term
debt, pay off its second-lien term debt, fund a special dividend
to owners, and for general corporate purposes.

For the 12 months ended June 30, 2010, pro forma lease-adjusted
total debt to EBITDA rose to 5.7x -- a slight increase from 5.3x
under the previous financing size.  S&P expects moderate EBITDA
growth and that the cessation of investment in the new technology
platform will enable the company to de-lever over the intermediate
term.

S&P's corporate credit rating on ProQuest is 'B' and the rating
outlook is stable.  S&P could lower the rating if debt leverage
rises above 6.50x, which could be caused by the combination of a
prolonged period of flat pricing, a decline in client renewal
rates, and unplanned technology investment.  On the other hand,
S&P could raise the rating if the company applies its
discretionary cash flow to debt reduction and decreases its debt
leverage to less than 5.25x.

                           Ratings List

                           ProQuest LLC

         Corporate Credit Rating              B/Stable/--
         $275M 9% sr unsecd nts due 2018*     B
           Recovery Rating                    4

              * Co-issued by ProQuest Notes Company.


QUEENS PLAZA: Files Schedules of Assets & Liabilities
-----------------------------------------------------
Queens Plaza Development, LLC, has filed with the U.S. Bankruptcy
Court for the Eastern District of New York its schedules of assets
and liabilities, disclosing:

  Name of Schedule                     Assets          Liabilities
  ----------------                     ------          -----------
A. Real Property                    $11,000,000
B. Personal Property                        $22
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                     $$15,631,155
E. Creditors Holding
   Unsecured Priority
   Claims                                                       $0
F. Creditors Holding
   Unsecured Non-priority
   Claims                                                 $392,622
                                     -----------       -----------
      TOTAL                          $11,000,022       $16,023,777

Garden City, New York-based Queens Plaza Development, LLC, filed
for Chapter 11 bankruptcy protection on September 8, 2010 (Bankr.
E.D.N.Y. Case No. 10-77035).  Thomas A. Draghi, Esq., at Westerman
Ball Ederer Miller & Sharfstein, LLP, assists the Debtor in its
restructuring effort.


QUEENS PLAZA: Section 341(a) Meeting Scheduled for Oct. 8
---------------------------------------------------------
The U.S. Trustee for Region 2 will convene a meeting of Queens
Plaza Development, LLC's creditors on October 8, 2010, at
9:00 a.m.  The meeting will be held at Office of the United States
Trustee, Long Island Federal Courthouse, 560 Federal Plaza - Room
562, Central Islip, NY 11722-4437.

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.

Garden City, New York-based Queens Plaza Development, LLC, filed
for Chapter 11 bankruptcy protection on September 8, 2010 (Bankr.
E.D.N.Y. Case No. 10-77035).  Thomas A. Draghi, Esq., at Westerman
Ball Ederer Miller & Sharfstein, LLP, assists the Debtor in its
restructuring effort.  The Debtor estimated its assets and debts
at $10 million to $50 million as of the Petition Date.


RADIO ONE: Exchange Offer Extended Until Month's End
----------------------------------------------------
Radio One, Inc., has further extended the expiration time of its
previously announced exchange offer for its 8-7/8% Senior
Subordinated Notes due 2011 and its 6-3/8% Senior Subordinated
Notes due 2013, and the related consent solicitation, to 5:00
p.m., New York City time, on September 30, 2010.

As of 5:00 p.m., New York City time, on September 15, 2010,
approximately 92.0% of the outstanding Existing Notes had been
validly tendered into the exchange offer and not withdrawn.  At
the previously scheduled expiration time, the conditions necessary
to consummate the exchange offer as set forth in the Company's
Exchange Offer and Consent Solicitation Statement and Offering
Memorandum, dated June 16, 2010, were not satisfied and, as a
result, the Company has determined to further extend the exchange
offer.

Over the last several weeks, the Company believes that it has made
significant progress in reaching an agreement with the members of
the ad hoc group of holders of a significant portion of its
Existing Notes relating to certain amendments to the terms of the
exchange offer and the related exchange notes, including the
conditions to the exchange offer, and with its lenders under its
existing senior secured credit facility relating to an amendment
thereto.

The agent under the Company's existing senior secured credit
facility delivered a payment blockage notice to the trustee under
the indenture relating to the 2013 Notes on August 5, 2010.  As a
result, neither the Company nor any of its guaranteeing
subsidiaries was permitted to make the scheduled interest payment
on such notes due on August 16, 2010.  The 30-day grace period
provided in the indenture expired on September 15, 2010.  As a
result, there currently exists an event of default under the
indenture relating to the 2013 Notes.  In addition, the Company's
forbearance agreement with its lenders relating to certain
defaults and events of defaults under the existing senior secured
credit facility expired in accordance with its terms on September
10, 2010.  Based on its constructive dialogue with the members of
the ad hoc group and its existing lenders, the Company does not
expect such members of the ad hoc group or its existing lenders to
exercise any remedies under such indenture or senior secured
credit facility, as applicable, in the near term. At this time,
however, the Company can provide no assurances that holders of the
2013 Notes or its existing lenders will not exercise any such
remedies, that it will ultimately reach an agreement with the
members of the ad hoc group and its existing lenders or that such
parties will enter into a new support agreement to replace the
prior agreement that expired in accordance with its terms on
September 1, 2010 or a new forbearance agreement, as applicable.

Except as set forth, the terms of the exchange offer and related
consent solicitation and subscription offer remain the same as set
forth in the Offering Memorandum and the related offering
materials previously distributed to eligible holders.

The offers are only made, and copies of the offering documents
will only be made available, to holders of Existing Notes that
have certified certain matters to the Company, including their
status as a "qualified institutional buyer" within the meaning of
Rule 144A under the Securities Act of 1933, as amended, an
institutional "accredited investor" within the meaning of Rule
501(a)(1), (2), (3), or (7) under the Securities Act or as a "non-
U.S. Person" within the meaning of the Securities Act (together,
"eligible holders").  BNY Mellon Shareowner Services is acting as
exchange agent, information agent and subscription agent and may
be contacted at (800) 777-3674 or (201) 680-6579.

The new securities issued pursuant to the exchange offer have not
been registered under the Securities Act or any state securities
laws. Therefore, the new securities may not be offered or sold in
the United States absent registration or an applicable exemption
from the registration requirements of the Securities Act and any
applicable state securities laws.

                         About Radio One

Lanham, Maryland-based Radio One, Inc. (Nasdaq:  ROIAK and ROIA)
-- http://www.radio-one.com/-- is a diversified media company
that primarily targets African-American and urban consumers.  The
Company is one of the nation's largest radio broadcasting
companies, currently owning 53 broadcast stations located in 16
urban markets in the United States.

The Company owns a controlling interest in Reach Media, Inc. --
http://www.blackamericaweb.com/-- owner of the Tom Joyner Morning
Show and other businesses associated with Tom Joyner.  Beyond its
core radio broadcasting business, Radio One owns Interactive One
-- http://www.interactiveone.com/-- an online platform serving
the African-American community through social content, news,
information, and entertainment, which operates a number of branded
sites, including News One, UrbanDaily, HelloBeautiful, Community
Connect Inc. -- http://www.communityconnect.com/-- an online
social networking company, which operates a number of branded Web
sites, including BlackPlanet, MiGente, and Asian Avenue and an
interest in TV One, LLC -- http://www.tvoneonline.com/-- a
cable/satellite network programming primarily to African-
Americans.

Ernst & Young LLP, in Baltimore, Maryland, expressed substantial
doubt about the Company's ability to continue as a going concern
in its report on the Company's restated consolidated financial
statements for 2009.  The independent auditors noted that in June
and July 2010 the Company violated certain covenants of its loan
agreements, which ultimately may result in significant amounts of
outstanding debt becoming callable by lenders.


RAINBOW SUNSET: Lender Wants Property Kept in Receiver's Hold
-------------------------------------------------------------
SA Group Properties Inc., assignee of lender U.S. Bank National
Association, has asked the U.S. Bankruptcy Court for the District
of Nevada to excuse the receiver from turning over property of the
estate to Rainbow Sunset Pavilion Building A, LLC.

The lender was forced to seek an expedited ex parte court order
appointing the receiver based on the Debtor's default under the
loan documents, its abandonment of property, its failure to secure
the property, and the utilities being disconnected.  Sixteen
months ago, the Eight Judicial District Court for Clark County,
Nevada, appointed Douglas P. Wilson as receiver to remedy the
issues and control and operate the property.  The Debtor has had
no involvement with the property since that time.

SA Group says that based on the Debtor's mismanagement of the
property, the tenants had vacated prior to the receiver's
appointment.  According to SA Group, the Debtor had removed vital
computer systems from the property prior to the receiver's
appointment.

A hearing will be held on October 20, 2010, at 1:30 p.m. on the
matter.

SA Group is represented by Snell & Wilmer L.L.P.

Las Vegas, Nevada-based Rainbow Sunset Pavilion Building A, LLC,
filed for Chapter 11 bankruptcy protection on September 7, 2010
(Bankr. D. Nev. Case No. 10-26963).  Jon E. Field, Esq., at Field
Law Group, assists the Debtor in its restructuring effort.  The
Debtor estimated its assets and debts at $10 million to
$50 million as of the petition date.


REDDY ICE: Admin. Officer Wallander Acquires 8,000 Shares
---------------------------------------------------------
Angela Wallander, Reddy Ice Holdings, Inc.'s EVP and chief
administrative officer, disclosed acquiring 8,000 shares in
various transactions between August 31 and September 2, pursuant
to a 10b5-1 trading plan.

There are 22,942,453 shares of Reddy Ice Holdings common stock
outstanding as of August 6, 2010.

Reddy Ice Holdings, Inc. -- http://www.reddyice.com/--
manufactures and distributes packaged ice in the United States.
The company serves variety of customers in 31 states and the
District of Columbia under the Reddy Ice brand name.

The Company's balance sheet for June 30, 2010, showed
$507.05 million in total assets, $50.47 million in total current
liabilities, $450.63 million in total long-term obligations,
$16.56 million in deferred taxes and contingencies, and a
stockholders' deficit of $10.62 million.

                          *     *     *

As reported by the Troubled Company Reporter on August 17, 2010,
Moody's Investors Service lowered Reddy Ice Holdings' corporate
family and probability-of-default ratings to B3 from B2, and its
$12 million senior discount notes due 2012 to Caa2 from Caa1.
Moody's also lowered the rating on Reddy Ice Corporations' $300
million first lien senior secured notes due 2015 to B2 from B1 and
the $139 million second lien notes due 2015 to Caa2 from Caa1.
The ratings outlook remains negative.  The speculative grade
liquidity rating was affirmed at SGL-3.

The ratings downgrade was prompted by Reddy Ice's elevated
financial leverage through the first half of 2010 due to weaker
than expected operating performance and the expectation that
leverage will remain elevated.  The B3 corporate family rating
considers ongoing operational risks related to weather as well as
increasing acquisition activity.

Reddy Ice carries 'B-' issuer credit ratings, with "negative"
outlook, from Standard & Poor's.


ROBERT MISTRETTA: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Robert G. Mistretta
          aka Jerry Mistretta
        2320 Bayou Boulevard
        Pensacola, FL 32503

Bankruptcy Case No.: 10-31919

Chapter 11 Petition Date: September 16, 2010

Court: U.S. Bankruptcy Court
       Northern District of Florida (Pensacola)

Debtor's Counsel: Thomas G. Morton, Jr., Esq.
                  MORTON LAW CENTER
                  6050 N. 9th Avenue
                  Pensacola, FL 32504
                  Tel: (850) 478-3409
                  Fax: (850) 476-5825
                  E-mail: bank@mortonlawcenter.com

Scheduled Assets: $200,442

Scheduled Debts: $1,325,427

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


SABRAM ESTATES: Case Summary & 2 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Sabram Estates West, LLC
        1300 Griffin Road
        Greenwood, AR 72936

Bankruptcy Case No.: 10-74892

Chapter 11 Petition Date: September 16, 2010

Court: U.S. Bankruptcy Court
       Western District of Arkansas (Fort Smith)

Judge: Ben T. Barry

Debtor's Counsel: Derrick Mark Davidson, Esq.
                  DERRICK DAVIDSON, P.A.
                  3061 N. Market Avenue, Suite 8
                  Fayetteville, AR 72703
                  Tel: (479) 935-4100
                  Fax: (479) 856-6168
                  E-mail: derrick@davidsonbusinessattorney.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/arwb10-74892.pdf

The petition was signed by Robert Griffin, manager.

Debtor-affiliates that filed separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Robert Griffin & Julia Griffin        10-73471            07/06/10
The Plantation, LLC                   10-74742            09/08/10
Oakview Homes, LLC                    10-74830            09/14/10
Iron Tree Homes, Inc                  10-74832            09/14/10
Fairview Construction Co, LLC         10-74834            09/14/10
Corinthian Court, LLC                 10-74837            09/14/10
O L Frisco, LLC                       10-74838            09/14/10
Sabram Estates, LLC                   10-74847            09/15/10
Silver Leaf East, LLC                 10-74860            09/15/10
Silver Leaf West, LLC                 10-74850            09/15/10
Trinity Estates, LLC                  10-74858            09/15/10
J & R Development, LLC                10-74885            09/16/10


SAINT VINCENTS: Kramer Levin's Legal Bills Reach $3.5MM
-------------------------------------------------------
Hilary Potkewitz, writing for Crain's New York Business, reports
that through the end of April, bankruptcy counsel Kramer Levin
Naftalis & Frankel billed $3.5 million to Saint Vincent Catholic
Medical Centers, and that's after offering a 10% discount to the
nonprofit Catholic hospital.

Crain's reports that special health care, regulatory, corporate,
real estate, litigation and finance counsel Garfunkel Wild also
worked with the hospital, billing SVCMC $1.5 million for three
months ending in April; crisis management firm Grant Thornton was
also paid nearly $4.5 million through April, according to court
filings.

"Hospitals are not known for generating a lot of cash, but several
New York firms have figured out a way to make money in them: help
them go bankrupt," Ms. Potkewitz wrote.

Ms. Potkewitz said the two largest hospital bankruptcies in New
York, Saint Vincents and North General Hospital, are a bonanza for
the lawyers, consultants and accountants sorting through the
remains of the businesses.

According to the Crain's report, North General's Chapter 11
process kicked off plenty of cash for one group: Windels Marx Lane
& Mittendorf.  Bankruptcy counsel Charles Simpson billed more than
$660,000 over a seven-week period on that case.

"By now, New York's lawyers have become well-versed in hospital
bankruptcy law," Ms. Potkewitz said.  At least 10 local hospitals
have declared bankruptcy over the past three years.

                        About North General

New York-based North General Hospital is a not-for-profit 200-bed
community hospital in upper Manhattan that has serviced the
communities of East and Central Harlem since the 1970s.  The
Hospital filed for Chapter 11 bankruptcy protection on July 2,
2010 (Bankr. S.D.N.Y. Case No. 10-13553).  Charles E. Simpson,
Esq., at Windels, Marx, Lane & Mittendorf, LLP, assists the
Debtor in its restructuring effort.  Garfunkel Wild, P.C., is the
Company's healthcare counsel.  Alvarez & Marsal is the Company's
restructuring consultant.  The Debtor disclosed $47,670,748 in
assets and $279,519,927 in debts as of the Petition Date.

                            About SVCMC

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

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

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

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

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


SE10 W & L: Case Summary & 6 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: SE10 W & L, LLC
        5339 Vanalden Avenue
        Tarzana, CA 91356

Bankruptcy Case No.: 10-21696

Chapter 11 Petition Date: September 16, 2010

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

Debtor's Counsel: Raymond H. Aver, Esq.
                  LAW OFFICES OF RAYMOND H. AVER APC
                  12424 Wilshire Boulevard, Suite 720
                  Los Angeles, CA 90025
                  Tel: (310) 571-3511
                  Fax: (310) 571-3512
                  E-mail: ray@averlaw.com

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

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/cacb10-21696.pdf

The petition was signed by Ben Sayani, co-manager of AV
California, LLC.

Debtor-affiliate filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
In re 60th & K, LLC                   10-15070            04/30/10


SELIM AMERICA: Cash Collateral Hearing Set for September 23
-----------------------------------------------------------
The Hon. Honorable Richard M. Neiter of the U.S. Bankruptcy Court
for the Central District of California will convene a hearing on
September 23, 2010, at 10:00 a.m., to consider Selim America,
Inc., and Selim Textile, Inc.'s request to access to cash securing
obligations to their creditors.

As of the Petition Date, the Debtors owe Industrial Bank of Korea,
New York Branch $2.5 million, and Hwaseung Network America
$53 million.

In addition, two creditors assert warehouseman's liens against the
goods which were in their possession as of the Petition Date:

   -- Frontier Logistics Services was in possession of goods in
      excess of $10 million and was owed approximately
      $2.4 million by Textile; and

   -- Uni Global Logistics was in possession of goods in excess of
      $2 million and was owed approximately $21,500 by Textile.

Additionally, Frontier and Uni Global assert combined claims of
approximately $2.4 million to $2.5 million secured by
warehouseman's liens on goods with a market value in excess of $12
million.

The Debtors will be using the revenue to pay for the basic and
essential expenses of America, and to buy more goods in order to
maintain a constant supply of inventory and sales of goods to
customers.

The Debtors relate that the secured creditors will be adequately
protected by the continued operations of the Debtors which include
the replenishment of inventory.  As additional adequate
protection, the secured creditors will receive replacement liens
against the Debtors' assets, with the same extent, validity, and
priority as the prepetition lien held by the creditors.

                       About Selim America

Los Angeles, California-based Selim America Inc., a New York
corporation, is engaged in the business of importing a variety of
textile goods (i.e., yarns and fabrics) from foreign suppliers and
re-selling them to customers within the United States.

The Company filed for Chapter 11 protection on August 23, 2010
(Bankr. C.D. Calif. Case No. 10-45503).  Monica Y. Kim, Esq., who
has an office in Los Angeles, California, assists the Debtor in
its restructuring effort.  The Debtor estimated its assets at
$10 million to $50 million and debts at $50 million to
$100 million.


SELIM AMERICA: Howard Ehrenberg Appointed as Chapter 11 Trustee
---------------------------------------------------------------
The Hon. of the U.S. Bankruptcy Court for the Central District of
California approved the appointment of Howard Ehrenberg as Chapter
11 trustee in the reorganization cases of Selim America, Inc., and
Selim Textile, Inc.

As reported in the Troubled Company Reporter on September 6, 2010,
secured creditor Hwaseung Networks America, Corp., sought for rthe
trustee, asserting that June Yong Kim, the Debtors' sole
shareholder and president, engaged in RICO violations, fraud,
fraudulent transfers and concealment of the Debtors' assets,
conversion and conspiracy to defraud.

Selim Textile currently owes to Hwaseung $59 million for unpaid
goods sold and delivered by Hwaseung in January to July 2010.
Hwaseung was repeatedly informed by Kim that $49 million of Selim
Textile's accounts receivable were guaranteed by factor, Prime
Business.

                       About Selim America

Los Angeles, California-based Selim America Inc., a New York
corporation, filed for Chapter 11 protection on August 23, 2010
(Bankr. C.D. Calif. Case No. 10-45503).  Monica Y. Kim, Esq., who
has an office in Los Angeles, California, assists the Debtor in
its restructuring effort.  The Debtor estimated its assets at
$10 million to $50 million and debts at $50 million to
$100 million.


SIRIUS XM: Registers 2.75MM Shares Under 401(k) Savings Plan
------------------------------------------------------------
Sirius XM Radio Inc., filed with the Securities and Exchange
Commission on September 10 a Registration Statement on Form S-8 to
register an additional 2,750,000 shares of the Company's common
stock, par value of $0.001 per share and an indeterminate number
of plan interests, issuable under the Sirius XM Radio 401(k)
Savings Plan.

                       About Sirius XM Radio

Based in New York, Sirius XM Radio Inc. has two principal wholly
owned subsidiaries, XM Satellite Radio Holdings Inc. and Satellite
CD Radio Inc.  XM Satellite Radio Holdings Inc. owns XM Satellite
Radio Inc., the operating company for the XM satellite radio
service.  Satellite CD Radio Inc. owns the Federal Communications
Commission license associated with the SIRIUS satellite radio
service.  XM Satellite Radio Inc. owns XM Radio Inc., the holder
of the FCC license associated with the XM satellite radio service.

In July 2008, the Company's wholly owned subsidiary, Vernon Merger
Corporation, merged with and into XM Satellite Radio Holdings Inc.
and, as a result, XM Satellite Radio Holdings Inc. became Sirius'
wholly owned subsidiary.

The Company's balance sheet at June 30, 2010, showed $7.20 billion
in total assets, $7.02 billion in total liabilities, and
stockholders' equity of $180.42 million.

                           *     *     *

Sirius carries (i) a 'B' corporate credit rating from Standard &
Poor's and (ii) 'Caa1' corporate family rating and 'B3'
probability of default rating from Moody's.


SKYLIMIT APPAREL: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Skylimit Apparel, Inc.
          dba Ice Vanilla
        2850 E. Vernon Avenue
        Vernon, CA 90058

Bankruptcy Case No.: 10-49460

Chapter 11 Petition Date: September 16, 2010

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

Judge: Peter Carroll

Debtor's Counsel: Leonard M. Shulman, Esq.
                  SHULMAN HODGES & BASTIAN LLP
                  26632 Towne Center Drive, Suite 300
                  Foothill Ranch, CA 92610
                  Tel: (949) 340-3400
                  Fax: (949) 340-3000
                  E-mail: lshulman@shbllp.com

Scheduled Assets: $2,199,583

Scheduled Debts: $5,629,475

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-49460.pdf

The petition was signed by Steve Yi, secretary.

Debtor-affiliate filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Annabelle Jihyun Lee                  10-47739            09/03/10


SLM CORPORATION: Student Loan Breakup Won't Move Fitch's Rating
---------------------------------------------------------------
Fitch Ratings does not expect any rating action on Citigroup Inc.,
Discover Financial Services, or SLM Corporation as a result of the
breakup of Student Loan Corp., which is 80% owned by Citi.  The
breakup transactions are expected to close in the fourth quarter
of 2010, subject to shareholder approval.

Under the terms of the transaction, Discover will acquire the SLC
legal entity, which includes the private lending origination
platform, servicing capabilities, systems, and management team.
At May 31, 2010, Discover had about $820 million of private
student loans on its balance sheet and this transaction will
provide the company with scale in addition to expanding its school
relationships and analytical capabilities.

Additionally, Discover will acquire approximately $4.2 billion of
private student loan assets from SLC through the acquisition of
three private loan securitization trusts; SLC Private Student Loan
Trust 2006-A, 2010-A, and 2010-B, at an 8.5% discount.  Over 70%
of the assets are covered by insurance and approximately 65% of
the loans are in repayment.  Discover will assume $3.4 billion of
securitization debt associated with the trusts and will provide
for additional funding of the assets at close, which will come
from the company's ample liquidity portfolio.

SLC is expected to become a subsidiary of Discover Bank, which
currently has a long-term Issuer Default Rating of 'BBB', Outlook
Stable from Fitch.

In a separate transaction, SLM will acquire the assets and
servicing rights of SLC's securitized FFELP portfolio, which
amounts to approximately $28 billion.  Citi will finance the
purchase price of $1.2 billion with a term loan over a period of
five years.  Fitch had expected SLM to be a meaningful participant
in the consolidation of the FFELP assets, following the passage of
legislation ending the program in July 2010, and SLC had one of
the largest FFELP portfolios in the industry.  Fitch believes the
company has ample capacity and experience to complete the
transaction.

For Citi, the expected after-tax loss of approximately $500
million on these transactions is considered minimal in the context
of core earnings and capital.  These transactions represent
further progress in reducing Citi's large stockpile of non-core
assets under the Citi Holdings' umbrella.  As a result of these
transactions, GAAP assets at Citi Holdings will decline by
approximately $32 billion.  Since Citi's core/non-core plan was
announced in January 2009, non-core assets have been reduced to
$465 billion (24% of total assets) at mid-year 2010 from
$650 billion (34% of total assets) as of year-end 2008.

To date in 2010, other initiatives to reduce non-core assets
include the completion of the Primerica IPO, the transfer of
management and proprietary interests in a fund of funds business
and definitive agreements to sell the Canadian Mastercard business
as well as portions of the U.S. auto and multi-family loan
portfolios.  In addition, various other non-core categories of
assets including mortgages, home equity loans and subprime
securities have been worked down further.  However, dispositions
of other large non-core businesses, particularly those with large
consumer credit exposure, such as CitiFinancial and the retail
partner card business, likely will be more difficult to achieve at
least in the near term.

Fitch currently rates Discover:

Discover Financial Services

  -- Long-term IDR 'BBB';
  -- Short-term IDR 'F2';
  -- Individual 'B/C';
  -- Senior debt 'BBB';
  -- Support '5'; and
  -- Support floor 'NF'.

Discover Bank

  -- Long-term IDR 'BBB';
  -- Short-term IDR 'F2';
  -- Individual 'B/C';
  -- Short-term deposits 'F2';
  -- Long-term deposits 'BBB+';
  -- Support '5'; and
  -- Support floor 'NF'.

The Rating Outlook is Stable.

Fitch currently rates SLM:

SLM Corporation

  -- Long-term IDR 'BBB-';
  -- Short-term IDR 'F3';
  -- Senior debt 'BBB-';
  -- Short-term debt 'F3'; and
  -- Preferred stock 'BB'.

The Rating Outlook is Stable.

Fitch currently rates Citigroup Inc.:

Citigroup Inc.

  -- Long-term IDR 'A+';
  -- Senior unsecured 'A+';
  -- Subordinated 'A';
  -- Preferred 'C';
  -- Short-term IDR 'F1+';
  -- Individual 'C/D';
  -- Support '1';
  -- Support floor 'A+';
  -- Long-term FDIC guaranteed debt at 'AAA';
  -- Short-term FDIC guaranteed debt at 'F1+'.

The Rating Outlook is Stable.


SOUTH BAY: Lenders OK Cash Collateral Use Until Jan. 31
-------------------------------------------------------
In resolution of an extension request of the time within which
they may use Cash Collateral, South Bay Expressway, L.P., and
California Transportation Ventures, Inc., on September 10, 2010,
entered into a stipulation with the Official Committee of
Unsecured Creditors, Banco Vizcaya Argentaria, S.A., DEPFA Bank
plc, Wells Fargo Bank, N.A., and the United States Department of
Transportation, acting by and through the Federal Highway
Administrator.

The stipulation, which gained the approval of the United States
Bankruptcy Court for the Southern District of California on
September 13, 2010, provides that:

  1. The date "September 30, 2010" in the Final Order, which is
     the date the Debtors' use of cash collateral will
     terminate, is replaced with "January 31, 2011."

  2. The Debtors are authorized to use the cash collateral under
     the terms of the Final Order and subject to a New Amended
     Budget, a copy of which is available for free at:

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

  3. Paragraph 5(b) of the Final Order is replaced in its
     entirety to read:

       "Notwithstanding the foregoing, unless any official
        committee, trustee, or examiner commences or continues a
        Challenge Action against the Secured Financing Parties
        by March 8, 2011 (the "Challenge Period"), with the date
        that is the next calendar day after the termination of
        the Challenge Period, in the event that no objection or
        challenge is raised during the Challenge Period, being
        referred to as the "Challenge Period Termination Date,"
        then upon the Challenge Period Termination Date, any and
        all challenges and objections by any party (including,
        without limitation, any official committee, any chapter
        11 or chapter 7 trustee appointed herein or in any
        Successor Cases, receiver, administrator, trustee,
        examiner, responsible officer, other estate
        representative and any other creditor, interest holder
        or party-in-interest) will be deemed to be forever
        waived and barred, and (1) the Debtors' Stipulations
        will be binding on all creditors, interest holders and
        parties-in-interest (including, without limitation, any
        official committee, any creditor or chapter 11 or
        chapter 7 trustee appointed herein or in any Successor
        Cases, receiver, administrator, trustee, examiner,
        responsible officer and other estate representative)
        and (2) the Administrative Agent's, TIFIA's, the
        Collateral Agent's and other Secured Financing Parties'
        security interests and Encumbrances upon the Pre-
        Petition Collateral shall be deemed to have been, as of
        the Petition Date, legal, valid, binding, enforceable
        and perfected security interests and Encumbrances, not
        subject to recharacterization, subordination or
        otherwise avoidable."

  4. The Litigation Carve-Out of "$50,000" of the Final Order is
     replaced with "$80,000."

  5. Amounts expended by the Creditors Committee with respect to
     challenges to the validity and priority of liens of Otay
     River Constructors and IntranS Group, Inc., including any
     intervention or other steps regarding the adversary
     proceedings titled Otay River Constructors v. South Bay
     Expressway, L.P. et al., Case No. 10-90172-LA, South Bay
     Expressway, L.P. et al. v. Otay River Constructors, Case
     No. 10-90180-LA, and IntranS Group, Inc. et al. v. South
     Bay Expressway, L.P. et al., Case No. 10-90214-LA, will
     not reduce the Litigation Carve-Out.

  6. Unless expressly set forth in the order, no other terms of
     the Final Order will be amended or modified.

  7. The Cash Collateral Extension Motion is deemed moot.

                      Cash Collateral Motion

South Bay Expressway, L.P., and California Transportation
Ventures, Inc., have asked the United States Bankruptcy Court for
the Southern District of California to:

  (a) extend the final order authorizing the use of cash
      collateral to and including January 31, 2011; and

  (b) approve a new budget covering the period commencing on and
      after October 1, 2010, and continuing through January 31,
      2011.

On April 26, 2010, the Court entered the Final Order, which
provides for, among other things, the Debtors' use of Cash
Collateral until September 30, 2010.  However, the Debtors may
extend the use of Cash Collateral beyond September 30, 2010, with
the consent of the Secured Financing Parties, which comprise of
Banco Bilbao Vizcaya Argentaria, S.A., DEPFA Bank plc, Wells Fargo
Bank, N.A., and the United States Department of Transportation,
acting by and through the Federal Highway Administrator.

R. Alexander Pilmer, Esq., at Kirkland & Ellis LLP, in Los
Angeles, California, tells Judge Adler that the Secured Financing
Parties have consented to an extension of the Debtors' use of Cash
Collateral through and including January 31, 2011.  Nevertheless,
he notes, approval of the New Budget requires either consent from
the Official Committee of Unsecured Creditors or Court approval.
He discloses that the Debtors are engaged in discussions with the
Creditors Committee to obtain approval of the New Budget.

In exchange for the continued use of Cash Collateral, the Debtors
will continue to abide by the terms of the Final Order, including
making monthly adequate protection payments, Mr. Pilmer asserts.
The Debtors believe that the Adequate Protection Payments remain
appropriate, and hence, their continued use of Cash Collateral
under the terms of the Final Order is fair and reasonable and
sufficient to satisfy the requirements of Sections 363(c)(2) and
363(e) of the Bankruptcy Code.

The Debtors continue to progress towards successfully exiting
Chapter 11 by, among other things, engaging with creditors and key
constituencies on forming a plan of reorganization, Mr. Pilmer
relates.  He points out that without the continued use of the Cash
Collateral, the Debtors will have no ability to operate their
business, thereby causing immediate and irreparable harm to the
bankruptcy estates.

The Debtors' ability to finance their operations and the
availability to the Debtors of sufficient working capital and
liquidity through the continued use of Cash Collateral is vital to
the preservation and maintenance of the going-concern value and
other values of the estates, Mr. Pilmer further contends.  He adds
that the New Budget is appropriate because it strikes a balance
between preserving and maximizing the value of the Debtors' assets
and ensuring the Debtors' continued access to Cash Collateral to
operate the business in the ordinary course.

In his declaration in support of the request, Anthony G. Evans
says that authorizing the Debtors to continue to use Cash
Collateral pursuant to the New Budget is essential to maintaining
their ongoing business operations and preserving the value of
their assets.  Mr. Evans is the Debtors' chief financial officer.

A copy of the New Budget is available for free at:

       http://bankrupt.com/misc/SBX_New_Budget_08232010.pdf

                   About South Bay Expressway

South Bay Expressway, L.P., dba San Diego Expressway, L.P., filed
for Chapter 11 on March 22, 2010 (Bankr. S.D. Calif. Case No.
10-04516).  Its affiliate, California Transportation Ventures
Inc., also filed for bankruptcy.

The Debtors developed and operate a four lane, nine mile express
toll road in Southern California commonly referred to as the South
Bay Expressway or State Road 125.  Both estimated assets and debts
of $500 million to $1 billion in their bankruptcy petitions.

Robert Pilmer, Esq., at Kirkland & Ellis LLP, represents the
Debtors in their restructuring effort.  PricewaterhouseCoopers LLP
is auditor and tax advisor.  Imperial Capital LLC is financial
advisor. Epiq Bankruptcy Solutions LLC serves as claims and notice
agent.

The Debtors say that as of the bankruptcy filing, they have
roughly $640 million in book value of total assets and roughly
$570 million in book value of total liabilities.

Bankruptcy Creditors' Service, Inc., publishes South Bay
Expressway Bankruptcy News.  The newsletter tracks the Chapter 11
proceeding undertaken by South Bay Expressway LP and California
Transportation Ventures Inc.  (http://bankrupt.com/newsstand/or
215/945-7000).


SOUTH BAY: Objects to Otay River Plea to Go After Insurers
----------------------------------------------------------
South Bay Expressway, L.P., and California Transportation
Ventures, Inc., assert that the motion filed by Otay River
Constructors seeking relief from the automatic stay to proceed
against certain of the Debtors' insurance policies and proceeds
should be denied.

R. Alexander Pilmer, Esq., at Kirkland & Ellis LLP, in Los
Angeles, California, reminds the Court that the Debtors commenced
their Chapter 11 cases to, among other things, address disputes
related to the construction of the Expressway, including disputes
with ORC, in a single forum and to curb the millions of dollars
of litigation expenses associated with defending actions in
multiple fora.

However, ORC, through its Lift Stay Motion, "seeks to grab
certain funds owing to the Debtors, thereby precluding a fair
distribution of such assets to all creditors," Mr. Pilmer
contends.

"ORC fails to meet the extremely high burden of showing 'cause'
for obtaining relief from the automatic stay . . . [but] asserts
simply that the Debtors have no interest in the proceeds from the
insurance policies at issue," Mr. Pilmer argues.

According to Mr. Pilmer, the express terms of the construction
contracts between ORC and SBX provide that certain insurance
proceeds will be paid to the Debtors, not ORC.  Certain of the
property loss insurance policies themselves provide that the
insurance proceeds will be paid to the Debtors in the first
instance, he adds.

To the extent that the Debtors have paid for any repairs in
connection with the claimed property damage, they have a
contractual right to retain the insurance proceeds and dispense
them to ORC only after deducting their costs, Mr. Pilmer
explains.  Furthermore, he says, the Debtors may exercise their
contractual and common law right to set off the amounts owing to
ORC against amounts owing to the Debtors on account of other
defaults by ORC under the ORC-SBX Contracts.

Mr. Pilmer further notes that the Debtors have an interest in the
Zurich professional liability policies because SBX -- like ORC --
is an insured and can make claims under those policies.  In
contrast, allowing ORC carte blanche authority to deplete the
limited insurance proceeds available under the professional
liability policies necessarily has an adverse effect on the
Debtors' estates, he asserts.

Despite the deficiencies in ORC's Lift Stay Motion, the Debtors
note that they do not object to all of the requested relief.  The
Debtors specifically point out that they do not object to:

  -- the distribution of the $285,402 in insurance proceeds
     under the Lexington Property Loss Policy into an interest-
     bearing escrow account for the benefit of ORC and the
     Debtors pending resolution of the Chapter 11 cases; and

  -- allowing the insurance company to continue investigating
     the irrigation claims under the Axis Property Loss Policy,
     so long as proceeds related to the claims are paid to the
     Debtors in the first instance pursuant to the terms of the
     ORC-SBX Contracts.

The Debtors aver that they intend to work with ORC's counsel to
negotiate an agreeable stipulation on the issues that they have
no objection to.

On all other issues, however, the Debtors seek that the Lift Stay
Motion be denied.

The Official Committee of Unsecured Creditors supports the
Debtors' objection saying that ORC has failed to show adequate
cause for the relief requested; ORC's sought relief is prohibited
by the construction contracts and insurance policies; and the
value of the Debtors' estate will be diminished through the non-
bankruptcy litigation.

Banco Bilbao Vizcaya Argentaria, S.A., in its capacity as the
Administrative Agent under the Debtors' Senior Loan Agreement,
also joins in the Debtors' objection.  Banco Bilbao asserts that
ORC's request for relief from the automatic stay to allow the
District Court Litigation -- the Otay River Constructors v.
Zurich American Insurance Company, Case No. 06-CV-2631-MMA,
pending before the U.S. District Court for the Southern District
of California -- to proceed for the sole purpose of having the
Administrative Agent appear before the San Diego District Court
and give its consent to the proposed settlement and having the
settlement implemented, is, at best, premature.

Counsel for Banco Bilbao, Jeffery D. Hermann, Esq., at Orrick,
Herrington & Sutcliffe LLP, in Los Angeles, California, explains
that the tentative agreement between ORC and the Debtors was not
executed prior to the Petition Date.  Thus, SBX's execution and
performance of the ORC Agreement is subject to the approval of
the U.S. Bankruptcy Court for the Southern District of California
under Rule 9019 of the Federal Rules of Bankruptcy Procedure.

"Even assuming, arguendo, that ORC had a binding agreement with
the Debtors with respect to the Zurich Builders Risk Policy prior
to the Petition Date, that agreement, if any, would be an
executory contract, as to which SBX would have the right to
determine, in its business judgment, whether to assume or reject
such settlement agreement," Mr. Hermann points out.

The deadline for the Debtors to determine whether to assume or
reject any agreement has not yet expired.  To date, the Debtors
have not presented the Bankruptcy Court with any motion seeking
approval of an agreement with ORC relating to the Zurich Builders
Risk Policy, or seeking to assume any agreement relating to the
Zurich Builders Risk Policy, and the Objection indicates that the
Debtors have no intention to present this motion in the future,
Mr. Hermann notes.

Accordingly, Banco Bilbao asks that the Court to deny that
portion of the Lift Stay Motion that purports to require the
Administrative Agent to incur the expense of appearing before the
San Diego District Court to give its consent to a settlement,
which the California Bankruptcy Court has not authorized the
Debtors to execute, consummate or perform.

                      ORC Talks Back

"The crucial point about the motion is that ORC is a named
insured and seeks access to insurance proceeds, proceeds that are
not available to pay the Debtors' other creditors," explains
David L. Osias, Esq., at Allen Matkins Leck Gamble Mallory &
Natsis LLP, in San Diego, California.

"The continuing harm to ORC from leaving the stay in effect is
significant and well-documented.  And the relief ORC requests is
specifically designed to minimize the cost and other prejudice to
the Debtors and its other creditors," he continues.

According to Mr. Osias, the Debtors have identified no expenses
of their own that entitle them to any payments from these
insurance policies and the Debtors have failed to demonstrate
that there is any risk of policy exhaustion.

Mr. Osias thus asserts that relief from automatic stay should be
granted with respect to all the Policies, and in particular:

  A. the Lexington Builders-Risk Policy,
  B. the AXIS Surplus Insurance Company (Irrigation System),
  C. the Zurich American Professional Liability, and
  D. the Zurich Escrow and Settlement

Granting limited relief from automatic stay along the lines
requested by ORC imposes a nominal burden on the Debtors and does
not jeopardize the rights of the unsecured creditors in these
cases, Mr. Osias maintains.  "It allows these cases to move
forward," he says.

          Lift Stay Request to be Heard on Sept. 23

In a Court-approved stipulation with the Debtors, ORC consents to
an extension of time in which the Lift Stay Motion may be heard,
through September 23, 2010.

The automatic stay will remain in full force and effect pending
further Court order.  Nothing in the parties' stipulation
prejudices in any way or may be deemed a waiver of any arguments
the parties may have with respect to the Lift Stay Motion.

                   About South Bay Expressway

South Bay Expressway, L.P., dba San Diego Expressway, L.P., filed
for Chapter 11 on March 22, 2010 (Bankr. S.D. Calif. Case No.
10-04516).  Its affiliate, California Transportation Ventures
Inc., also filed for bankruptcy.

The Debtors developed and operate a four lane, nine mile express
toll road in Southern California commonly referred to as the South
Bay Expressway or State Road 125.  Both estimated assets and debts
of $500 million to $1 billion in their bankruptcy petitions.

Robert Pilmer, Esq., at Kirkland & Ellis LLP, represents the
Debtors in their restructuring effort.  PricewaterhouseCoopers LLP
is auditor and tax advisor.  Imperial Capital LLC is financial
advisor. Epiq Bankruptcy Solutions LLC serves as claims and notice
agent.

The Debtors say that as of the bankruptcy filing, they have
roughly $640 million in book value of total assets and roughly
$570 million in book value of total liabilities.

Bankruptcy Creditors' Service, Inc., publishes South Bay
Expressway Bankruptcy News.  The newsletter tracks the Chapter 11
proceeding undertaken by South Bay Expressway LP and California
Transportation Ventures Inc.  (http://bankrupt.com/newsstand/or
215/945-7000).


SOUTH BAY: Says No Double Dipping on Bonus Program
--------------------------------------------------
Otay River Constructors tells the U.S. Bankruptcy Court that it
does not object to South Bay Expressway's request to implement a
performance-based bonus program, provided that the payment of the
bonuses under the Incentive Program constitute payment of the
bonuses due to the Key Employees under their respective employment
contracts for calendar year 2010.

"The Key Employees should not be allowed to double-dip -- i.e.,
they should not be allowed to receive bonuses during calendar
year 2010 and then also be paid distributions under a plan of
reorganization based upon bonuses promised under their respective
employment agreement for calendar year 2010," counsel for ORC,
David L. Osias, Esq., at Allen Matkins Leck Gamble Mallory &
Natsis LLP, in San Diego, California, asserts.

Under Metric #1 of the Incentive Program, Greg Hulsizer, the
Debtors' chief executive officer; Anthony Evans, the Debtors'
chief financial officer; Theresa Weekes, the Debtors' chief
accounting officer; and Shane Savgur, the Debtors' chief
technology officer, will be entitled to performance bonuses of
$206,250, $180,000, $83,400 and $83,400 because the Debtors have
already surpassed their budgeted 2010 EBITDA performance targets,
Mr. Osias points out.

In addition, the Incentive Program provides that Messrs. Hulsizer
and Evans have the ability to earn two additional bonuses based
on (i) actual project completion timing and costs compared to
budget for 2010 -- Metric #2, and (ii) the timing of the Debtors'
emergence from bankruptcy protection -- Metric #3.

However, the Motion does not disclose the maximum amount of the
bonuses under Metric #2, ORC complains.  Under Metric #3, Messrs.
Hulsizer and Evans can each earn another $137,500 and $120,000,
respectively.  Hence, ORC notes, it appears that with the bonus
under Metric #2, Messrs. Hulsizer and Evans will be entitled to
receive bonuses in excess of what was promised under
their contracts for 2010.

               No Double-Dipping on Execs Bonuses,
                        Debtors Maintain

The Key Employees will not be able to double-dip, counsel for the
Debtors, R. Alexander Pilmer, Esq., at Kirkland & Ellis LLP, in
Los Angeles, California, assures the Court.

The Debtors have not paid postpetition bonuses for 2010 under the
Key Employees' prepetition employment agreements and the bonuses
provided for under the Incentive Program will be credited against
any bonuses the Debtors may have owed to Key Employees under the
prepetition employment agreements, Mr. Pilmer explains.

The Debtors will also amend the proposed form of order to reflect
that any amounts paid to the Key Employees under the Incentive
Program will be credited against any bonuses the Debtors may have
owed to the Key Employees under the Key Employees' prepetition
employment agreements, Mr. Pilmer says.

He further explains that the CEO and CFO may not earn higher
bonuses under the Incentive Program than they could have earned
under their prepetition employment agreements.  Under their
prepetition employment agreements, the CEO and CFO were entitled
to receive retention and incentive bonuses of up to 150% of base
salary.  Bonuses under the Incentive Program are capped across
all metrics at 100% of base salary for each of the CEO and CFO,
the Debtors clarify.

The Debtors will likewise amend the proposed form of order to
reflect that no more than $681,800 will be paid under the
Incentive Program, Mr. Pilmer notes.

CFO Anthony G. Evans, CEO Greg Hulsizer, CAO Theresa Weekes, and
CTO Shane Savgur filed supplemental declarations in support of
the Debtors' request for approval of the Incentive Plan.

In a separate Court-approved stipulation, the Debtors and Tiffany
L. Carroll, the Acting U.S. Trustee for Region 15, agreed that
the U.S. Trustee had until September 14, 2010, to oppose or
respond to the Debtors' request.  The U.S. Trustee has not
submitted an objection or response as of press time.

                   About South Bay Expressway

South Bay Expressway, L.P., dba San Diego Expressway, L.P., filed
for Chapter 11 on March 22, 2010 (Bankr. S.D. Calif. Case No.
10-04516).  Its affiliate, California Transportation Ventures
Inc., also filed for bankruptcy.

The Debtors developed and operate a four lane, nine mile express
toll road in Southern California commonly referred to as the South
Bay Expressway or State Road 125.  Both estimated assets and debts
of $500 million to $1 billion in their bankruptcy petitions.

Robert Pilmer, Esq., at Kirkland & Ellis LLP, represents the
Debtors in their restructuring effort.  PricewaterhouseCoopers LLP
is auditor and tax advisor.  Imperial Capital LLC is financial
advisor. Epiq Bankruptcy Solutions LLC serves as claims and notice
agent.

The Debtors say that as of the bankruptcy filing, they have
roughly $640 million in book value of total assets and roughly
$570 million in book value of total liabilities.

Bankruptcy Creditors' Service, Inc., publishes South Bay
Expressway Bankruptcy News.  The newsletter tracks the Chapter 11
proceeding undertaken by South Bay Expressway LP and California
Transportation Ventures Inc.  (http://bankrupt.com/newsstand/or
215/945-7000).


SOUTHWESTERN ENERGY: Moody's Upgrades Corp. Family Rating to 'Ba1'
------------------------------------------------------------------
Moody's Investors Service upgraded the ratings for Southwestern
Energy Company.  The ratings affected include the Corporate Family
Rating being upgraded to Ba1 from Ba2, the senior unsecured notes
rating being upgraded to Ba1 from Ba2, and the Probability of
Default being upgraded to Ba1 from Ba2.  The outlook is positive.
This concludes the ratings review initiated on May 26, 2010.

Upgrades:

Issuer: Southwestern Energy Company

  -- Probability of Default Rating, Upgraded to Ba1 from Ba2

  -- Corporate Family Rating, Upgraded to Ba1 from Ba2

  -- Senior Unsecured Regular Bond/Debenture, Upgraded to Ba1 from
     Ba2

Outlook Actions:

Issuer: Southwestern Energy Company

  -- Outlook, Changed To Positive From Rating Under Review

                         Ratings Rationale

Moody's Investors Service upgraded the ratings for Southwestern
Energy Company.  The ratings affected include the Corporate Family
Rating being upgraded to Ba1 from Ba2, the senior unsecured notes
rating being upgraded to Ba1 from Ba2, and the Probability of
Default being upgraded to Ba1 from Ba2.  The outlook is positive.
This concludes the ratings review initiated on May 26, 2010.

"The upgrade reflects SWN's significant growth of its reserves and
production underpinned by a very strong operating performance and
comparatively low leverage," said Ken Austin, Moody's Vice
President.  "Although the company's large concentration in the
Fayetteville Shale is not compatible with an investment grade
rating at this time, however, the positive outlook considers that
there is sufficient opportunity for SWN to reduce this
concentration risk over the next 12 to 18 months."

SWN's organic operating performance has been one of the strongest
among the independent exploration and production companies rated
by Moody's over the past three years.  The company has grown the
scale of its production and reserves to an investment grade
profile, while also maintaining a low cost structure and very
modest leverage.  On most of these measures, SWN compares
favorably to the Ba peer group as well as some of the Baa.

However, the significant concentration risk of its productive base
is a restraining factor for the ratings.  At June 30, 2010,
approximately 84% of total production was from the Fayetteville
Shale and approximately 85% of its year-end 2009 reserves were
from the Fayetteville.  While SWN's organic growth in the play has
been strong, this type of concentration is not compatible with an
investment grade profile as it depends too much on one producing
area.  In addition, SWN needs to demonstrate it is having a
similar type of operating performance in another core area.

The positive outlook signals that Moody's believes SWN has
opportunities to increase its diversification to sufficiently
reduce this risk and bring the overall profile more in-line with
an investment grade rating over the next 12-18 months, if not
sooner.

An upgrade would be considered if SWN is successful in reducing
its concentration in the Fayetteville Shale and that it is
demonstrating good operating performance in a new core area.  An
upgrade would also require that SWN's leverage remains in-line
with current levels and its cost structure remains low enough to
preserve cash margins and returns in light of weak natural gas
prices.

Conversely, a stable outlook would be considered if SWN's
concentration risk does not improve, or if its leverage or
operating performance weakens.  This might be signaled by slowing
production growth trends, or significantly higher unit costs begin
to erode margins and returns.

The last rating action for SWN was on May 26, 2010, when Moody's
placed the ratings under review for possible upgrade.

Southwestern Energy Company, which is headquartered in Houston,
Texas, is engaged in the exploration and production of natural
gas.  The company's operations are principally focused in Arkansas
with properties also in Oklahoma, Pennsylvania, and Texas.


SPARTA COMMERCIAL: Recurring Losses Prompt Going Concern Doubt
--------------------------------------------------------------
RBSM LLP, in New York, expressed substantial doubt about Sparta
Commercial Services, Inc.'s ability to continue as a going concern
following its results for the fiscal year ended April 30, 2010.
The independent auditors noted of the Company's recurring losses
from operations.

Sparta Commercial reported a net loss of $4.1 million on $713,363
of revenue for fiscal 2010, compared with a net loss of
$4.9 million on $1.1 million of revenue for fiscal 2009.

The Company estimates that it will need approximately $1,500,000
in addition to its normal operating cash flow to conduct
operations during the next twelve months.

The Company's balance sheet at April 30, 2010, showed $2.5 million
in total assets, $4.1 million in total liabilities, and a
stockholders' deficit of $1.6 million.

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

               http://researcharchives.com/t/s?6b53

                     About Sparta Commercial

Based in New York, Sparta Commercial Services, Inc.
-- http://www.spartacommercial.com/-- is a specialized consumer
finance company engaged primarily in the purchase of retail
installment sales contracts and the origination of leases to
assist consumers in acquiring new and used motorcycles (550cc and
higher), scooters, and 4-stroke ATVs.


SPECIALTY PRODUCTS: Taps Blackstone Advisory as Financial Advisor
-----------------------------------------------------------------
The Hon. Judith K. Fitzgerald of the U.S. Bankruptcy Court for the
District of Delaware, in a final order, authorized Specialty
Products Holding Corp., et al., to employ Blackstone Advisory
Partners L.P., as financial advisor and investment banker.

Blackstone will, among other things:

   -- analyze the Debtors' and their non-debtor subsidiaries'
      businesses, operations, financial condition, and prospects;

   -- assist the Debtors in the development of a long-term
      business plan and related financial projections; and

   -- present financial analyses and recommended strategies of the
      board of directors of the Debtors.

Prior to the Petition Date, Blackstone received $535,484, for
monthly advisory fees and $23,096 in expense reimbursement.  In
addition, Blackstone received a retainer of $25,000, which remains
unapplied.

Blackstone's compensation includes:

   1. a monthly fee of $200,000;

   2. a restructuring fee of $5 million payable upon the
      consummation of a restructuring;

   3. a transaction fee of $5 million payable upon the
      consummation of a transaction;

   4. reimbursement of reasonable out-of-pocket expenses.

To the best of the Debtors' knowledge, Blackstone is a
"disinterested person," as that term is defined in Section 101(14)
of the Bankruptcy Code.

                     About Specialty Products

Cleveland, Ohio-based Specialty Products Holdings Corp., aka RPM,
Inc., is a wholly owned subsidiary of RPM International Inc.  The
Company is the holding company parent of Bondex International,
Inc., and the direct or indirect parent of certain additional
domestic and foreign subsidiaries.  The Company claims to be a
leading manufacturer, distributor and seller of various specialty
chemical product lines, including exterior insulating finishing
systems, powder coatings, fluorescent colorants and pigments,
cleaning and protection products, fuel additives, wood treatments
and coatings and sealants, in both the industrial and consumer
markets.

The Company filed for Chapter 11 bankruptcy protection on May 31,
2010 (Bankr. D. Del. Case No. 10-11780).  Gregory M. Gordon, Esq.,
Dan B. Prieto, Esq., and Robert J. Jud, Esq., at Jones Day, serve
as bankruptcy counsel.  Daniel J. DeFranceschi, Esq., and Zachary
I. Shapiro, Esq., at Richards Layton & Finger, serve as
co-counsel.  Logan and Company is the Company's claims and notice
agent.

The Company estimated its assets and debts at $100 million to
$500 million.

The Company's affiliate, Bondex International, Inc., filed a
separate Chapter 11 petition on May 31, 2010 (Case No. 10-11779),
estimating its assets and debts at $100 million to $500 million.


STATES INDUSTRIES: Proposes Renwood-Led Auction for All Assets
--------------------------------------------------------------
States Industries, Inc., asks for authorization from the U.S.
Bankruptcy Court for the District of Oregon to sell assets free
and clear of liens, claims and encumbrances to Renwood States
Lending, LLC, for $18,551,573, absent higher and better offers.

The purchase price is comprised of: (i) $16,920,373 (in the form
of a credit bid which is estimated to be the full amount
outstanding under the DIP Facility and the Prepetition Debt); plus
(ii) cash amount required to pay Cure Costs; plus (iii) assumption
of Assumed Liabilities; plus (iv) the agreement by Purchaser to
equally split the net proceeds from the sale of the Foch Street
Property with Seller; plus (v) $100,000 cash to the estate.

To assure that the proposed price is the best and highest offer,
the Debtor requests that the Court first approve the Debtor's
proposed bid procedures, so that Debtor may subject the assets to
higher and better offers through an auction process.  A copy of
which is available for free at:

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

Interested parties must submit offers by October 13, 2010, at
5:00 p.m. prevailing Pacific Time.  In the event that offers are
received, the Debtor proposes that an auction be held on
October 18 at 10:00 a.m. prevailing Pacific Time.  If Renwood
States is not chosen as the winning bidder, Renwood States will
receive a breakup fee of $465,000, which is approximately 2.5% of
the purchase price.

Objections to the sale transactions and the assumption and
assignment of assumed agreements or cure costs related thereto
must be filed by October 13, 2010, at 5:00 p.m. prevailing Pacific
Time.

The Debtor proposes that October 13, 2010, at 5:00 p.m. prevailing
Pacific Time be the deadline to object to the cure costs,
compensation and adequate assurance of future performance in
connection with the assumption and assignment of any executory
contract or unexpired lease proposed to be assumed.

The Debtor proposes that the sale hearing be set for On or about
October 20, 2010.

The initial overbid must be $965,000 over the Purchase Price,
which represents $500,000 in an initial overbid and $465,000 for
the break-up fee and any successive bidding increments.

Renwood States will have the sole discretion to determine whether
its credit bid is on account of prepetition debt or amounts owed
under the DIP facility.  Renwood States is entitled to a credit
equal to the credit bid amount (only up to the full amount of the
Prepetition Debt and the DIP Facility) and the break-up fee in
each round of the auction.  Renwood States will also be entitled
to bid amounts in excess of the outstanding debt.

Renwood States is represented by Steven M. Hedberg --
shedberg@perkinscoie.com -- and Jeanette L. Thomas --
jthomas@perkinscoie.com

                            Objections

The Official Committee of Unsecured Creditors objects to the
payment of a break-up fee.  "The break-up fee could chill bidding
by creating a substantial hurdle for potentially competing bidders
to overcome, and would directly decrease the recovery by States'
creditors in the event of an overbid," the Committee said.

The Committee requests for additional time for the sale, if
needed, and that the proposed credit-bidding be on a provisional
basis.  The Committee objects to the adequacy of the disclosure of
insider and affiliate transactions relating to the sale.  It
requests that the Court require the proposed bid procedures to be
modified to encourage additional parties to bid.

The Committee is represented by Brandy A. Sargent --
basargent@stoel.com -- at Stoel Rives LLP.

Robert D. Miller, Jr., the U.S. Trustee for Region 18, also
objects to the bid procedures motion because (1) it proposes to
effect a plan of reorganization through the purchase and sale
agreement without following the U.S. Bankruptcy Code and Rule
requirements to confirm a plan of reorganization; (2) insufficient
information has been provided from which the Court can determine
whether the amount of the break-up fee to be paid to the Stalking
Horse bidder, Renwood States, benefits the estate; and (3) Renwood
States should be required to share all due diligence materials and
reports, except privileged documents, with other prospective
bidders.

                      About States Industries

Eugene, Oregon-based States Industries, Inc., manufactures and
sells natural wood veneered panels to consumers in the form of
residential wall paneling.  States Industries also manufactures
and sells industrial panels to manufacturers of cabinets,
furniture, store fixtures and architectural interiors.  States
Industries' consumer products are sold through retail home
improvement stores.

States Industries filed for Chapter 11 bankruptcy protection on
August 24, 2010 (Bankr. D. Ore. Case No. 10-65148).  Brad T.
Summers, Esq., and Justin D. Leonard, Esq., who have an office in
Portland, Oregon, assist the Debtor in its restructuring effort.
According to its schedules, the Debtor disclosed $20,615,286 in
total assets and $28,458,541 in total liabilities as of the
petition date.


STATION CASINOS: Administrative Claims Due December 21
------------------------------------------------------
Station Casinos and its units notify parties-in-interest that
pursuant to the order confirming their First Amended Joint Chapter
11 Plan of Reorganization, the deadline for submitting requests
for payment of administrative claims that arose on or before
December 1, 2010, is December 21, 2010.

Pursuant to the Confirmation Order, failure of any person or
entity to submit an Administrative Claim by the December 21
deadline will result in that person or entity being forever
barred, estopped and enjoined from asserting that Claim, and that
Claim will not be enforceable, against the Debtors, the estates or
any of their respective property, and that Claim will be forever
discharged.

A form to use for submitting Administrative Claims is available at
the Web site of the Claims Agent at:

             http://www.kccllc.net/stationcasinos

All Administrative Claims should be sent to the Claims Agent so
that they arrive no later than December 21, 2010, to this address:

           Station Casinos Claims Processing Center
              c/o Kurtzman Carson Consultants LLC
                       2335 Alaska Avenue
                       El Segundo, CA 90245

                       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 protection 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: Files Reorganization Plan Summary With SEC
-----------------------------------------------------------
Station Casinos, Inc., and its debtor affiliates filed with the
U.S. Securities and Exchange Commission a summary of the plan of
reorganization on September 15, 2010.

On August 27, 2010, the Bankruptcy Court entered an order
confirming the joint plan of reorganization of the Debtors.

Under the Plan, Red Rock, Palace Station, Boulder Station, and
Sunset Station and certain related assets will be transferred to
an entity that is newly-formed entity that is owned by the holders
of $1.8 billion in mortgage loans issued by FCP Propco, LLC.  The
transfer of the Propco Properties will be in satisfaction of the
Mortgage Lenders' existing secured claims against Propco.  The
Debtors are advised that, in conjunction with these transfers to
New Propco under the Plan:

  * the Mortgage Lenders have agreed to sell up to 50% of the
    equity in New Propco to an affiliate of Fertitta Gaming,
    LLC, a newly-formed entity owned by Frank Fertitta III and
    Lorenzo Fertitta, for a purchase price of $85.0 million in
    cash;

  * New Propco will enter into a new $1.6 billion credit
    facility with the Mortgage Lenders; and

  * the Mortgage Lenders have agreed to:  (a) assign certain
    equity interests in New Propco to the holders of
    $675 million of notes issued by certain direct and indirect
    parent companies of Propco; and (b) assign $7.9 million of
    their cash recovery from Propco to the counterparty under
    Propco's interest rate swap agreement.

In addition, pursuant to the terms of the Plan, SCI and certain of
its subsidiaries have entered into an Asset Purchase Agreement
dated as of June 7, 2010.  Pursuant to the terms of the Asset
Purchase Agreement, the Opco Purchaser will purchase substantially
all of the assets of the sellers under the Asset Purchase
Agreement, including Santa Fe Station, Texas Station, Fiesta
Henderson, Fiesta Rancho and certain Native American gaming
projects, for a purchase price of approximately $772 million,
consisting of:

  (1) an amount in cash equal to $317 million, subject to
      adjustment pursuant to the terms of the Asset Purchase
      Agreement;

  (2) $430 million in aggregate principal amount of term loans,
      subject to adjustment pursuant to the terms of the Asset
      Purchase Agreement; and

  (3) $25 million in aggregate principal amount of term loans,
      interest on which may be paid in kind at the option of the
      borrower.

Pursuant to the terms of the Plan, the proceeds of the sale of the
Opco Assets will be distributed to secured creditors of SCI in
full satisfaction of their claims against the Debtors.  The Plan
also provides that certain general unsecured creditors of SCI will
receive warrants exercisable for 2.5% of the total equity in the
entity formed to hold the non-voting equity interests in New
Propco and that Opco Unsecured Creditors that are "accredited
investors" will have an opportunity to participate in a rights
offering under which they may subscribe for and purchase their pro
rata share of 15% of the equity interests in New Propco Holdco for
an aggregate amount of $35.3 million, which could be increased by
an amount of up to $64.7 million in accordance with the terms and
provisions of the Plan.  Certain holders of SCI's senior unsecured
notes who have committed to backstop the Rights Offering will
receive a $3 million cash payment on the effective date of the
Plan and reimbursement of expenses in an amount of up to
$1.7 million in consideration for such commitment.  Following
consummation of the Plan it is expected that affiliates of FG will
manage the Propco Properties and the Opco Assets pursuant to long
term management contracts.

Following the consummation of the Plan, SCI and certain of the
other Debtors will be dissolved and, except to the extent set
forth in the Plan, none of New Propco, FG or any of their
respective affiliates will succeed to the assets or liabilities of
SCI or the other Debtors.

Although the Plan was confirmed by the Bankruptcy Court on
August 27, 2010, consummation of the Plan is subject to the
satisfaction of certain conditions precedent, including receipt of
all required approvals of gaming regulatory authorities, the
Company said.

As of June 30, 2010, 41,674,838 shares of SCI's non-voting common
stock, $0.01 par value per share, and 41.7 shares of SCI's voting
common stock, $0.01 par value per share, were issued and
outstanding.  Additional shares of SCI capital stock will not be
issued in connection with the Plan.  As of June 30, 2010, SCI had
total assets of approximately $4.3 million and total liabilities
of approximately $6.7 million.

           SCI Files Supplements to First Amended Plan

Prior to the order confirming the Debtors' First Amended Joint
Chapter 11 Plan of Reorganization, the Debtors filed with the
Court an Executed New Opco Asset Purchase Agreement as Exhibit 5
to the Plan Supplement.

The parties to the New Opco Asset Purchase Agreement have entered
into the First Amendment to Asset Purchase Agreement, dated
August 26, 2010, a full-text copy of which is available for free
at http://bankrupt.com/misc/SCI_1stAmendedAPA.pdf

                       About Station Casinos

Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 protection 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: U.S. Trustee Amends Committee Appointment
----------------------------------------------------------
Nicholas Strozza, assistant U.S. Trustee for Region 17, amended
the list of members in the Official Committee of Unsecured
Creditors in the Chapter 11 cases of Station Casinos, Inc., and
its debtor affiliates, to remove Serengeti Asset Management, LP.

The Creditors' Committee is now composed of:

(1) Law Debenture Trust Company of New York, as Trustee
   400 Madison Avenue #4
   New York, NY 10017

   Represented by:
   Richard Hiersteiner, Esq.
   Edwards Angell Palmer & Dodge, LLP
   111 Huntington Avenue
   Boston, MA 02199

(2) Wilmington Trust Company
   Attn: Steven Cimalore
   1100 North Market Street, Rodney Square North
   Wilmington, DE 19890

   Represented by:
   Kristopher M. Hansen, Esq.
   Stroock & Stroock & Lavan
   180 Malden Lane
   New York, NY 10038

(3) Fidelity Management & Research Company
   Attn: Nate Van Duzer
   82 Devonshire Street, V13H
   Boston, MA 02109

                       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 protection 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)


STEWART COMMERCIAL: Case Summary & 11 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Stewart Commercial Properties of FL, LLC
        1607 Frederica Road, Suite 202
        Saint Simons Island, GA 31522

Bankruptcy Case No.: 10-21213

Chapter 11 Petition Date: September 16, 2010

Court: United States Bankruptcy Court
       Southern District of Georgia (Brunswick)

Debtor's Counsel: C. James McCallar, Jr., Esq.
                  MCCALLAR LAW FIRM
                  P.O. Box 9026
                  Savannah, GA 31412
                  Tel: (912) 234-1215
                  Fax: (912) 236-7549
                  E-mail: mccallar@mccallarlawfirm.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 11 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/gasb10-21213.pdf

The petition was signed by Thomas D. Stewart, Jr., Stewart
Commercial Investments, Inc. member.


STINSON, INC.: Case Summary & 5 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Stinson, Inc.
        1300 Griffin Road
        Greenwood, AR 72936

Bankruptcy Case No.: 10-74891

Chapter 11 Petition Date: September 16, 2010

Court: U.S. Bankruptcy Court
       Western District of Arkansas (Fort Smith)

Judge: Ben T. Barry

Debtor's Counsel: Derrick Mark Davidson, Esq.
                  DERRICK DAVIDSON, P.A.
                  3061 N. Market Avenue, Suite 8
                  Fayetteville, AR 72703
                  Tel: (479) 935-4100
                  Fax: (479) 856-6168
                  E-mail: derrick@davidsonbusinessattorney.com

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

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

A list of the Company's five largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/arwb10-74891.pdf

The petition was signed by Robert Griffin, manager.

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Robert Griffin & Julia Griffin        10-73471            07/06/10
The Plantation, LLC                   10-74742            09/08/10
Oakview Homes, LLC                    10-74830            09/14/10
Iron Tree Homes, Inc                  10-74832            09/14/10
Fairview Construction Co, LLC         10-74834            09/14/10
Corinthian Court, LLC                 10-74837            09/14/10
O L Frisco, LLC                       10-74838            09/14/10
Sabram Estates, LLC                   10-74847            09/15/10
Silver Leaf East, LLC                 10-74860            09/15/10
Silver Leaf West, LLC                 10-74850            09/15/10
Trinity Estates, LLC                  10-74858            09/15/10
J & R Development, LLC                10-74885            09/16/10


SUK HEE SUH: Chapter 11 Trustee Taps Winthrop Couchot as Counsel
----------------------------------------------------------------
Richard J. Laski, the Chapter 11 trustee in the reorganization
case of SYS Hospitality, LLC, asks the U.S. Bankruptcy Court for
the Central District of California for permission to employ
Winthrop Couchot Professional Corporation as general insolvency
counsel.

SYS Hospitality is a debtor-affiliate of Suk Hee Suh.

The firm will, among other things:

   -- advice and assist the trustee with respect to compliance
      with the requirements of the Office of the U.S. Trustee;

   -- advice the trustee regarding matters of bankruptcy law,
      including the rights and remedies of the trustee and the
      Debtor in regard to the Debtor's assets and to claims of the
      Debtor's creditors; and

   -- represent the trustee and the Debtor in any proceedings or
      hearing in the Court and in any proceedings in any other
      court where the Debtor's and the trustee's rights under the
      Bankruptcy Code may be litigated or affected.

The firm has not received a retainer in the case.  The Debtor
agreed to fund, on a monthly basis, subject to the Debtor's right
to use cash collateral, an amount to the greater of the fees and
costs actually incurred by the firm.

Garrick A. Hollander, an attorney at the firm, assures the Court
that the firm is a "disinterested person" as that term is defined
in Section 101(14) of the Bankruptcy Code.

                         About Suk Hee Suh

La Canada Flintridge, California-based Suk Hee Suh filed for
Chapter 11 bankruptcy protection on April 9, 2010 (Bankr. C.D.
Calif. Case No. 10-23682).  Robert M. Yaspan, Esq., at the Law
Offices of Robert M Yaspan, assists the Debtor in its
restructuring effort.  The Company disclosed $10,253,055 in assets
and $19,380,036 in liabilities as of the Petition Date.

An affiliate, SYS Hospitality LLC, doing business as Hawthorn
Suites, also filed for Chapter 11 on April 9, 2010 (Bankr. C.D.
Calif. Case No. 10-20501).  The Debtor disclosed assets of
$434,800 and debts of $10,319,421 in its Chapter 11 petition.


SUK HEE SUH: Richard Laski Named as Ch. 11 Trustee in Unit's Case
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
approved the appointment of Richard Laski as Chapter 11 trustee
in the reorganization case of SYS Hospitality, LLC, a debtor-
affiliate of Suk Hee Suh.

La Canada Flintridge, California-based Suk Hee Suh filed for
Chapter 11 bankruptcy protection on April 9, 2010 (Bankr. C.D.
Calif. Case No. 10-23682).  Robert M. Yaspan, Esq., at the Law
Offices of Robert M Yaspan, assists the Debtor in its
restructuring effort.  The Company disclosed $10,253,055 in assets
and $19,380,036 in liabilities as of the Petition Date.

An affiliate, SYS Hospitality LLC, doing business as Hawthorn
Suites, also filed for Chapter 11 on April 9, 2010 (Bankr. C.D.
Calif. Case No. 10-20501).  The Debtor disclosed assets of
$434,800 and debts of $10,319,421 in its Chapter 11 petition.


SUSAN WOLF: Case Summary & 14 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Susan C. Wolf
        2164 Second Street
        Northbrook, IL 60062

Bankruptcy Case No.: 10-41582

Chapter 11 Petition Date: September 16, 2010

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

Judge: John H. Squires

Debtor's Counsel: Ariel Weissberg, Esq.
                  WEISSBERG & ASSOCIATES, LTD
                  401 S. LaSalle Street, Suite 403
                  Chicago, IL 60605
                  Tel: (312) 663-0004
                  Fax: (312) 663-1514
                  E-mail: ariel@weissberglaw.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 14 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ilnb10-41582.pdf


SWB WACO: Gets Court's Interim Nod to Use Cash Collateral
---------------------------------------------------------
SWB Waco SH, L.P., sought and obtained interim authorization from
the Hon. Marvin Isgur of the U.S. Bankruptcy Court for the
Southern District of Texas to use the cash collateral of Sterling
Bank until September 28, 2010.

The Debtor is party to the Construction Real Estate Lien Note
dated April 22, 2008, by and between the Debtor and the Bank in
the maximum principal amount of $18 million.  Concurrent with the
execution of the note, the Debtor executed a Construction Deed of
Trust, Security Agreement, and Financing Statement.  The Debtor
and the Bank assert that the Bank's prepetition claims are secured
by perfected liens and security interests in an apartment complex
in Waco, Texas, and any and all rents, proceeds, product, profits
or offspring of the foregoing.

David R. Jones, Esq., at Porter & Hedges, L.L.P., explained 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 weekly budget, a copy of which is
available for free at http://bankrupt.com/misc/SWB_budget.pdf

In exchange for using the cash collateral, the Debtor will grant
the Bank a first priority, perfected replacement lien and security
interest in all postpetition rents and other estate property to
the extent that cash collateral is used by the Debtor.

The Court has set a final hearing for September 27, 2010, at
3:30 p.m.

Sugar Land, Texas-based SWB Waco SH, L.P., owns a recently
constructed 375 bed apartment complex, which is part of a re-
development project of the downtown Waco area and serves primarily
as an off-campus student housing facility for Baylor University.

SWB Waco filed for Chapter 11 bankruptcy protection on
September 7, 2010 (Bankr. S.D. Tex. Case No. 10-38001).  David
Ronald Jones, Esq., at Porter And Hedges LLP, and the law firm of
Walker & Patterson, P.C., assist the Debtor in its restructuring
effort.  The Debtor estimated its assets and debts at $10 million
to $50 million as of the petition date.


SWB WACO: Taps Porter & Hedges as Bankruptcy Counsel
----------------------------------------------------
SWB Waco SH, L.P., asks for authorization from the U.S. Bankruptcy
Court for the Southern District of Texas to employ Porter &
Hedges, L.L.P., as bankruptcy counsel.

P&H will, among other things:

     -- conduct examinations of witnesses, claimants and other
        parties in interest;

     -- prepare additional appropriate pleadings and other legal
        Instruments required to be filed in this case;

     -- represent the Debtor in all proceedings before the Court
        and in any other judicial or administrative proceeding in
        which the rights of the Debtor or the estate may be
        affected; and

     -- advise the Debtor in connection with the formulation,
        solicitation, confirmation and consummation of any plan or
        plan of reorganization which the Debtor may propose.

The hourly rates of P&H's personnel are:

        Partners                                 $350-$600
        Of Counsel                               $400-$425
        Associates/Staff Attorneys               $225-$350
        Legal Assistants/Law Clerks              $135-$185

David R. Jones, Esq., a partner at P&H, assures the Court that the
firm is a "disinterested person" as that term is defined in
Section 101(14) of the Bankruptcy Code.

Sugar Land, Texas-based SWB Waco SH, L.P., owns a recently
constructed 375 bed apartment complex, which is part of a re-
development project of the downtown Waco area and serves primarily
as an off-campus student housing facility for Baylor University.

SWB Waco filed for Chapter 11 bankruptcy protection on
September 7, 2010 (Bankr. S.D. Tex. Case No. 10-38001).  The
Debtor estimated its assets and debts at $10 million to
$50 million as of the petition date.


SYNAGRO TECHNOLOGIES: S&P Affirms 'CCC+' Corporate Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed all
ratings, including its 'CCC+' corporate credit rating, on organic
residuals and biosolids services provider Synagro Technologies
Inc.  At the same time, S&P revised the outlook to positive from
negative.

"During recent quarters, Synagro has progressed in reducing debt,
improving profitability, and increasing the amount of headroom
under its financial covenants to modestly improved levels," said
Standard & Poor's credit analyst James Siahaan.  "However, S&P
recognize that the company's business prospects are still subject
to some uncertainty as the company undertakes steps to mitigate
the impact of the loss of a sizable contract and as municipal
budgets continue to remain weak."

The company had total adjusted debt (including non-recourse
revenue bonds) of approximately $573 million at June 30, 2010.

The ratings on Houston-based Synagro reflect the company's highly
leveraged financial risk profile, including high debt and weak
cash flow protection measures with funds from operations to total
adjusted debt of 10%.  Although the essential nature of services
and the high percentage of sales under long-term contracts provide
stability to the top line, challenging economic conditions
continue to hurt municipalities, which account for more than 90%
of the company's revenues.  Given this backdrop, Synagro's volumes
and pricing could continue to be weak.  However, through recent
debt repurchases and improved operating profitability, the company
has increased the level of headroom under its financial covenants,
providing incremental flexibility to cope with the economic
weakness.


SYNCHRONOUS AEROSPACE: Moody's Affirms 'Caa1' Default Rating
------------------------------------------------------------
Moody's Investors Service has affirmed the Caa1 probability of
default rating of Synchronous Aerospace Group and revised the
company's corporate family rating to Caa1 from B3, on par with the
PDR.  The rating outlook remains negative.

The ratings are:

* Corporate family, to Caa1 from B3

* Probability of default, Caa1

* $20 million senior secured revolver due August 2013, B3 LGD 3,
  to 34% from 35%

* $74 million senior secured term loan due August 2014, B3 LGD 3,
  to 34% from 35%

                         Ratings Rationale

The Caa1 probability of default rating reflects Synchronous' small
size, minimal liquidity, and high leverage against expectation of
improving commercial aircraft build rates.  (Moody's calculation
of leverage includes 25%/75% debt/equity credit for Synchronous'
8% Series A Preferred Stock.) The PDR also encompasses recognition
that, although annual revenues are not high, Synchronous possesses
six manufacturing facilities.  A dispersed manufacturing base
limits some economies of scale in overhead and makes operating
income less resilient to negative cost variances or revenue
softness -- Moody's expect that 2010 earnings softness will partly
reflect this shortcoming.  Although 2010 revenues will likely be
on par with the relatively soft 2009 level, Moody's expect
Synchronous will have repaid $10 million of its 2009 debt balance
over 2010 (to $70 million from $80 million) from operating cash
flow and low capital spending.  Near-term debt maturities are
minimal and Moody's expect that the company's revolver borrowing
need should remain limited.  As well, Moody's understand the first
lien credit facility's administrative agent is the sole first lien
participant which could facilitate any needed first lien credit
agreement amendment negotiations.

The negative rating outlook reflects risk that net unprofitability
could continue, and that Synchronous may require continued support
from its financial sponsor to prevent further liquidity profile
deterioration.  Moody's consider the liquidity profile weak
because the company maintains a negligible cash balance while
financial ratio covenant tightness will likely constrain
Synchronous' ability to borrow under its $20 million revolving
credit line.  A first lien credit facility amendment may be
required as test thresholds step-down to final levels in coming
quarters.  Without looser financial ratio covenant test levels,
should demand materially increase, funds for working capital could
be lacking.

As a result of Moody's decision to revise the stress-scenario
credit recovery rate to 50% from 65%, the corporate family rating
has been revised to Caa1 from B3.

Upward rating momentum would follow expectation of EBIT (which
excludes depreciation and amortization) to interest approaching
1.0 times with an adequate liquidity profile.  Downward rating
momentum would follow expectation of EBIT (which excludes
depreciation and amortization) to interest below 0.5 times and/or
increased default potential.

Synchronous Aerospace Group headquartered in Santa Ana, CA, is a
manufacturer of structural components for the commercial and
military aerospace and space industries.  Synchronous is majority
owned by the private equity firm Littlejohn & Co., LLC.


THETA INVESTMENTS: Case Summary & 2 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Theta Investments, LLC.
        20520 Latour Way
        Reno, NV 89511

Bankruptcy Case No.: 10-53708

Chapter 11 Petition Date: September 16, 2010

Court: United States Bankruptcy Court
       District of Nevada (Reno)

Judge: Gregg W. Zive

Debtor's Counsel: Stephen R. Harris, Esq.
                  BELDING, HARRIS & PETRONI, LTD.
                  417 W Plumb Ln
                  Reno, NV 89509
                  Tel: (775) 786-7600
                  Fax: (775) 786-7764
                  E-mail: steve@renolaw.biz

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/nvb10-53708.pdf

The petition was signed by Allan J. Siemons, managing member.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Les Maisons, Ltd.                      10-53707   09/16/10


THIS LITTLE PIGGY: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: This Little Piggy Wears Cotton Inc
        6385-B Rose Lane
        Carpinteria, CA 93013

Bankruptcy Case No.: 10-14785

Chapter 11 Petition Date: September 16, 2010

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

Judge: Robin Riblet

Debtor's Counsel: C. Lawrence Powell, Esq.
                  4299 Carpinteria Avenue, Suite 200
                  Carpinteria, CA 93013
                  Tel: (805) 684-8480

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

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/cacb10-14785.pdf

The petition was signed by Jennifer Powell, president.


TRIAD GUARANTY: Adopts Tax Benefits Preservation Plan
-----------------------------------------------------
Triad Guaranty Inc. announced Tuesday that its board of directors
has adopted a Tax Benefits Preservation Plan to help protect the
ability of the Company and its subsidiaries to recognize certain
potential tax benefits in future periods from net unrealized
built-in losses and tax credits.

Benefits would be substantially limited if there were an
"ownership change" of the Company as defined under Section 382 of
the Internal Revenue Code and related Internal Revenue Service
pronouncements.  In general, an ownership change would occur if
the Company's "5% shareholders," as defined under Section 382,
collectively increase their ownership in the Company by more than
50 percentage points over a rolling three-year period.

The Plan is designed to reduce the likelihood that the Company
will experience an ownership change by (i) discouraging any person
or group from becoming a "5% shareholder" and (ii) discouraging
any existing "5% shareholder" from acquiring more than a minimal
number of additional shares of the Company's stock.  There is no
guarantee, however, that the Plan will prevent the Company from
experiencing an ownership change.

As part of the Plan, the Company's board of directors declared a
dividend of one preferred share purchase right (a "Right") for
each outstanding share of its common stock.  The dividend will be
payable to holders of record as of the close of business on
September 27, 2010, but the Rights would only be activated if
triggered by the Plan.

The Rights will be triggered in any instance of a person becoming
a 5% shareholder or by an existing 5% shareholder increasing its
ownership percentage (subject to certain exceptions).  If
triggered, each Right would become exercisable, which could result
in significant economic dilution to such acquiring person.

The Rights will trade with, and be represented by, the existing
common stock of the Company and no further action by stockholders
is necessary unless and until a triggering event occurs and the
Rights become exercisable.  Should the Rights become exercisable,
the Company will notify stockholders.

The Rights expire on the earliest of:

  -- May 31, 2014;

  -- the time at which all Rights are redeemed or exchanged;

  -- the first day of a taxable year of the Company as to which
     the Company's board of directors determines that no tax
     benefits may be carried forward;

  -- a date, prior to the date of the first public announcement
     that the plan has been triggered, on which the Company's
     board of directors determines that the Rights and the Plan
     are no longer necessary for the preservation or existence of
     the tax benefits or are no longer in the best interests of
     the Company and its stockholders;

  -- the failure of stockholders to approve the Plan at the 2011
     annual meeting of the Company's stockholders; and

  -- the repeal or amendment of Section 382 or any successor
     statute, if the Company's board of directors determines that
     the Plan is no longer necessary for the preservation of tax '
     benefits.

The issuance of the Rights will not affect the Company's reported
earnings per share, is not taxable to the Company or its
stockholders and will not change the way in which Company shares
are traded prior to the triggering of the Rights.

A full-text copy of the Tax Benefits Preservation Plan is
available for free at http://researcharchives.com/t/s?6b52

                       About Triad Guaranty

Winston-Salem, N.C.-based Triad Guaranty Inc. (OTC BB: TGIC)
-- http://www.triadguaranty.com/-- is a holding company which,
through its wholly-owned subsidiary, Triad Guaranty Insurance
Corporation, historically has provided mortgage insurance coverage
in the United States.  TGIC is pursuing a run-off of its existing
in-force book of business.

The Company's balance sheet as of June 30, 2010, showed
$1.086 billion in total assets, $1.734 billion in total
liabilities, and a stockholders' deficit of $648.1 million.

                          *     *     *

As reported in the Troubled Company Reporter on March 22, 2010,
Ernst & Young LLP, in Atlanta, Ga., expressed substantial doubt
about the Company's ability to continue as a going concern,
following its results for 2009.  The independent auditors noted
that the Company is operating the business in run-off under
Corrective Orders with the Illinois Department of Insurance and
has reported a net loss for the year ended December 31, 2009, and
has a stockholders' deficiency in assets at December 31, 2009.

The Company acknowledged in its quarterly report for the three
months ended June 30, 2010, that there is substantial doubt as its
ability to continue as a going concern, based on, among other
things, the possible inability of Triad to comply with the
provisions of the Corrective Orders and the Company's ability to
generate enough income over the term of the remaining run-off to
overcome the existing $648.1 million deficit in assets.


TRIBUNE CO: Aurelius Capital Asks for Chapter 11 Trustee
--------------------------------------------------------
Aurelius Capital Management, LP, acting on behalf of its managed
funds, asks Judge Kevin J. Carey of the U.S. Bankruptcy Court for
the District of Delaware to appoint a trustee in the Chapter 11
cases of Tribune Company and its debtor affiliates, pursuant to
Section 1104(a)(1),(2) and (3) of the Bankruptcy Code.

Aurelius is one of the largest holders of pre-leverage buyout
bonds issued by Tribune Company and is one of the largest
unsecured creditors in the Debtors' Chapter 11 cases.

Section 1104(a)(i) of the Bankruptcy Code provides that a court
will appoint a trustee for cause, including fraud, dishonesty,
incompetence, or gross mismanagement of the affairs of the debtor
by current management, either before or after the Petition Date.

According to Aurelius, the appointment of a trustee in the
Debtors' Chapter 11 cases is mandatory because:

  -- the Debtors' undisclosed payment of certain LBO lenders'
     bank fees exemplifies their lack of candor and disregard of
     the policy of transparency inherent to every Chapter 11
     proceeding;

  -- a conflict results in the Debtors' unwillingness to pursue
     causes of action against insiders or third parties;

  -- there exists extreme acrimony among the parties; and

  -- the stakeholders have completely lost confidence in
     management's ability to act as an "honest broker" or to
     propose a confirmable plan.

William P. Bowden, Esq., at Ashby & Geddes, P.A., in Wilmington,
Delaware, attorney for Aurelius, says although the Chapter 11
Examiner did not directly address whether a trustee should be
appointed, the Examiner Report portrays a textbook case for the
appointment of a trustee.  He notes that the Examiner found that
both present and former officers appear to have acted with
deliberate dishonesty and in violation of their fiduciary duties
in connection with the very transactions that landed Tribune in
Chapter 11.  Unsurprisingly, he asserts, the Debtors have already
consumed 21 months trying to block investigation and prosecution
of these matters at every turn, including the Examiner's
investigation that proved so revealing.

"While an official creditors committee can serve as a
representative to pursue estate causes of action, it cannot
otherwise perform the duties of a trustee, and it cannot
compensate for the risk of having corrupt and conflicted
individuals managing the debtors' affairs," Mr. Bowden tells the
Court.  "Moreover, in this instance, the Committee itself and its
principal counsel are riddled with conflicts and have an
impressive track record of trying to protect the interests of LBO
Lenders and management at the expense of other unsecured
creditors," he adds.

The Court previously entered an order appointing the Honorable
Kevin Gross as mediator to conduct mediation concerning the terms
of a plan of reorganization, including the appropriate resolution
of the LBO-Related Causes of Action.

Aurelius relates that while it welcomes the opportunity to
participate in the mediation, the initiation of that process has
not obviated the need for the prompt appointment of a trustee in
the Debtors' cases.  Regardless of whether the Mediation results
in a settlement of all plan-related issues, it is essential that a
disinterested fiduciary be appointed to proceed with investigating
and asserting valuable causes of action, which are due to soon to
expire, Aurelius avers.

Aurelius tells the Court that it wishes that it had the luxury of
forbearing while mediation is pursued.  Aurelius is nonetheless
compelled to seek the expeditious appointment of a trustee because
of rapidly approaching statutes of limitation, Mr. Bowden says.
The deadline to commence avoidance actions relating to the LBO
Transactions will occur on December 8, 2010.  While the timely
appointment of a trustee would extend by one year the deadline for
avoidance actions, it would not extend the deadline for non-
avoidance actions, Mr. Bowden notes.

Aurelius asserts that without an independent trustee, it is
unlikely that a plan can get confirmed and that the Debtors will
emerge from bankruptcy in the near future.

Aurelius also asks the Court to enter an order scheduling and
setting a hearing on the Trustee Motion and related Motion to Seal
for the first available hearing date after October 1, 2010 with a
corresponding schedule for responsive pleadings.  At Aurelius's
behest, the Court will convene a hearing on the Trustee Motion on
October 22, 2010.

In a separate filing, Aurelius seeks the Court's authority to file
under seal redacted portion of the Trustee Motion.  Aurelius seeks
an order from the Court determining whether the Redacted
Information contained in the Trustee Motion is confidential or
commercially sensitive information of the type contemplated by
Section 107(b) of the Bankruptcy Code, and if so, granting
Aurelius permission to file the Trustee Motion under seal pursuant
to Federal Rule 9018 and Local Rule 9018 1(b).  Should the Court
determine that the Redacted Information does not all within the
ambit of Section 107(b), and therefore deny the Motion to Seal,
Aurelius shall promptly file and serve its Trustee Motion in full,
unredacted form.

                         About Tribune Co

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 December 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 December 8, 2008, the Debtors had $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)


TRIBUNE CO: Committee Wants Right to Sue Directors, Shareholders
----------------------------------------------------------------
The Official Committee of Unsecured Creditors in Tribune Co.'s
Chapter 11 cases asks the U.S. Bankruptcy Court for the District
of Delaware to grant it leave, standing and authority to commence,
prosecute and settle certain claims or causes of action against:

  (a) Tribune's board of directors and its officers at the time
      of the leveraged buyout transaction;

  (b) the board of directors and officers of those Tribune
      subsidiaries that guaranteed certain indebtedness incurred
      by Tribune during the transaction;

  (c) several entities which were among Tribune's largest
      shareholders during the relevant time period and
      effectively controlled the D&O Defendants' actions in
      approving the ruinous LBO Transaction;

  (d) Samuel Zell, a billionaire investor who orchestrated the
      takeover of Tribune, and his affiliated entities Equity
      Group Investments, LLC, EGI-TRB, LLC, and Sam Investment
      Trust;

  (e) assignees of EGI-TRB's interests in a certain subordinated
      promissory note;

  (f) Valuation Research Corporation, one of Tribune' financial
      advisors, which provided solvency opinions in connection
      with the LBO Transaction;

  (g) certain persons and legal entities who aided and abetted,
      benefited from, or otherwise participated, directly or
      indirectly, in the wrongful acts alleged in the Complaint,
      whose identities are yet to be determined; and

  (h) persons and legal entities who redeemed, sold, or traded
      shares of Tribune stock in connection with the LBO
      Transaction and, accordingly, received payments from
      Tribune, most of whose identities are yet to be
      determined.

The Committee originally filed its Standing Motion on February 1,
2010.  This recent motion serves as a supplement to the Original
Motion to reflect developments since the Original Motion was
briefed, including the filing of the Examiner Report in August
this year.

According to Rebecca L. Butcher, Esq., at Landis Rath & Cobb LLP,
in Wilmington, Delaware, counsel to the Committee, the Committee's
revised draft complaint sets forth new claims, including:

  (a) a separate fraudulent transfer claim of actual fraud
      against the LBO Lenders based on the facts developed by
      the Examiner that he concluded made it reasonably likely
      that there was an intentional fraudulent transfer in
      connection with the LBO;

  (b) federal and state law tort claims against Morgan Stanley
      arising out of its conduct while an advisor to the Company
      and the special committee to the Tribune Board of
      Directors from 2006 to 2008; and

  (c) a claim of aiding and abetting breach of fiduciary duties
      against Morgan Stanley, JPMorgan Chase Bank, N.A., Merrill
      Lynch Capital Corporation, Citigroup North America, Inc.,
      and Bank of America, N.A., alleging that Tribune's senior
      financial management breached its fiduciary duties to the
      Company bay taking improper actions to close the LBO and
      that Tribune management was aided and abetted by these
      defendants.

A full-text copy of the Revised Complaint is available for free
at http://bankrupt.com/misc/Tribune_CommRevComplaint.pdf

The claims arise from the LBO Transaction consummated by the
Debtors, beginning in April of 2007 and concluding in December of
2007, which resulted in the transfer of the ownership of Tribune
and its subsidiaries to the newly formed Tribune Employee Stock
Ownership Plan.

The Claims against the Defendants are premised upon causes of
action including, but not limited to (1) breach of fiduciary duty;
(2) aiding and abetting breach of fiduciary duty; (3) professional
malpractice; (4) violation of Delaware General Corporation Law
Sections 160 and 173; (5) unjust enrichment; (6) constructive or
intentional fraudulent transfer; (7) mandatory subordination; and
(8) equitable subordination or disallowance.

Ms. Butcher relates that from the day the Committee was appointed,
it has sought to determine whether the LBO Transaction and the
obligations incurred in connection with the LBO Transaction caused
and precipitated the Debtors' spiral into bankruptcy only after a
year after the LBO Transaction was completed.

Ms. Butcher asserts that because very serious and significant
questions exist regarding issues of solvency, due diligence and
the exercise of fiduciary duties with respect to the LBO
Transaction, the Committee has conducted an investigation into the
Defendants' actions.  That investigation, she notes, included the
review of millions of pages of documents obtained from the
relevant parties and other discovery.  As a result of the
investigation, and on the basis of additional information adduced
through this bankruptcy proceeding, the Committee has concluded
that the LBO Transaction gave rise to significant claims on behalf
of the Debtors and is prepared to commence an action against the
Defendants, Ms. Butcher relates.

In addition to its own investigation, the Committee relates that
it has had the benefit of extensive factual findings reflected in
the report of the Examiner.  The Examiner Report, along with
numerous exhibits and interview transcripts, was filed under seal
on July 26, 2010, and thereafter made available to the public in
unredacted form.

Because several of the claims are against certain of their current
and former directors and officers, the Debtors will not pursue,
and effectively could never pursue, those claims, Ms. Butcher
avers.  The Committee should therefore be granted authority to
step into the Debtors' shoes in order to pursue these claims for
the benefit of the Debtors' estates, she adds.

Ms. Butcher tells the Court that a failure to grant the Committee
authority to prosecute the Claims would result in a loss to the
estates and their creditors, and would unjustly allow the
Defendants to benefit from their misconduct.

"Given the Debtors' inability and unwillingness to prosecute the
claims, the Committee is the only party-in-interest qualified to
pursue them," Ms. Butcher maintains.

On September 1, 2010, the Court appointed the Honorable Kevin
Gross to mediate disputes concerning the appropriate terms of a
plan of reorganization, including the appropriate resolution of
the LBO-Related Causes of Action.  The Committee supports the
mediation process and the efforts of Judge Gross and the parties
to achieve a consensual plan.

According to the Committee, the Standing Motion is not filed with
intent to thwart or interfere with the mediation, and Court
approval of the Standing Motion will not have that effect.  The
Committee tells the Court that it files the Standing Motion in
light of the December 8, 2010 statutory deadline to commence
avoidance actions.

Apart from obtaining standing, however, the Committee relates that
it is its intention to stand down from further prosecution of the
claims while the mediation is pending before Judge Gross.

A hearing on the Standing Motion will be held on October 22, 2010.

In a separate filing, the Committee seeks the Court's authority to
file under seal Exhibit A to the Standing Motion.  Exhibit A to
the Standing Motion is a draft Complaint.  The Committee relates
that prior to the Standing Motion, it has obtained information on
a confidential basis from the Debtors and other parties that had a
connection with the LBO Transaction or its financing.  The Draft
Complaint contains confidential information provided to the
Committee.

The Committee also seeks the Court's authority to file under seal
an unredacted version of Exhibit A to its supplement to its
Standing Motion.  According to the Committee, Exhibit A to the
Supplement is a draft Complaint and Objection to Claims which
contains information obtained on a confidential basis from the
Debtors and many other parties that had a connection with the LBO
transaction or its financing.

                         About Tribune Co

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 December 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 December 8, 2008, the Debtors had $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)


TRIBUNE CO: Missouri Revenue Department Objects to Plan
-------------------------------------------------------
The Missouri Department of Revenue asks the Court to deny
confirmation of the Debtors' Plan of Reorganization because the
terms of the Plan lacks specificity regarding payment of priority
tax claims which made it extremely difficult to enforce in the
event of a default in Plan payments.

The Department relates that it has filed a priority tax claim for
$4,175 for 2006 and 2007 corporate income tax liability.

One of the Debtors' options for payment of the Allowed Priority
Tax Claims provides for regular installments in cash equal to the
allowed amount of the claim over a period ending not later than
the fifth anniversary of the Petition Date with interest as
provided under Section 511 of the Bankruptcy Code, according to
the Department.  The Plan states that installment payments will
commence after the Priority Tax Claims becomes an Allowed Claim.

The Department maintains that it appears from the definition of an
Allowed Claim that it will not be possible to determine whether
its Priority Tax Claim is an Allowed Claim and thus trigger
installment payments until the deadline to object to claims
expires.

Accordingly, the Department requests that the Debtors incorporate
this language in the Plan:

  "In the event that the Missouri Department of Revenue's
   Allowed Administrative Expenses, Allowed Priority Tax Claims,
   and Allowed General Unsecured Claims are not paid in
   accordance with the terms of the Plan of Reorganization or
   Confirmation Order, Debtor will be in default.  The
   Department will provide Debtor with written notice of the
   default by mail.  If default is not made good within
   fifteen (15) days after notification, the entire principal
   and accrued interest shall at once become due and payable
   without further notice.  The Department may thereafter
   proceed with either or all of the following remedies:
   (a) enforce the entire amount of its claim under Missouri law;
   (b) exercise any and all its rights and remedies under
   Missouri law; (c) seek such relief as may be appropriate in
   this Court."

                        The Chapter 11 Plan

The U.S. Bankruptcy Court for the District of Delaware appointed
federal judge Kevin Gross as mediator to assist negotiations
between Tribune and various creditor constituencies as the
Company's Chapter 11 process moves forward.

The Plan is built on a settlement of the buyout claims among some
lower ranking creditors, lenders, including JPMorgan Chase & Co.,
and Tribune managers.

The settlement is opposed by holders of $3.6 billion in
prepetition secured debt who announced their opposition even
before the settlement was formally disclosed.

Tribune has filed papers with the Federal Communications
Commission seeking to transfer ownership of the broadcast licenses
as part of its plan to reorganize under Chapter 11.

                         About Tribune Co

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 December 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 December 8, 2008, the Debtors had $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: Creditors Object to $35 Million DIP Loan
------------------------------------------------------
BankruptcyData.com reports that Trico Marine Services' official
committee of unsecured creditors filed with the U.S. Bankruptcy
Court separate objections to the Debtors' motion seeking authority
to obtain DIP financing.  According to the Committee, "Of the $35
million that the Debtors propose to "borrow," the Debtors will
never see $25 million (over 7 1%), which will flow from one
Tennenbaum pocket to another Tennenbaum pocket by means of a roll-
up of Tennenbaum's $25 million first-lien, prepetition debt into
the postpetition DIP financing.  By agreeing to roll-up $25
million of prepetition debt into postpetition debt, the Debtors
have submitted to the DIP Lenders' extraordinary bargaining
leverage and prejudiced their estates in at least several
respects."

The Debtors are seeking to obtain postpetition secured financing
from Tennenbaum Opportunities Partners V, LP, Special Value
Continuation Partners, LP, and Tennenbaum DIP Opportunity Fund,
LLC, and to use the cash collateral.

The DIP lenders have committed to provide up to $35 million in
secured superpriority priming senior credit facility, consisting
of: (i) DIP financing new money loans and, upon entry of the final
order, (ii) the refinancing loan to refinance the amended U.S.
credit facility debt.

The proposed DIP facility will mature on March 11, 2011.  The
Debtor will pay interest on unpaid principal under the DIP loans
at a rate of 11.5% per annum plus the greater of (i) the LIBOR
rate or (ii) 2.5%.  In the event of default, the Debtor will pay
an additional 2% interest.

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

     http://bankrupt.com/misc/TRICO_dipfinancingpact.pdf
     http://bankrupt.com/misc/TRICO_dipfinancingpact2.pdf
     http://bankrupt.com/misc/TRICO_dipfinancingpact3.pdf

The Court has set a final hearing for September 21, 2010, at
9:00 a.m. prevailing Eastern time on the Debtors' request to
obtain DIP financing and use cash collateral.

                          About Trico Marine

Texas-based Trico Marine Services, Inc. --
http://www.tricomarine.com-- provides subsea services, subsea
trenching and protection services, and towing and supply vessels.
Trico filed for Chapter 11 protection on August 25, 2010 (Bankr.
D. Del. Case No. 10-12653).  John E. Mitchell, Esq., Angela B.
Degeyter, Esq., and Harry A. Perrin, Esq., at Vinson & Elkins LLP,
assist the Debtor in its restructuring effort.  The Debtor
disclosed $30,562,681 in assets and $353,606,467 in liabilities as
of the Petition Date.

Affiliates Trico Marine Assets, Inc. (Bankr. D. Del. Case No. 10-
12648), Trico Marine Operators, Inc. (Case No. 10-12649), Trico
Marine International, Inc. (Case No. 10-12650), Trico Marine
Cayman, L.P. (Case No. 10-12651), and Trico Holdco, LLC (Case No.
10-12652) filed separate Chapter 11 petitions.

Cahill Gordon & Reindell LLP is the Debtors' special counsel.
Alix Partners Services, LLC, is the Debtors' chief restructuring
officer.  Epiq Bankruptcy Solutions is the Debtors' claims and
notice agent.


ULTIMATE ESCAPES: Files for Bankruptcy Protection
-------------------------------------------------
Ultimate Escapes Holdings LLC together with 84 affiliates sought
Chapter 11 protection in Wilmington, Delaware on September 20
(Bankr. D. Del. Case No. 10-12915).

The Board of Directors of UEI authorized the filing of a Chapter
11 petition following the recommendation of a Special Committee of
UEI's independent directors in order to protect UEI's assets with
a goal to maximize the value for all of its constituencies,
including its creditors, its members and potentially its
shareholders.  The Company has requested that the Court approve
the appointment of CRG Partners, LLC to provide the services of a
Chief Restructuring Officer and supporting personnel, and UEI has
also filed a variety of first day motions that will allow it to
manage its critical operations with the goal of continuing to
provide a reasonable level of services to its members for the
short period of the expected proceeding.

UEI, in conjunction with its largest secured lender under an
agented credit facility, is exploring the sale of its operations
to another destination club, hospitality company, or investment
group as well as other strategic alternatives.  Efforts to explore
such options had begun several weeks ago.  Among the options which
have been explored is the possibility of a stand-alone plan
whereby members could acquire equity in the club.

In order to facilitate the sale of UEI's assets and operations,
UEI's largest secured lender has agreed to provide a credit bid
for substantially all of the assets of the Debtors.  Pursuant to a
proposed bidding process filed with the Bankruptcy Court, such
secured lender's bid would be subject to higher and better bids
through an auction process.  It is anticipated that qualified
interested parties may submit bids for all or parts of the
Debtors' assets and operations, including bids on individual owned
properties.  If no higher and better bid is obtained within the
process approved by the Bankruptcy Court, then such secured lender
or its assignee will purchase substantially all or certain of the
Debtors' assets to be determined at a final closing.

No assurance can be given that any acceptable alternative will be
found as an alternative to the sale to such secured lender.
Accordingly no assurance can be given that the business of the
Company will be sold as a going concern or that any such plan will
result in any recovery to the shareholders or unsecured creditors
of UEI.

       Events that Increase a Direct Financial Obligation

The filing of the Chapter 11 Case described in Item 1.03 above
constituted an event of default or otherwise triggered repayment
obligations under a number of instruments and agreements relating
to direct and indirect financial obligations of the UE Companies.
As a result of this event of default, the obligations under the
Debt Documents became, or may become at the election of the
respective lenders, immediately due and payable.  The Debt
Documents and approximate amount of debt currently outstanding
there under are:

   -- Consolidated Amended and Restated Loan and Security
      Agreement, dated as of September 15, 2009, as amended, with
      CapitalSource Finance LLC and the other lenders party
      thereto with respect to approximately $97.5 million of
      principal and accrued and unpaid interest as of the date
      hereof; and

   -- Second Mortgage Note among JDI Ultimate, L.L.C. and the
      borrowers listed therein dated April 30, 2007, as assigned
      by JDI Ultimate, L.L.C. to Ultimate Resort Holdings, LLC
      pursuant to the terms of that certain Assignment and
      Assumption of Loan dated as of October 29, 2009 with respect
      to approximately $10.5 million of principal and accrued and
      unpaid interest as of the date hereof.

The Company believes that any efforts to enforce the payment
obligations under the Debt Documents are stayed as a result of the
filing of the Chapter 11 Case in the Bankruptcy Court.

The Company estimated assets of $10 million to $50 million and
debt of $100 million and $500 million in its Chapter 11 petition.

                           Loan Default

Beth Jinks and Jonathan Keehner at Bloomberg report that Ultimate
Escapes Chief Executive Officer and Founder Jim Tousignant, 49,
told members the six-year-old club was in default on a $90 million
loan.

Mr. Tousignant, in a Bloomberg interview last week, blamed the
2008 financial crisis for the Company's woes.  He added that
expenses rose as cash stopped flowing.

More than 70 destinations and the Waldorf Astoria Hotel are no
longer available to members following the bankruptcy filing,
Ultimate Escapes said September 20 in an e-mail to members,
according to Bloomberg.

                           Industry Woes

Bloomberg relates that destination clubs such as Ultimate Escapes
and its larger competitor, AOL Inc. co-founder Steve Case's
closely held Exclusive Resorts LLC, offer luxury vacations,
complete with in- house concierges and on-call maids, as a more
upscale, convenient and varied alternative to a timeshare or
second home.  At Ultimate Escapes, membership starts with a
$70,000 one-time payment, plus $8,000 in annual dues for a minimum
of 14 days of access to $1 million residences.  Prices climb
exponentially for longer breaks at more expensive properties.

Industry sales, Bloomberg relates, rose to a peak of $610 million
in 2007 from $450 million in 2004 before tumbling to $195 million
last year, according to Ragatz Associates, a resort real estate
consultant.  Collecting mansions around the world left some clubs
with too much debt and too few fee-paying members after the bust,
derailing some with a business model that relied on increasing
annual fees by signing up new vacationers.  At least three clubs,
High Country Club LLC, Solstice LLC and the Lusso Collection, have
already gone bankrupt.

                 Members Like Unsecured Creditors

"The problem with destination clubs is that members don't own the
actual real estate," said Howard C. Nusbaum, president of the
American Resort Development Association, according to the
Bloomberg report.  "They get treated like kings, but if the
developer gets into trouble there's no recourse. If the club goes
bankrupt, members have to get in line like any other unsecured
creditor."

Some clubs, such as Equity Estates, where members own a portion of
the real estate or the club itself, and the biggest membership-
only group, Exclusive, are growing, said Levi Moe, founder of
Destination Club News, which publishes an independent newsletter
tracking the industry.


ULTIMATE ESCAPES: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Ultimate Escapes Holdings, LLC
        3501 West Vine Street, Suite 225
        Kissimmee, FL 34741

Bankruptcy Case No.: 10-12915

Debtor-affiliates filing separate Chapter 11 petitions:

     Ultimate Resort, LLC
     Ultimate Operations, LLC
     Ultimate Resort Holdings, LLC
     Ultimate Escapes, Inc. (fka Secure
     America Acquisition Corporation)
     P & J Partners, LLC
     UE Holdco, LLC
     UE Member, LLC
     Ultimate Escapes Clubs, LLC
     Ultimate Escapes Elite Club, LLC
     Ultimate Escapes Signature Club, LLC
     Ultimate Escapes Premiere Club, LLC
     Ultimate Scottsdale, LLC
     Ultimate Lake Tahoe, LLC
     Ultimate Colorado, LLC
     Ultimate Telluride Mountain Village, LLC
     Ultimate Naples Strada Bella, LLC
     Ultimate Naples Monteverde, LLC
     Ultimate Palm Beach Ocean, LLC
     Ultimate Maui Wailea Beach, LLC
     Ultimate Sun Valley MacKenzie, LLC
     Ultimate Sun Valley Plaza Townhouse, LLC
     Ultimate New York Trp International, LLC
     Ultimate Kiawah Turtle Beach, LLC
     Ultimate Park City Silverlake, LLC
     Ultimate Jackson Hole Snake River, LLC
     Bahamas Investments I, LLC
     Bahamas Investments II, LLC
     Bahamas Investments III, LLC
     Bahamas Investments IV, LLC
     Cabo Casa Tortuga, LLC
     Cabo Esperanza #1501, LLC
     Cabo Esperanza #1502, LLC
     Cabo Esperanza #1503, LLC
     Cabo Esperanza #1601, LLC
     Cabo Esperanza #1602, LLC
     Cabo Esperanza #1603, LLC
     Cabo Villa Del Sol, LLC
     Cabo Villa Eternidad, LLC
     Cabo San Lucas Villa Paraiso, LLC
     Ultimate Nevis Investments, LLC
     Snowflake Investments I, LLC
     Sunny Isles Investments I, LLC
     Tahoe Investments I, LLC
     Cabo Investments I, LLC
     Mahogany Run Investments I, LLC
     Candlewood Investments I, LLC
     Ultimate Scottsdale Rocks, LLC
     Ultimate Beaver Creek, LLC
     Ultimate Indian Rocks Beach, LLC
     Ultimate Key West, LLC
     Ultimate Lake Las Vegas, LLC
     Ultimate Newport Americas, LLC
     Private Escapes of La Quinta Platinum, LLC
     Private Escapes La Quinta I, LLC
     Private Escapes La Quinta II, LLC
     Private Escapes Platinum of Copper Mountain, LLC
     Private Escapes Platinum Telluride, LLC
     Private Escapes of Steamboat, LLC
     Private Escapes of Lake Oconee, LLC
     Private Escapes of Waikoloa, LLC
     Private Escapes of Waikoloa II, LLC
     Private Escapes of Chicago, LLC
     Private Escapes of Currituck, LLC
     Private Escapes Platinum Currituck, LLC
     Private Escapes of Tahoe, LLC
     Private Escapes of Platinum Lake George, LLC
     Private Escapes of One Central Park West, LLC
     Private Escapes 1600 Broadway LLC
     Private Escapes Link, LLC
     Private Escapes Platinum One Central Park West, LLC
     Private Escapes of Kiawah, LLC
     Private Escapes of Platinum Kiawah, LLC
     Private Escapes of Jackson Hole, LLC
     Private Escapes Villa 304, LLC
     Private Escapes Platinum Cabo, LLC
     Private Escapes La Playa, LLC
     Private Escapes of Cabo, LLC
     Private Escapes Platinum TCI, LLC
     Private Escapes Platinum Chicago, LLC
     Private Escapes of Fox Acres, LLC
     Private Escapes of Stow, LLC
     Private Escapes La Costa, LLC
     Private Escapes Platinum La Costa, LLC
     Private Escapes Borgo di Vagli, LLC

Type of Business: Ultimate Escapes, Inc., is a luxury
                  destination club that sells club memberships
                  offering members reservation rights to use its
                  vacation properties, subject to the rules of
                  the club member's Club Membership Agreement.
                  The Company's properties are located in various
                  resort locations throughout the world.
                  Web site: http://www.ultimateescapes.com/

Chapter 11 Petition Date: September 20, 2010

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

Bankruptcy Judge:  Brendan Linehan Shannon

Debtors' Counsel:  Scott D. Cousins, Esq.
                   GREENBERG TRAURIG LLP
                   The Nemours Building
                   1007 North Orange Street, Suite 1200
                   Wilmington, DE 19801
                   Tel: (302) 661-7000
                   Fax: (302) 661-7360

Debtors' Chief
Restructuring
Officer:           CRG PARTNERS GROUP LLC


Estimated Assets:  $10 million to $50 million

Estimated Debts :  $100 million to $500 million

The petition was signed by Philip Callaghan, chief financial
officer.

Ultimate Escapes' List of 20 Largest Unsecured Creditors:

Entity/Person                 Nature of Claim    Claim Amount
-------------                 ---------------    ------------
Trump International Hotel     Trade Debt            $496,029
& Tower
1 Central Part West
New York, NY 10023

Weinstock & Scavo, P.C.       Professional          $400,561
3405 Peidmont Road N.E.       Service
Suite 300
Atlanta, GA 30305

Mintz Levin Coch Ferris       Professional          $375,000
Glovsky & Pompeo              Service
Attn: Jeffrey Schultz
66 Third Avenue
Chrysler Center
New York, NY 10017

Dennis Evans                 Liquidation            $231,000
                             Settlement

Francisco Acosta             Trade Debt             $208,000

Michael Parker               Trade Debt             $181,800

Strauss Zelnick              Litigation             $171,666
                             Settlement

Condominium Esperanza        Trade Debt             $158,069
A.C. (WIRE)

Blaine Parrott               Trade Debt             $157,600

Clive Buckley and Keri       Litigation             $152,305
Buckley                      Settlement

Kenneth D. Phillips          Trade Debt             $150,000

WorlHotels                   Trade Debt             $148,793

Ito Group                    Litigation             $140,266
                             Settlement

Maxwell Rhee and S. Kim      Trade Debt             $140,000

P&S LLC                      Litigation             $135,000
                             Settlement

Creg McDonald                Trade Debt             $132,610

Greg Dugas                   Trade Debt             $123,000

Marcus Acheson               Trade Debt             $120,900

Ian Mead                     Trade Debt             $120,333

Patrick Reardon              Trade Debt             $119,066


UNISYS CORP: Putnam Funds Report 10.2% Equity Stake
---------------------------------------------------
Boston, Massachusetts-based Putnam, LLC d/b/a Putnam Investments,
Putnam Investment Management, LLC, and The Putnam Advisory
Company, LLC, disclosed that they may be deemed to own in the
aggregate 4,366,911 shares or roughly 10.2% of the common stock of
Unisys Corp.

Putnam Investment Management, LLC, is the investment adviser to
the Putnam family of mutual funds and The Putnam Advisory Company,
LLC, is the investment adviser to Putnam's institutional clients.
Both subsidiaries have dispository power over the shares as
investment managers, but each of the mutual fund's trustees have
voting power over the shares held by each fund, and The Putnam
Advisory Company, LLC has shared voting power over the shares held
by the institutional clients.

                           About Unisys

Based in Blue Bell, Pennsylvania, Unisys Corporation (NYSE: UIS)
-- http://www.unisys.com/-- provides a portfolio of IT services,
software, and technology that solves critical problems for
clients.  With more than 26,000 employees, Unisys serves
commercial organizations and government agencies throughout the
world.

The company's balance sheet for June 30, 2010, showed
$2.714 billion in total assets; against total current liabilities
of $1.160 billion, long-term debt of $835.7 million, long-term
postretirement liabilities of $1.507 billion, long-term deferred
revenue of $150.3 million, other long-term liabilities of
$140.2 million, non-controlling interests of $500,000, and a
stockholders' deficit of $1.080 billion.

                           *     *     *

As reported by the Troubled Company Reporter on September 3, 2010,
Fitch Ratings upgraded these ratings for Unisys Corporation:
Issuer Default Rating to 'B+' from 'B'; First lien senior secured
notes to 'BB+/RR1' from 'BB/RR1'; Second lien senior secured notes
to 'BB+/RR1' from 'BB-/RR2'; Senior unsecured notes to 'B+/RR4'
from 'B-/RR5'.  Among other things, Fitch said the upgrades and
Stable Outlook reflect an improved liquidity profile as Unisys
reduced and extended its debt maturity schedule in the past year
ended June 30, 2010, thereby providing the company with the
necessary financial flexibility to continue its ongoing business
model transformation.

As reported by the TCR on August 26, 2010, Standard & Poor's
Ratings Services raised its corporate credit rating on Unisys
Corp. to 'B+' from 'B'.  The outlook is stable.

"The upgrade reflects Unisys' improved operating performance over
the past nine months and adequate liquidity, which provides some
capacity at the current rating level for potential earnings
volatility," said Standard & Poor's credit analyst Martha Toll-
Reed.  The ratings on Unisys Corp. reflect S&P's view that the
company's moderate leverage for the rating and consistently
positive annual free cash flow will provide sufficient cushion in
the near term to mitigate ongoing revenue declines and lack of
operating performance predictability.

As reported by the TCR on August 17, 2010, Moody's Investors
Service upgraded Unisys' corporate family rating and probability
of default rating to B1 from B3.  Simultaneously, Moody's upgraded
the company's senior secured 1st lien notes due 2014 to Ba1 from
Ba3, senior secured 2nd lien notes to Ba2 from Ba3, and senior
unsecured notes due 2012, 2015 and 2016 to B2 from Caa1.  The
outlook remains stable.

The rating upgrade reflects Unisys' improved operating performance
over the last year including solid free cash flow, reduced balance
sheet debt, improved liquidity profile and credit metrics, which
Moody's expects will continue in the near term.  After years of
incurring significant restructuring costs, the company has
positioned itself to generate consistent levels of profits and
cash flow.


VENTAS INC: Fitch Affirms Preferred Stock Rating at 'BB+'
---------------------------------------------------------
Fitch Ratings has affirmed the credit ratings of Ventas, Inc., and
two of its subsidiaries, Ventas Realty, Limited Partnership and
Ventas Capital Corporation:

  -- Issuer Default Rating at 'BBB';
  -- $1 billion unsecured credit facility at 'BBB';
  -- $750 million senior unsecured notes at 'BBB';
  -- $230 million senior unsecured convertible Notes at 'BBB';
  -- Preferred stock (indicative rating) at 'BB+'.

The Rating Outlook is Stable.

The affirmation of Ventas's IDR at 'BBB' centers on the company's
robust cash flow from healthcare real estate in excess of the
company's fixed charges.  The company's portfolio exhibits
geographical and property segment diversification, and was further
expanded via the July 1, 2010 acquisition of businesses owned and
operated by Lillibridge Healthcare Services, Inc., and related
entities along with interests in 96 medical office buildings and
ambulatory facilities.  Ventas also has low leverage for the
rating category and a management team with a successful track
record.  Offsetting these credit strengths are operator and
manager concentration across the portfolio, as well as the weak
financial condition of Sunrise Senior Living, Inc., one of
Ventas's major property managers.  Ventas's bondholders are also
structurally subordinated to various secured creditors in the
company's capital structure.  The Stable Outlook is driven by
Ventas's solid unencumbered asset coverage of unsecured debt and
good near-term liquidity profile, although the company has
sizeable debt maturities in 2012.

The company's fixed charge coverage ratio, defined as recurring
operating EBITDA less routine capital expenditures and straight-
line rent adjustments, divided by interest expense and capitalized
interest, was robust at 3.5 times for the trailing 12 months ended
June 30, 2010, compared with 3.4x and 2.8x during 2009 and 2008,
respectively.  Increases in fixed charge coverage stem from
substantial de-leveraging and rent growth.  Ventas generates
organic cash flow growth due to contractual rent escalators within
certain leases including those with Kindred Healthcare, Inc. and
Brookdale Senior Living, Inc., which contributed 38% and 18%,
respectively, of Ventas's second-quarter 2010 (2Q'10) net
operating income pro forma for the Lillibridge transaction.  Fitch
anticipates that absent de-leveraging transactions, fixed charge
coverage will remain between 3.0x and 3.5x, rising modestly in
2011 and 2012 due to contractual rent escalators.  Ventas's long-
term fixed charge coverage ratio target as defined by Ventas is at
least 3.0x.  Per the definition of fixed charge coverage under the
company's revolving credit facility, fixed charge coverage was
3.4x in 2Q'10.

The company's portfolio exhibits geographical and property segment
diversification, which Fitch views favorably.  As of June 30,
2010, 7.4% of the company's properties were in California,
followed by Pennsylvania (6.8%), Massachusetts (6.8%), Ohio
(5.8%), Kentucky (5.8%), and Florida (5.2%).  No other state
exceeded 5% of the total portfolio as of June 30, 2010, giving
Ventas broad exposure to demand for seniors housing and other
health care real estate.  In addition, the Lillibridge transaction
increased the percentage of net operating income derived from
medical office buildings to 8% from 5%.  Pro forma for the
Lillibridge transaction, seniors housing will contribute 48% of
NOI, skilled nursing facilities will be 28%, hospitals will be
14%, and loan investments will be 2%.  Healthcare real estate is
approximately a $700 billion industry in 2009, making up a
significant share of gross domestic product.  With continual
growth expected in the healthcare industry, Ventas's presence
across various healthcare real estate segments will position the
company to take advantage of macroeconomic demand drivers.

Ventas's leverage, defined as net debt to recurring operating
EBITDA, was low for the rating category at 4.2x as of June 30,
2010, compared with 4.3x and 5.1x as of Dec. 31, 2009 and Dec. 31,
2008, respectively.  Ventas funded the $381 million Lillibridge
transaction at an implied capitalization rate in a range of 7.6%
to 7.9% with cash on hand, borrowings under its revolving credit
facilities, and the assumption of mortgage debt, thereby
increasing leverage modestly above 4.5x on a pro forma basis.
Absent de-leveraging transactions, Fitch anticipates that leverage
will remain between 4.5x and 5.0x through 2012.  Ventas's long-
term net debt to EBITDA target as defined by Ventas is 5.0x
(leverage as defined by Ventas was 4.0x as of June 30, 2010).

Major credit concerns include operator and manager concentration
and the weak financial condition of Sunrise Senior Living, Inc.,
one of Ventas's top property managers.  As of June 30, 2010, pro
forma for the Lillibridge transaction, Sunrise-managed properties
comprised 19% of total NOI, while Brookdale and Kindred-operated
properties comprised 38% and 18% of NOI, respectively.  Despite
operator and manager concentration, Ventas generates operating
portfolio cash flow from approximately 7,000 individual seniors
and approximately 1,750 MOB tenants.

A manager of Ventas's operating seniors housing portfolio, Sunrise
has a weak financial condition.  As of June 30, 2010, Sunrise had
significant debt maturities in 2010 and debt that is in default.
Sunrise has extended certain debt in default and is seeking
additional waivers to avoid acceleration and has pursued asset
sales to improve liquidity.  Nevertheless, Ventas continues to
generate cash flow within its operating portfolio and pay
management fees to Sunrise.  In addition, Ventas may terminate its
management agreements with Sunrise (wherein Ventas pays Sunrise a
base management fee of 6%), under certain scenarios including if
certain Sunrise-managed properties fail to achieve a targeted NOI
level for a given period.  Overall, Sunrise's financial condition
is not having an adverse impact on Ventas's operating portfolio
and Ventas has downside protection in the event of a Sunrise
liquidation, but manager replacement risk remains a possibility.

Ventas's secured debt to undepreciated book capital ratio was
23.6% as of June 30, 2010, compared with 24.3% and 23.4%, as of
Dec. 31, 2009 and Dec. 31, 2008, respectively.  Ventas intends to
reduce secured debt and expand the unencumbered property pool over
time, which Fitch would view positively.  Ventas's secured debt
levels are offset by the company's unencumbered asset coverage of
unsecured debt, which was 3.7x per the covenants within the
company's bond indenture and was approximately 3x based on a
stress capitalization rate of 10% on the company's unencumbered
EBITDA and pro forma for the Lillibridge transaction.

The Stable Outlook centers on Ventas's good near-term liquidity
position.  The company's sources of liquidity (unrestricted cash,
availability under the company's unsecured revolving credit
facility pro forma for the Lillibridge transaction, projected
retained cash flows from operating activities after dividend
payments) divided by uses of liquidity (debt maturities and
projected routine capital expenditures) result in a liquidity
coverage ratio of 1.5x for July 1, 2010 to Dec. 31, 2011.
However, 20.6% of the company's debt matures in 2012 (28.2% pro
forma for the Lillibridge transaction) and the company would have
a liquidity coverage ratio of below 1x through Dec. 31, 2012 in a
stressed case assuming no additional capital raises and a reduced
commitment size of one-third under Ventas's unsecured revolving
credit facility.

Based on Fitch's report, "Equity Credit for Hybrids and Other
Capital Securities" dated Dec. 29, 2009, the two-notch
differential between Ventas's IDR and its indicative preferred
stock rating of 'BB+' is consistent with Fitch's criteria for
corporate entities with a 'BBB' IDR.  In March 2009, Ventas filed
an automatic shelf registration statement on Form S-3 with the SEC
relating to the sale of securities including the authorization of
10,000 shares of preferred stock.  The company had no preferred
stock outstanding as of June 30, 2010.

These factors may have a positive impact on Ventas's ratings
and/or Outlook:

  -- If the company's net debt-to-recurring EBITDA ratio were to
     sustain below 4x (as of June 30, 2010 the company's debt-to-
     recurring EBITDA ratio was 4.2x but is expected to rise above
     4.5x pro forma for the Lillibridge transaction);

  -- If the company's fixed charge coverage ratio were to sustain
     above 3.5x (for the TTM ended June 30, 2010, fixed charge
     coverage was 3.5x but is expected to decrease pro forma for
     the Lillibridge transaction);

  -- Demonstrated access to multiple sources of capital;

  -- Continued operator and manager diversification.

These factors may have a negative impact on Ventas's ratings:

  -- If the company's net debt-to-recurring EBITDA ratio were to
     sustain above 5.5x;

  -- If the company's fixed charge coverage ratio were to sustain
     below 3x;

  -- A sustained decline in unencumbered asset coverage below
     2.5x;

  -- A liquidity shortfall.

Ventas is a real estate investment trust headquartered in Chicago
with an additional office in Louisville that owns a portfolio of
seniors housing and healthcare-related properties in 43 states in
the U.S. and two Canadian provinces.  As of June 30, 2010, and pro
forma for the Lillibridge transaction, the portfolio consisted of
599 assets: 242 senior housing communities, 187 skilled nursing
facilities, 40 hospitals, 122 MOBs, including 96 Lillibridge MOBs,
and eight other properties.  As of June 30, 2010, Ventas had
$6.7 billion of undepreciated book assets, a total market
capitalization of $9.9 billion and an equity market capitalization
of $7.3 billion.  With the exception of the company's senior
housing communities managed by Sunrise pursuant to long-term
management agreements and medical office buildings, Ventas leases
its properties to healthcare operating companies under triple-net
leases.


VIVAKOR INC: Amends June 30 Quarterly Report, Posts $530,900 Loss
-----------------------------------------------------------------
Vivakor, Inc., filed on restated financial statements for the
quarterly period ended June 30, 2010, to restate the expense
related to the Company's two consulting agreements with
consultants which provided shares of common stock as compensation.
The Company concluded that the expense should be calculated based
upon the Company's stock price when the related shares are earned,
and not at the time of the agreement dates.  This change resulted
in a reduction of current assets and stockholders equity by
$353,050 at June 30, 2010.  This change also reduced net loss by
$132,799 for the three months ended June 30, 2010, respectively.

The Company reported a net loss (restated) of $530,894 on $25,659
of revenue for the three months ended June 30, 2010, compared to a
net loss of $310,480 on $88,764 of revenue for the same period of
2009.

The Company's restated balance sheet at June 30, 2010, showed
$2.62 million in total assets, $2.68 million in total liabilities,
and stockholders' equity of $60,664.

As reported in the Troubled Company Reporter on April 9, 2010,
McGladrey & Pullen, LLP, in Cedar Rapids, Iowa, 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 ability to become a profitable
operating company is dependent upon obtaining financing adequate
to fulfill its research and market introduction activities, and
achieving a level of revenues adequate to support the Company's
cost structure.

A full-text copy of the Amended Form 10-Q for the three months
ended June 30, 2010, is available at no charge at:

              http://researcharchives.com/t/s?6b50

For the same reasons, the Company also restated its quarterly
report for the three months ended March 31, 2010.  The Company
reported a net loss (restated) of $591,293 on $161,310 of revenue
for the 2010 first quarter, compared to a net loss of $505,237 on
$6,223 of revenue for the comparable period last year.

The Company's restated balance sheet at June 30, 2010, showed
$3.14 million in total assets, $2.97 million in total liabilities,
and stockholders' equity of $174,105.

A full-text copy of the Amended Form 10-Q for the three months
ended March 31, 2010, is available at no charge at:

               http://researcharchives.com/t/s?6b51

                        About Vivakor Inc.

Coralville, Iowa-based Vivakor, Inc., is a transdisciplinary
research company that develops products in the fields of molecular
medicine, electro-optics, biological handling and natural and
formulary compounds.


WALTER KABAT: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Walter Kabat
          aka Walter Christopher Kabat
              Waldo Kabat
              Waldo C. Kabat
              Robert Becker, Jr.
        6540 West Tonopah Drive
        Glendale, AZ 85308

Bankruptcy Case No.: 10-29632

Chapter 11 Petition Date: September 16, 2010

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

Judge: Charles G. Case, II

Debtor's Counsel: Michael G. Tafoya, Esq.
                  MICHAEL G. TAFOYA, P.C.
                  P.O. Box 80495
                  Phoenix, AZ 85060
                  Tel: (602) 539-2426
                  Fax: (866) 263-6419
                  E-mail: michael.tafoya@azbar.org

Estimated Assets: $0 to $10,000

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

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


* S&P's Global Corporate Defaults Now 54 After 1 Fell Last Week
---------------------------------------------------------------
Wastequip Inc., a U.S.-based waste equipment company, exercised a
payment-in-kind toggle option on its mezzanine loan this week,
causing it to default as per Standard & Poor's Ratings Services'
criteria.  This raises the year-to-date 2010 global corporate
default tally to 54, said an article published September 17 by
Standard & Poor's Global Fixed Income Research, titled "Global
Corporate Default Update (Sept. 10 - 16, 2010) (Premium)."

"By region, the current year-to-date default tallies are 39 in the
U.S., two in Europe, five in the emerging markets, and eight in
the other developed region," said Diane Vazza, head of Standard &
Poor's Global Fixed Income Research.  The other developed region
is Australia, Canada, Japan, and New Zealand.

So far this year, missed interest or principal payments are
responsible for 17 defaults; distressed exchanges account for 16;
Chapter 11 filings account for 12; receiverships account for two;
regulatory directives, debt reorganization, and the exercising of
PIK toggle options are responsible for one each; and the remaining
four defaulted issuers are confidential.

Of the global corporate defaulters in 2010, 42% of issues with
available recovery ratings had recovery ratings of '6' (indicating
our expectation for negligible recovery of 0% to 10%), 12% of the
issues had recovery ratings of '5' (modest recovery prospects of
10% to 30%), 12% had recovery ratings of '4' (average recovery
prospects of 30% to 50%), and 15% had recovery ratings of
'3' (meaningful recovery prospects of 50% to 70%).  And for the
remaining two rating categories, 10% of the issues had recovery
ratings of '2' (substantial recovery prospects of 70% to 90%) and
10% had recovery ratings of '1' (very high recovery prospects of
90% to 100%).


* Large Companies With Insolvent Balance Sheets
-----------------------------------------------

                                                          Total
                                               Total     Share-
                                   Total     Working   Holders'
                                  Assets     Capital     Equity
   Company          Ticker         ($MM)       ($MM)      ($MM)
   -------          ------        ------     -------   --------
AUTOZONE INC        AZO US       5,452.8      (293.1)    (462.0)
LORILLARD INC       LO US        3,140.0     1,654.0      (54.0)
DUN & BRADSTREET    DNB US       1,632.5      (475.7)    (783.9)
MEAD JOHNSON        MJN US       2,032.0       357.5     (509.3)
TAUBMAN CENTERS     TCO US       2,560.9         -       (510.5)
BOARDWALK REAL E    BEI-U CN     2,364.5         -        (64.6)
NAVISTAR INTL       NAV US       9,418.0     2,011.0   (1,040.0)
BOARDWALK REAL E    BOWFF US     2,364.5         -        (64.6)
CHOICE HOTELS       CHH US         390.2      (291.4)     (97.0)
WEIGHT WATCHERS     WTW US       1,090.1      (344.4)    (693.5)
SUN COMMUNITIES     SUI US       1,167.4         -       (123.0)
WR GRACE & CO       GRA US       4,053.3     1,257.7     (229.5)
TENNECO INC         TEN US       2,980.0       286.0      (47.0)
CABLEVISION SYS     CVC US       7,631.6         3.8   (6,183.6)
UNISYS CORP         UIS US       2,714.4       366.1   (1,080.1)
MOODY'S CORP        MCO US       1,957.7      (134.2)    (491.9)
IPCS INC            IPCS US        559.2        72.1      (33.0)
UAL CORP            UAUA US     20,134.0    (1,590.0)  (2,756.0)
CABLEVISION SYS     CVY GR       7,631.6         3.8   (6,183.6)
VENOCO INC          VQ US          709.1        14.1     (118.6)
DISH NETWORK-A      DISH US      9,031.0       608.6   (1,580.3)
VECTOR GROUP LTD    VGR US         850.0       288.8      (19.6)
CHENIERE ENERGY     CQP US       1,769.5        37.3     (503.5)
HEALTHSOUTH CORP    HLS US       1,756.1       112.5     (429.9)
NATIONAL CINEMED    NCMI US        725.5        90.2     (381.7)
THERAVANCE          THRX US        232.4       180.2     (126.0)
OTELCO INC-IDS      OTT-U CN       333.3        25.6       (1.2)
PROTECTION ONE      PONE US        562.9        (7.6)     (61.8)
OTELCO INC-IDS      OTT US         333.3        25.6       (1.2)
CARDTRONICS INC     CATM US        472.6       (25.3)      (2.1)
INCYTE CORP         INCY US        493.7       340.3     (104.8)
DISH NETWORK-A      EOT GR       9,031.0       608.6   (1,580.3)
JUST ENERGY INCO    JE-U CN      1,780.6      (470.0)    (279.3)
ARVINMERITOR INC    ARM US       2,817.0       313.0     (909.0)
UNITED RENTALS      URI US       3,574.0        24.0      (50.0)
DOMINO'S PIZZA      DPZ US         418.6        88.0   (1,263.1)
TEAM HEALTH HOLD    TMH US         828.2        80.0      (37.8)
KNOLOGY INC         KNOL US        648.0        48.7      (13.5)
FORD MOTOR CO       F US       183,156.0   (23,512.0)  (3,541.0)
INTERMUNE INC       ITMN US        161.4        84.7      (46.5)
BOSTON PIZZA R-U    BPF-U CN       110.2         2.3     (117.7)
REGAL ENTERTAI-A    RGC US       2,575.0      (219.7)    (283.5)
REVLON INC-A        REV US         776.3        76.9   (1,011.8)
PETROALGAE INC      PALG US          6.1        (8.9)     (47.4)
GRAHAM PACKAGING    GRM US       2,096.9       228.4     (612.2)
WORLD COLOR PRES    WC CN        2,641.5       479.2   (1,735.9)
LIBBEY INC          LBY US         794.2       144.4      (11.7)
AFC ENTERPRISES     AFCE US        114.5        (0.2)      (4.0)
WORLD COLOR PRES    WCPSF US     2,641.5       479.2   (1,735.9)
SUPERMEDIA INC      SPMD US      3,261.0       522.0      (22.0)
WORLD COLOR PRES    WC/U CN      2,641.5       479.2   (1,735.9)
SALLY BEAUTY HOL    SBH US       1,517.1       345.6     (523.9)
COMMERCIAL VEHIC    CVGI US        276.9       111.2      (10.4)
ALASKA COMM SYS     ALSK US        627.4        15.0      (11.3)
JAZZ PHARMACEUTI    JAZZ US         97.3       (24.2)     (16.3)
FORD MOTOR CO       F BB       183,156.0   (23,512.0)  (3,541.0)
US AIRWAYS GROUP    LCC US       8,131.0      (220.0)    (168.0)
AMER AXLE & MFG     AXL US       2,027.7        31.7     (520.4)
RURAL/METRO CORP    RURL US        288.5        34.6     (101.2)
BLUEKNIGHT ENERG    BKEP US        297.3      (431.2)    (149.9)
CENTENNIAL COMM     CYCL US      1,480.9       (52.1)    (925.9)
HALOZYME THERAPE    HALO US         51.5        38.3      (14.1)
RSC HOLDINGS INC    RRR US       2,690.2      (120.0)     (33.8)
LIONS GATE          LGF US       1,592.9      (783.4)      (1.6)
CC MEDIA-A          CCMO US     17,286.8     1,240.8   (7,209.3)
SINCLAIR BROAD-A    SBGI US      1,539.8        52.1     (170.4)
MORGANS HOTEL GR    MHGC US        774.4        50.5       (4.3)
AMR CORP            AMR US      25,885.0    (2,015.0)  (3,930.0)
NPS PHARM INC       NPSP US        193.8       129.0     (179.5)
QWEST COMMUNICAT    Q US        18,959.0      (424.0)  (1,241.0)
MITEL NETWORKS C    MITL US        624.5       162.6      (48.1)
MANNKIND CORP       MNKD US        239.6        11.0     (137.7)
ACCO BRANDS CORP    ABD US       1,064.0       242.5     (125.6)
CENVEO INC          CVO US       1,553.4       199.9     (183.8)
PALM INC            PALM US      1,007.2       141.7       (6.2)
SINCLAIR BROAD-A    SBTA GR      1,539.8        52.1     (170.4)
ARQULE INC          ARQL US        118.5        53.9       (4.1)
PDL BIOPHARMA IN    PDLI US        271.5       (66.5)    (434.9)
PLAYBOY ENTERP-A    PLA/A US       189.0       (12.4)     (27.6)
VIRGIN MOBILE-A     VM US          307.4      (138.3)    (244.2)
PLAYBOY ENTERP-B    PLA US         189.0       (12.4)     (27.6)
CONSUMERS' WATER    CWI-U CN       887.2         3.2     (258.0)
WARNER MUSIC GRO    WMG US       3,655.0      (546.0)    (174.0)
GENCORP INC         GY US          963.4       140.3     (241.2)
SANDRIDGE ENERGY    SD US        3,128.7      (109.4)    (118.5)
GLG PARTNERS-UTS    GLG/U US       400.0       156.9     (285.6)
GLG PARTNERS INC    GLG US         400.0       156.9     (285.6)
EPICEPT CORP        EPCT SS         11.4         3.3      (10.2)
LIN TV CORP-CL A    TVL US         783.5        28.7     (156.5)
ABSOLUTE SOFTWRE    ABT CN         124.3        (5.1)      (2.6)
STEREOTAXIS INC     STXS US         50.9        (0.2)      (0.8)
EXELIXIS INC        EXEL US        419.7        12.8     (214.7)
GREAT ATLA & PAC    GAP US       2,677.1       (51.0)    (524.0)
EASTMAN KODAK       EK US        6,791.0     1,423.0     (208.0)
HOVNANIAN ENT-A     HOV US       1,909.8     1,264.2     (207.4)
MAGMA DESIGN AUT    LAVA US         74.6         9.6       (6.1)
ALEXZA PHARMACEU    ALXA US         71.3        21.0      (28.7)
PRIMEDIA INC        PRM US         218.9        (5.9)    (102.1)
ARRAY BIOPHARMA     ARRY US        159.2        39.4     (116.7)



                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard
C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez,
Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2010.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
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re-mailing and photocopying) is strictly prohibited without prior
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herein is obtained from sources believed to be reliable, but is
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The TCR subscription rate is $775 for 6 months delivered via e-
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are $25 each.  For subscription information, contact Christopher
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                  *** End of Transmission ***