TCR_Public/100930.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

           Thursday, September 30, 2010, Vol. 14, No. 271

                            Headlines

2500 HALLANDALE: Section 341(a) Meeting Scheduled for Oct. 28
5TH AVENUE: Proposes $3.5-Mil. of DIP Financing from WestLB
ABITIBIBOWATER INC: $185,000 in Claims Change Hands for August
ACCREDITED HOME: Targets Plan Confirmation in December
AF EVANS: Secured Creditor Auctioning Pledged Equity Interests

AMBRILIA BIOPHARMA: Obtains Jan. 28 Extension of CCAA Stay Order
AMERICAN INT'L: AIA Sees At-Least-$2-Bil. Profit for Fiscal 2010
AMERICAN INT'L: Chairman Says Government Could Get Profit
AMERICAN INT'L PETROLEUM: Law Firm Has to Disgorge $135,000
AMERICAN PACIFIC: Section 341(a) Meeting Scheduled for Nov. 4

AMERICAN SAFETY: Wants Junior Creditors' Plea to Delay Sale Denied
ANNA NICOLE SMITH: Is a Compulsory Counterclaim a Core Proceeding?
ASARCO LLC: Bondholders' Substantial Contribution Claim Denied
AZCO LLC: Section 341(a) Meeting Scheduled for Oct. 26
BALL FOUR: Section 341(a) Meeting Scheduled for Oct. 25

BALL FOUR: Taps Weinman & Associates as Bankruptcy Counsel
BASIN WATER: Ct. Dismisses Trust Suit for Lack of Jurisdiction
BAY VISTA: Case Summary & 10 Largest Unsecured Creditors
BEAR ISLAND: Auction Winner to Be Decided by Judge
BLOCKBUSTER INC: Applies for Rothschild as Financial Advisor

BLOCKBUSTER INC: Intends to Maintain Customer Programs
BLOCKBUSTER INC: Proposes to Pay Obligations to Key Vendors
BLOCKBUSTER INC: Seeks Approval of Weil Gotshal as Bankr. Counsel
BOSTON BLACKIES: Closes Certain Store Locations Immediately
BRANDYWINE OPERATING: Fitch Affirms 'BB+' Issuer Default Rating

BRUGNARA PROPERTIES: Section 341(a) Meeting Scheduled for Oct. 26
CAMTECH PRECISION: Final Hearing on Cash Use Set for December 7
CARBON BEACH: Hearing on Construction Financing Set for October 1
CATHOLIC CHURCH: Davenport Reaches $22MM Capital Campaign Goal
CATHOLIC CHURCH: Fairbanks Trustee Proposes Travelers Settlement

CATHOLIC CHURCH: Spokane Needs to Raise $800k to Pay Abuse Claims
CATHOLIC CHURCH: Wilmington's Removal Period Extended to October
CHARLES JONES: Case Summary & 20 Largest Unsecured Creditors
CHEM RX: Plans PharMerica-Led Auction for All Assets on Oct. 27
CHEMTURA CORP: A&M Files 2nd Report on Chemtura Canada

CHINA MEDIA: Posts $265,500 Net Loss in June 30 Quarter
CITIGROUP INC: Treasury to Sell Portion of $2.2BB TruPS
CLAIM JUMPER: Landry's Restaurants Wants to Lead Auction
CLOVERLEAF ENTERPRISES: UST Has Until Oct. 15 to Object to Fees
CODA OCTOPUS: Earns $286,000 in July 31 Quarter

COLONIAL BANCGROUP: Bankr. Ct. Interprets 11 U.S.C. Sec. 365(o)
COMMUNITY HEALTH: Fitch Issues Recovery Rating Review
CORUS BANKSHARES: Court OKs FDIC Stipulation on Tax Refunds Escrow
CORUS BANKSHARES: Has Until January 31 to File Chapter 11 Plan
CROSSTOWN STOR-N-MORE: Files List of Largest Unsecured Creditors

CULLEN AGRICULTURAL: To Sell 1,200 Acres of Land for $2.8 Million
CYNERGY DATA: Files Liquidating Chapter 11 Plan
DAVID JACK: Case Summary & 20 Largest Unsecured Creditors
DAVIS HERITAGE: Case Summary & 11 Largest Unsecured Creditors
DENNEY FARMS: Section 341(a) Meeting Scheduled for Oct. 27

DIDINA RUCK: Case Summary & Largest Unsecured Creditor
DOLLAR THRIFTY: Avis to Offer $20MM Breakup Fee If Hertz Pulls Out
DUBROW, INC: Case Summary & 20 Largest Unsecured Creditors
EDRA BLIXSETH: Court Denies WCP's Non-Dischargeability Plea
EMCORE CORPORATION: Gets Notification of Deficiency From NASDAQ

EMPIRE RESORTS: Ralph Bernstein Resigns as Director
FACTORY 2-U: Employee Not Eligible for FMLA Protections
FEEL GOLF: Posts $4.3 Million Net Loss in June 30 Quarter
FOUR RIVERS: Posts $574,300 Net Loss in July 31 Quarter
FULTON HOMES: Creditors Set to Vote on Two Rival Chapter 11 Plans

GARLOCK SEALING: Committee Wins Nod for Katten Muchin as Counsel
GARLOCK SEALING: Future Claims Rep. Proposes Grier as Co-Counsel
GARLOCK SEALING: Future Claims Rep. Proposes Orrick as Counsel
GARY WASHINGTON: Judge Duncan Dismisses Chapter 11 Case
GENERAL MOTORS: A&M to Administer Anonymity Protocol

GENERAL MOTORS: Court OKs SPA & BMW Pact Assignment
GENERAL MOTORS: Old GM Gets Plan Exclusivity Until March 29
GENERAL MOTORS: Old GM Wins Nod to Vote on New GM Charter
GLOUCESTER ENGINEER: Files Reorganization Plan
GREENBRIER COS: Receives $200 Million in New Orders

HARRISBURG, PA: Workers Paid This Week; Next Paycheck Uncertain
HCA INC: Fitch Issues Recovery Rating Review
HEALTH MANAGEMENT: Fitch Issues Recovery Rating Review
HIE OF EFFINGHAM: Voluntary Chapter 11 Case Summary
HIG EATONTOWN: Case Summary & 7 Largest Unsecured Creditors

INDUSTRY WEST: Lender Appeals Plan Confirmation at Ninth Circuit
JANICE MORRISON: Case Summary & 20 Largest Unsecured Creditors
KENTUCKIANA MEDICAL: Section 341(a) Meeting Scheduled for Nov. 1
LANDINGS AT MAPLE BAY: Case Summary & Creditors List
LEHMAN BROTHERS: MainStay Asks for Release of $49MM in Collateral

LEHMAN BROTHERS: NewPort Wants Info on Prime Brokerage Accounts
LEHMAN BROTHERS: Says SunCal Settlement Should be Approved
LEHMAN BROTHERS: Wins OK to Reject E-Capital Swap Agreement
LENNY DYKSTRA: Bankruptcy Trustee Seeks Settlement Approval
LIBERTY MUTUAL: Fitch Keeps BB+ Rating on Jr. Sub. Notes Due 2067

LINCOLNSHIRE CAMPUS: Sale of All Assets to Senior Care Approved
LINCOLNSHIRE CAMPUS: Plan Outline Hearing Scheduled for Today
LOBO LAND: Member's Debt Non-Dischargeable Under Sec. 523(a)(6)
MAI THI TRAN: Case Summary & 11 Largest Unsecured Creditors
MAMMOTH HENDERSON I: Files for Chapter 11 in Las Vegas

MARVIN RICHER: Case Summary & 16 Largest Unsecured Creditors
MEDICAL STAFFING: Emerges from Bankruptcy Protection
MGM RESORTS: Unit Proposes to List Shares on Hong Kong Exchange
NA-MOR INC: Mass. Ct. Won't Rule on Sale Due to Lack of Record
NCOAT INC: Judge Approves $1 Million Sale to Fort Ashford

ORLEANS HOMEBUILDERS: Seeks Plan Exclusivity Until Nov. 26
OWENS CORNING: Delaware Files 2nd Quarter 2010 Summary Report
OWENS CORNING: Omni Management Released From Responsibilities
PACIFIC ENERGY: Baker Hughes Fights to Keep $690,000 Payment
PACIFIC ETHANOL: To Sell Senior Convertible Notes for $35 Million

PALATIN TECHNOLOGIES: KPMG LLP Raises Going Concern Doubt
PETER MORRIS: Creditor Wants Trustee to Take Reins in Case
PINNACLE FILMS: Case Summary & 20 Largest Unsecured Creditors
REMINGTON RANCH: Wants Supplemental Loan OK'd to Operate Business
REMINGTON RANCH: Plan Confirmation Hearing Set for October 18

RENEGADE HOLDINGS: Federal Agents Seize Chiqua Penn Plantation
RHC LLC: Files for Chapter 11 to Stop US Bank Foreclosure
RIH CASINO: Faces Suit Over $960 Million Loan
ROBERT MIELL: Sentenced to 240 Months Imprisonment for Fraud
SEA ISLAND: Plan Confirmation Hearing Scheduled for November 4

SELECTRON MANAGEMENT: E.D.N.Y. Ct. Rejects Involuntary Chapter 7
SPECIALTY PRODUCTS: Wants Plan Exclusivity Until March 31
STRADELLA INVESTMENTS: Sec. 341(a) Meeting Scheduled for Oct. 27
SUNESIS PHARMACEUTICALS: Granted 180-Day Extension by NASDAQ
SUNRISE SENIOR: Names Greg Neeb as Chief Investment Officer

SUREFIL LLC: Completes $4.5-Mil. Sale of Assets to Currie
SURMAI LEE: Case Summary & 20 Largest Unsecured Creditors
TAYSEER QUTOB: Case Summary & 9 Largest Unsecured Creditors
TENET HEALTHCARE: Fitch Issues Recovery Rating Review
THINKFILM LLC: Ch. 11 Trustee Wants to Depose Las Vegas Sands

THOMPSON PUBLISHING: Wants to Sell Substantially All of Assets
THOMPSON PUBLISHING: Wins Approval for $750,000 Interim Loan
THOMPSON PUBLISHING: Wants to Hire James Loughlin as CRO
THOMPSON PUBLISHING: Gets Okay to Hire Epiq as Bankruptcy Counsel
TMJ IMPLANTS: Crocker Ventures Acquires Firm

TONGJI HEALTHCARE: Posts $170,300 Net Loss in June 30 Quarter
TRANSDIGM GROUP: McKechnie Deal Cues Fitch's Negative Watch
TRICO MARINE: Loses Bid to Refinance Debt with DIP Loans
TRONOX INC: Management Plan Outline Approved by Court
TRONOX INC: Says Equity Committee Plan Unconfirmable

TRONOX INC: Proposes Goldman Sachs Replacement Facility
TRONOX INC: Wins Approval to Sign Goldman Forbearance Deal
UCI INTERNATIONAL: Inks $500 Million Credit Deal With BofA et al.
ULTIMATE ESCAPES: Removes CEO Tousignant for 'Cause'
URBAN BRANDS: DIP Financing, Cash Collateral Use Get Interim OK

VALLEY FORGE: Earns $234,500 in June 30 Quarter
VERMILLION INC: Taps New Vice President of Corporate Strategy
VISTEON CORP: Settles All Outstanding Issues with Ford
WASHINGTON MUTUAL: Committee Files Avoidance Suits vs. 27 Officers
WASHINGTON MUTUAL: Disc. Statement Hearing Continued to Oct. 8
WASHINGTON MUTUAL: Insurers Can Pay Fishman's Defense Costs
ZALE CORPORATION: Incurs $29 Million Net Loss for July 31 Quarter

* Centerbridge's Rahm Says It's Easier to Get DIP Loan Now
* Default Risk Drops to Lowest in Two Years, Moody's Says

* Fitch Reviews Recovery Rating on U.S. Healthcare Sector

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

                            *********

2500 HALLANDALE: Section 341(a) Meeting Scheduled for Oct. 28
-------------------------------------------------------------
The U.S. Trustee for Region 21 will convene a meeting of 2500
Hallandale Beach, L.L.C.'s creditors on October 28, 2010, at 2:30
p.m.  The meeting will be held at U.S. Courthouse, 299 E Broward
Boulevard #411, Fort Lauderdale, FL 33301.

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.

Pembroke Pines, Florida-based 2500 Hallandale Beach, L.L.C., filed
for Chapter 11 bankruptcy protection on September 20, 2010 (Bankr.
S.D. Fla. Case No. 10-38206).  Chad T. Van Horn, Esq., at the Law
Offices of Brown, Van Horn P.A., 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.


5TH AVENUE: Proposes $3.5-Mil. of DIP Financing from WestLB
-----------------------------------------------------------
Facing a dwindling supply of cash to operate its boutique hotel,
5th Avenue Partners LLC struck a deal with its existing secured
lender to borrow $3.5 million, Dow Jones' DBR Small Cap reports.
The report relates that 5th Avenue is urging the U.S. Bankruptcy
Court in Santa Ana, Calif., to approve the loan from WestLB AG,
New York branch.

According to the report, the Company said it expects to run out of
operating cash by the end of this week.  "The proposed financing
is absolutely critical to the viability of the debtor's hotel
operations," 5th Avenue said in court papers filed, the report
notes.  "The debtor is worth more alive than dead," it added.

Dow Jones discloses that the Company said if it's not able to tap
into the loan soon, it won't be able to pay its bills and may be
forced to convert its Chapter 11 reorganization proceeding into a
Chapter 7 liquidation.  The report relates loan terms require 5th
Avenue to repay all outstanding amounts by the end of the year.

                    About 5th Avenue Partners

Newport Beach, California-based 5th Avenue Partners, LLC, filed
for Chapter 11 protection (Bankr. C.D. Calif. Case No. 10-18667)
on June 25, 2010.  Marc J. Winthrop, Esq., at Winthrop Couchot PC,
in Newport Beach, California, assists the Company in its
restructuring effort.  The Company estimated $10 million to $50
million in total assets and $50 million to $100 million in total
liabilities as of the petition date.


ABITIBIBOWATER INC: $185,000 in Claims Change Hands for August
--------------------------------------------------------------
The bankruptcy clerk in Delaware recorded the transfers of these
entities' claims, aggregating approximately $185,000, in
AbitibiBowater Inc.'s cases for the month of August 2010:

                                                          Claim
Transferor          Transferee                Claim No.    Amount
----------          ---------                 ---------   -------
Corre Opportunities
Fund, L.P.          Fair Harbor Capital LLC      2338     $33,084

Aramark             Corre Opportunities Fund     2338      33,084

United Power
Services Inc.       Corre Opportunities Fund     1209      18,701

AABCO Rents, Inc.   Fair Harbor Capital LLC        --       1,409

BLR                 Fair Harbor Capital LLC        --       1,101

Charles Howle
Contractor          Fair Harbor Capital LLC        --       2,767
Clinique Medicale
De Metabetchouan    Fair Harbor Capital LLC      2295       3,916

Expert Garage Ltd.  Fair Harbor Capital LLC      1540       2,634

Laurent LaPointe    Fair Harbor Capital LLC      1751       2,221

Lavage Mobile
Larico Inc.         Fair Harbor Capital LLC        --       2,897

Riverside Transport
Inc.                Fair Harbor Capital LLC      2301       4,009

The Kemp Co         Fair Harbor Capital LLC        --       4,664

Wellons Canada      Fair Harbor Capital LLC        --       1,844

Service De Pneus
Lavoie              Fair Harbor Capital LLC        --       1,713

Servo Electronics   Fair Harbor Capital LLC        --       1,191

BL Valve Inc.       Fair Harbor Capital LLC        --       1,917

Mid-West Electric
Co. Inc.            Fair Harbor Capital LLC       896       2,294

Mid-West Electric
Co. Inc.            Fair Harbor Capital LLC        --       2,294

Trane Canada
Glenn Parks Inc.    Fair Harbor Capital LLC        --       2,208

CD Machine          Fair Harbor Capital LLC        --       3,780

Centre Civique
De Dolbeau-
Mistassini          Fair Harbor Capital LLC        --       3,074

Construction
Chartrand           Fair Harbor Capital LLC        --       3,265

Extermination
Gauther ENR         Fair Harbor Capital LLC        --       2,990

Genesis Cycle Inc.  Fair Harbor Capital LLC        --       1,481


Sexauer Ltee        Fair Harbor Capital LLC        --       1,077

Sick Ltd            Fair Harbor Capital LLC        --       2,252

Syner Plus Inc.     Fair Harbor Capital LLC        --       1,725

Townes Construction Fair Harbor Capital LLC      2115       4,176

Trade Technologies  Fair Harbor Capital LLC       592       3,750

Installation Act
St-Felicien Inc.    Fair Harbor Capital LLC        --       2,970

Alley & Associates
Inc.                Fair Harbor Capital LLC      1198      10,925

Alley & Associates
Inc.                Fair Harbor Capital LLC      1159       4,586

Les Equipments
Ultra               Fair Harbor Capital LLC        --       1,333

VM Technisol        Fair Harbor Capital LLC        --       2,578

Michael Duranleau   Fair Harbor Capital LLC        --       3,304

Napa Pieces
D'Auto Dolbeau      Fair Harbor Capital LLC        --       2,848

Nettoyear Net Plus
Inc.                Fair Harbor Capital LLC        --       2,662

Mauricie
Refrigeration Inc.  Creditor Liquidity LP          --       4,501

Vanec               Sierra Liquidity Fund LLC      --         789

                     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).


ACCREDITED HOME: Targets Plan Confirmation in December
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Accredited Home Lenders Holding Co. arranged an Oct.
20 hearing for approval of the disclosure statement explaining the
liquidating Chapter 11 plan filed Sept. 15.  The Company wants
the confirmation hearing for approval of the plan to take place
Dec. 7.

According to the report, the Plan is based upon a settlement where
the owner Lone Star Funds would pay $15.6 million cash.  Lone Star
is giving up its own claims.  Unsecured creditors of the holding
company are expected to recover as much as 30% on more than $20
million in claims while unsecured creditors of the operating
companies, whose claim total $106 million, might see 67% to 100%.

                        About Accredited Home

San Diego, California-based Accredited Home Lenders Holding Co. --
http://www.accredhome.com/-- was a mortgage banker servicing U.S.
markets for conforming and non-prime residential mortgage loans
operating throughout the U.S. and in Canada.  Founded in 1990, the
Company was acquired by Lone Star Funds for $300 million in
October 2007.  Lone Star also owns Bruno's Supermarkets LLC and
Bi-Lo LLC, two grocery retailers in Chapter 11.

Accredited Home and its affiliates filed for Chapter 11 on May 1,
2009 (Bankr. D. Del. Lead Case No. 09-11516).  Gregory G. Hesse,
Esq., Lynnette R. Warman, Esq., and Jesse T. Moore, Esq., at
Hunton & William LLP, represent the Debtors as counsel.  Laura
Davis Jones, Esq., James E. O'Neill, Esq., and Timothy P. Cairns,
Esq., at Pachulski Stang Ziehl & Jones LLP, serve as Delaware
counsel.  Kurtzman Carson Consultants is the Debtors' claims
agent.  Andrew I Silfen, Esq., Schuyler G. Carroll, Esq., Robert
M. Hirsch, Esq., at Arent Fox LLP in New York, and Jeffrey N.
Rothleder, Esq., at Arent Fox LLP in Washington, DC, represent the
official committee of unsecured creditors as co-counsel.  Neil R.
Lapinski, Esq., and Shelley A. Kinsella, Esq., at Elliott
Greenleaf, represent the Committee as Delaware and conflicts
counsel.

According to its bankruptcy petition, Accredited Home's assets
range from $10 million to $50 million and its debts from
$100 million to $500 million.

Accredited sold the mortgage servicing business in July 2009.


AF EVANS: Secured Creditor Auctioning Pledged Equity Interests
--------------------------------------------------------------
Please take notice that CP III Evans, LLC, as secured creditor,
will conduct a public auction on November 2, 2010, at 10:00 am
Pacific Time at the offices of Manatt, Phelps & Phillips, LLP, One
Embarcadero Center, 30th Floor, San Francisco, California 94111 of
the following ownership interests:

     (a) a 62.802% Class B membership interest of A.F. Evans
         Company, Inc. ("Borrower") in Coventry Park, LLC
         ("Coventry LLC"),

     (b) a 5.314% Class B membership interest of Arthur F. Evans,
         an individual, in Coventry LLC; and

     (c) a 100% ownership interest of Borrower in 1550 Sutter,
         Inc. ("Sutter, Inc.", together with Coventry LLC, each a
         "Pledged Entity" and collectively, the "Pledged
         Entities") (the equity interests pledged to Secured
         Creditor in each Pledged Entity are referred to herein
         individually as an "Interest" and collectively as the
         "Interests").

The sale by public auction will occur pursuant to the applicable
provisions of the Uniform Commercial Code ("UCC") and the Pledge
and Security Agreement ("Pledge Agreement") in favor of Secured
Creditor covering each Interest in connection with a loan made by
Secured Creditor to Borrower on or about May 16, 2008 (the
"Loan"). All Interests relate to the ownership of an assisted
living facility located at 1550 Sutter Street, San Francisco,
California, commonly known as "Coventry Park" (the "Project").

The winning bidder will be purchasing the Interests subject to

     (i) any existing defaults under the loan encumbering the
         Project,

    (ii) any defaults that the transfer of the Interests may
         trigger under such loan,

   (iii) the terms of the governing documents of each Pledged
         Entity, and

    (iv) any and all applicable restrictions and obligations
         imposed thereon or by other agreements of Borrower, a
         Pledged Entity and/or the Project.

With respect to Borrower''s Interest in Coventry LLC, such
Interest is subject to a senior lien relating to a loan originally
made by Cushrex/Coventry Investors, L.P., on April 27, 2007, in
the original principal amount of $3,000,000 and the amount owing
thereunder should include principal plus all accrued and unpaid
interest and all fees, costs and other charges and expenses
related to the enforcement and collection thereof.

Please be advised that Borrower is a debtor in possession in a
currently pending Chapter 11 proceeding in the United States
Bankruptcy Court for the Northern District of California (the
Bankruptcy Court), case number 09-41727.  Please be further
advised that pursuant to an order entered by the Bankruptcy Court
on August 26, 2010, the automatic stay has been modified to permit
this public sale to proceed. The terms and conditions of the
public sale are as follows: The sale shall be by public auction
conducted at the time and place set forth above to the highest
qualified bidder.

Bids may be submitted in person or in writing as set forth below,
provided Secured Creditor reserves the right to reject any bid not
conforming to the requirements set forth herein. Any individual
Interest will be sold as a block, and will not be divided or sold
in any lesser amounts, but may be sold separate from any other
Interest. The Interests will be sold for cash at such price and on
such other terms as Secured Creditor may determine. Secured
Creditor will be permitted to bid at the sale and may credit bid
all or any portion of the outstanding balance due to Secured
Creditor by the Borrower in connection with the Loan.  Secured
Creditor reserves the right to (a) reject all bids and terminate
the sale or adjourn the sale to such other date and time as
Secured Creditor may determine, by announcement at the place and
on the date of sale without further publication, (b) withdraw one
or more Interests or postpone the sale of one or more Interests
and continue with the sale of the other Interests not affected by
the withdrawal or postponement and/or (c) impose any other
conditions upon the sale of the Interests as Secured Creditor may
deem proper.

The Interests will be sold pursuant to UCC Foreclosure
Assignments, which will be made available to prospective
purchasers in advance and will provide, among other things, that
the Interests are offered AS-IS, WITH ALL FAULTS, and without
guarantee, representation or warranty as to the existence or
nonexistence of other liens and subject to all amounts secured by
senior liens, if any, or the quality, condition, value or
description of the Interests. Secured Creditor will provide to
prospective bidders upon request information concerning each
Pledged Entity and the Project and copies of each Pledge Agreement
and other documents related to the Loan. All prospective bidders
will be required to enter into a nondisclosure and confidentiality
agreement prior to being provided with access to such information.
The purchaser will be required to make certain representations to
Secured Creditor, including, but not limited to, (a) the purchaser
is sophisticated in financial and business matters so as to be
capable of evaluating the merits and the risks of its investment
in the Interests and can bear the economic risk of an investment
in the Interests, (b) the purchaser is acquiring the Interests for
purchaser''s own account and not with a view to distribute the
Interests, (c) the purchaser acknowledges that the Interests are
not registered and may not be resold unless there is then in
effect a valid registration under applicable securities laws, and
(d) other representations and warranties, as required to comply
with any applicable securities law. You may submit a written bid
or bid in person at the public auction.

Written bids must be submitted to Manatt, Phelps & Phillips, LLP,
Attention: Linda Balok or Marv Pearlstein at Facsimile (415) 291-
7474 and received no later than 5:00 p.m. Pacific Time on November
1, 2010. All bids must be for cash and may not be conditioned in
any way, other than that the bidder be the prevailing bidder at
the sale. The opening bid at the public sale will be the highest
written bid submitted, if any. One or more of the written bids may
be announced at the public auction. Each prospective bidder may
identify a bid amount for any one or more of the Interests or may
bid in the aggregate for more than one or all of the Interests.
Each prospective bidder shall be qualified as described in the UCC
Foreclosure Assignments and have the financial wherewithal to
purchase the Interests in good funds on the sale date, all as
determined solely by Secured Creditor. In the event that
individual bids are received for one or more of the Interests, the
Secured Party reserves the right to credit bid and/or select among
the bids such that the highest, overall price will be received for
all of the Interests. The closing shall take place immediately
upon conclusion of the auction at which time the successful bidder
will be required to execute and deliver any closing documents,
including a UCC Foreclosure Assignment, transferring the Interests
in the form provided by Secured Creditor and shall make payment to
Secured Creditor in immediately available funds of the full bid
price (together with all amounts due for sales or transfer taxes,
if any, related to the sale of the Interests, which shall be paid
by the purchaser) on or before 1:00 p.m., Pacific Standard Time on
the day of the sale. Execution may be by authenticated email,
provided originals of any executed closing documents must be
provided on the next day. If any bidder shall fail to qualify or
make payment as set forth above, Secured Party may in its
discretion, select the next highest bid, or credit bid up to the
amount of its debt. For more information, please fax Manatt,
Phelps & Phillips, attorneys for Secured Creditor, Attention:
Linda Balok or Marv Pearlstein at 415-291-7474.  Any fax offers
must include the name of the party interested in bidding and the
name, e mail address and street or mailing address of the person
from such party that Secured Creditor can contact, as well as the
amount of the bid and the Interests for which the relevant party
wishes to submit a bid.

                              *   *   *

A.F. Evans Company, Inc. -- http://www.afevans.com/-- is a
property developer based in Oakland, Calif.  The Company sought
Chapter 11 protection (Bank. N.D. Calif. Case No. 09-41727) on
March 5, 2009.  Eric A. Nyberg, Esq., at Kornfield, Nyberg, Bendes
and Kuhner, represents the Debtor in its restructuring effort.
The Debtor estimated assets of less than $50,000 and debts of
$100 million to $500 million in its chapter 11 petition.


AMBRILIA BIOPHARMA: Obtains Jan. 28 Extension of CCAA Stay Order
----------------------------------------------------------------
Ambrilia Biopharma Inc. obtained a sixth order from the Superior
Court of Quebec extending in its effect the initial order issued
by the Court on July 31, 2009 covering Ambrilia and Cellpep Pharma
Inc., its subsidiary, until January 28, 2011, the whole pursuant
to the Companies' Creditors Arrangement Act (Canada) ("CCAA"). The
purpose of this extension is to provide Ambrilia with an
opportunity to develop and file a plan of arrangement for
consideration by its creditors and to complete its restructuring
process.

Ambrilia also is providing today its bi-weekly Default Status
Report under National Policy 12-203 - Cease Trade Orders for
Continuous Disclosure Defaults.

On August 4, 2010, Ambrilia announced that the filing of its
interim financial statements, management's discussion and analysis
and related CEO and CFO certifications for the second quarter
ended on June 30, 2010, would be delayed beyond the filing
deadline of August 13, 2010.

On May 12, 2010, Ambrilia announced that the filing of its interim
financial statements, management's discussion and analysis and
related CEO and CFO certifications for the first quarter ended on
March 31, 2010, was being delayed beyond the filing deadline
thereof.

On April 1, 2010, Ambrilia had announced that the filing of its
2009 audited financial statements, annual management's discussion
and analysis, related CEO and CFO certifications and its annual
information form, was being delayed beyond the filing deadline
thereof.

On November 16, 2009, Ambrilia had previously announced that the
filing of its interim financial statements, management's
discussion and analysis and related CEO and CFO certifications for
the third quarter ended on September 30, 2009, was being delayed
beyond the filing deadline thereof.

On August 11, 2009, Ambrilia had previously announced that the
filing of its interim financial statements, management's
discussion and analysis and related CEO and CFO certifications for
the second quarter ended on June 30, 2009, was being delayed
beyond the filing deadline thereof.

Ambrilia reports that, since its most recent default announcement
on August 4, 2010, there have not been any material changes to the
information contained therein, or any failure by Ambrilia to
fulfill its intentions with respect to satisfying the provisions
of the alternative information guidelines, and there have been no
additional defaults subsequent to such announcement.  Further,
there has been no additional material information concerning
Ambrilia and its affairs since its last bi-weekly Default Status
Report dated September 15, 2010, that has not been disclosed.
Ambrilia intends to file, if required, its next Default Status
Report by October 13, 2010.

Ambrilia has been operating under the protection of the Companies'
Creditors Arrangement Act (Canada) ("CCAA") since July 31, 2009.

Any recovery for creditors and other stakeholders, including
shareholders, is uncertain and is highly dependent upon a number
of factors, including the outcome of Ambrilia proceedings under
the CCAA.

                       About Ambrilia Biopharma

Ambrilia Biopharma Inc. is a biotechnology company focused on the
discovery and development of novel treatments for viral diseases
and cancer.  The Company's strategy aims to capitalize on its
broad portfolio and original expertise in virology.  Ambrilia's
product portfolio is comprised of oncology and antiviral assets,
including two new formulations of existing peptides for cancer
treatment, a targeted delivery technology for cancer, an HIV
protease inhibitor program as well as HIV integrase and entry
inhibitors, Hepatitis C virus inhibitors and anti-Influenza A
compounds. Ambrilia's head office is located in Montreal.

The Company is currently subject to court protection under the
CCAA.


AMERICAN INT'L: AIA Sees At-Least-$2-Bil. Profit for Fiscal 2010
----------------------------------------------------------------
American International Group, Inc., said that certain analysts had
published research reports in Hong Kong regarding AIA Group
Limited.  AIA had provided financial information to the analysts.

AIA disclosed, among other things, that total weighted premium
income ("TWPI") increased by US$950 million, or 11.3%, from
US$8,377 million in the nine months ended 31 August 2009 to
US$9,327 million in the nine months ended 31 August 2010.  This
represented an increase of 4.4% on a constant exchange rate basis.
Over this period, TWPI increased across all of our product lines
and reporting segments.

"We believe that, in the absence of unforeseen circumstances, and,
on the bases and assumptions set forth below, our consolidated
operating profit for the fiscal year ending 30 November 2010 is
unlikely to be less than US$2.0 billion," AIA said.

A copy of the AIA Information is available for free at:

                http://researcharchives.com/t/s?6bd5

                             About AIG

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

In September 2008, AIG experienced a liquidity crunch when its
credit ratings were downgraded below "AA" levels by Standard &
Poor's, Moody's Investors Service and Fitch Ratings.  AIG almost
collapsed under the weight of bad bets it made insuring mortgage-
backed securities.  The Company, however, was bailed out by the
Federal Reserve, but even after an initial infusion of
$85 billion, losses continued to grow.  The later rescue packages
brought the total to $182 billion, making it the biggest federal
bailout in U.S. history.

AIG has been working to protect and enhance the value of its key
businesses, execute an orderly asset disposition plan, and
position itself for the future.  AIG has sold a number of its
subsidiaries and other assets to pay down loans received from the
U.S. government, and continues to seek buyers of its assets.


AMERICAN INT'L: Chairman Says Government Could Get Profit
---------------------------------------------------------
The Wall Street Journal's Serena Ng, Joann S. Lublin, and Deborah
Solomon report that the board of American International Group Inc.
and AIG's federal overseers were locked in discussions Wednesday
night to finalize a plan that would boost the government's stake
in the giant insurer to about 92%, and eventually allow AIG to
extricate from U.S. ownership.

According to the Journal, AIG Chairman Robert "Steve" Miller, at a
conference in New York on Wednesday morning, said that U.S.
government could end up earning a profit on its investment in AIG.
More than $120 billion in taxpayer aid committed to the bailout of
the insurer currently remains outstanding.

The Journal relates Mr. Miller said AIG officials are hoping that
providing clarity on the plan will enable the company to raise
money from the financial markets on its own again in six to 12
months.

The exit plan principally addresses the government's $49 billion
investment in AIG from Treasury's Troubled Asset Relief Program.
People familiar with the matter told the Journal that Treasury
plans to convert all the preferred shares it holds into AIG common
shares, which would raise the government's stake in AIG to around
92% from 79.8% currently.  Treasury would then sell the shares
over time to exit the investment.

The Journal also relates the Federal Reserve Bank of New York is
separately trying to recoup $19.7 billion in secured debt from AIG
and $26 billion from sales of the company's two largest overseas
life insurance businesses.

The Troubled Company Reporter, citing a prior report by the
Journal's Mses. Ng, Lublin, and Solomon, said yesterday the
conversion of the preferred shares into common shares -- which
could take place at about $35 an AIG share -- is likely to occur
in the first half of 2011 and is expected to happen after AIG
repays its secured debt to the New York Fed.  Another source told
the Journal part of the exit plan could also involve the Treasury
receiving some proceeds from equity securities in New York-based
insurer MetLife Inc., which is buying one of AIG's overseas life-
insurance units.  Of the $15.5 billion MetLife is paying, $6.8
billion is in cash that would go straight to the New York Fed,
while the rest is in the form of MetLife common and preferred
stock that would be sold over time to repay taxpayers, the source
said.

In the prior report, the Journal's sources said the exit plan has
many moving parts, and needs the approval of AIG's board of
directors, the Treasury Department, the Federal Reserve and three
trustees who oversee the government's current 79.8% ownership
interest in AIG.

According to the Journal, as of Sept. 22, AIG owed the New York
Fed $19.7 billion under a secured credit facility that is
scheduled to expire in September 2013.  The regional Fed bank is
separately owed $26 billion that it is positioned to recoup from
sales of AIG's two largest overseas life-insurance businesses.

The Journal said there is no assurance AIG and its overseers can
reach an agreement on the exit plan by this week.  The complexity
of the plan and continued debates among representatives of the
various constituents on terms of the plan could prolong the talks,
people familiar with the matter told the Journal.

                             About AIG

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

In September 2008, AIG experienced a liquidity crunch when its
credit ratings were downgraded below "AA" levels by Standard &
Poor's, Moody's Investors Service and Fitch Ratings.  AIG almost
collapsed under the weight of bad bets it made insuring mortgage-
backed securities.  The Company, however, was bailed out by the
Federal Reserve, but even after an initial infusion of
$85 billion, losses continued to grow.  The later rescue packages
brought the total to $182 billion, making it the biggest federal
bailout in U.S. history.

AIG has been working to protect and enhance the value of its key
businesses, execute an orderly asset disposition plan, and
position itself for the future.  AIG has sold a number of its
subsidiaries and other assets to pay down loans received from the
U.S. government, and continues to seek buyers of its assets.


AMERICAN INT'L PETROLEUM: Law Firm Has to Disgorge $135,000
-----------------------------------------------------------
WestLaw reports that the appropriate sanction for the failure of a
law firm that had represented the Chapter 11 debtors-in-possession
to comply with the disclosure requirements of F.R.B.P. 2014(a) was
the disgorgement of $135,000 of the fees awarded to it, or
approximately 20% of the total fees awarded in the case.  The firm
failed to fully disclose (1) the source of its initial $200,000
retainer and the agreement between the debtors and their largest
creditor that funded the retainer, (2) the existence and terms of
a prepetition "lock-up" agreement negotiated by the firm and its
role in the creation of a dividend assignment, and (3) the firm's
prepetition relationship with the debtors, including its role as a
neutral escrow agent.  These nondisclosures implicated two of the
case's central disputes, and counsel delayed in curing its
omissions until after plan confirmation.  However, the record did
not support a finding that the firm's violations were intentional
or resulted in any prejudice or harm to the estate or to
creditors.  The court also found that the firm did not have a
disqualifying conflict or interest under section 327(a) of the
Bankruptcy Code.  In re American Intern. Refinery, Inc., --- B.R.
----, 2010 WL 3395038 (Bankr. W.D. La.) (Summerhays, J.).

The Honorable Robert Summerhays rendered his decision in a lawsuit
(Bankr. W.D. La. Adv. Pro. No. 06-2015) filed by Robbye R.
Waldron, serving as Liquidating Trustee under the AIPC Liquidating
Trust against the law firm.

Headquartered in Lake Charles, Louisiana, American International
Petroleum Corporation is a petroleum company which, through
certain subsidiaries, is involved in oil and gas exploration and
development in Kazakhstan.  The Company, together with its wholly
owned subsidiary, American International Refinery, Inc., filed for
chapter 11 protection on Oct. 7, 2004 (Bankr. W.D. La. Case No.
04-52479).  Robin B. Cheatham, Esq., and Dean W. Ferguson, Esq.,
at Adams & Reese LLP represent the Debtors.  When the Debtors
filed for protection from their creditors, they estimated total
assets of $1 million to $10 million, and total debts of
$10 million to $50 million.  The United States Trustee appointed
an Equity Committee on July 13, 2005, and that committee opposed
the company's initial chapter 11 plan.  The Debtors' Seventh
Amended Plan, incorporating a settlement with GCA Strategic
Investment Fund Limited, the Debtors' largest creditor, and the
Equity Committee was confirmed on Aug. 17, 2006.  The confirmed
plan provided for the satisfaction of all secured claims, payment
of unsecured claims in full, a distribution to equity, and
creation of a Liquidation Trust for the benefit of the estate's
creditors.


AMERICAN PACIFIC: Section 341(a) Meeting Scheduled for Nov. 4
-------------------------------------------------------------
The U.S. Trustee for Region 17 will convene a meeting of American
Pacific Financial Corporation's creditors on November 4, 2010, at
4:00 p.m.  The meeting will be held at 300 Las Vegas Boulevard,
South, Room 1500, Las Vegas, NV 89101.

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.

Las Vegas, Nevada-based American Pacific Financial Corporation
filed for Chapter 11 bankruptcy protection on September 21, 2010
(Bankr. D. Nev. Case No. 10-27855).  Kaaran E. Thomas, Esq., at
McDonald Carano Wilson LLP, assists the Debtor in its
restructuring effort.  The Debtor estimated its assets at
$10 million to $50 million and debts at $100 million to
$500 million as of the Petition Date.


AMERICAN SAFETY: Wants Junior Creditors' Plea to Delay Sale Denied
------------------------------------------------------------------
The second-lien lenders of American Safety Razor Company, LLC, and
its units are asking U.S. Bankruptcy Court for the District of
Delaware to (i) allow the second-lien lenders to commence an
investigation of the Debtors' auction process; and (ii) order the
appointment of an examiner or a Chapter 11 trustee.

As reported in the Troubled Company Reporter on September 9, the
Debtors propose to sell their assets to RZR Acquisition Company,
LLC, RZR Holding Corporation, and USB AG, Stmford Branch in
exchange for their debt.  The Debtors had conducted an auction
where the Debtors selected the lenders over rival Energizer
Holdings Inc., which offered $301 million in cash.
American Safety financial adviser Andrew Torgove, managing
director of Lazard Middle Market LLC, said the bid of Energizer,
maker of Schick shavers, raises too many antitrust issues.

BlackRock Kelso Capital Corp and GSO/Blackstone Debt Funds
Management LLC, who together hold about $49.2 million of American
Safety Razor's second-lien debt, oppose the sale to the first-lien
lenders group.  The second lien lenders are institutions
collectively holding approximately 33.7% of the $178.1 million
second lien bank debt owed by the Debtors.

The Debtors, however, oppose the second-lien lenders' request,
arguing that:

   -- the minority second lien objectors have consented to the
      sale pursuant to the unambiguous language of the prepetition
      Intercreditor Agreement.

   -- the granting of the second-lien lenders' motion would cause
      substantial prejudice to the Debtors.

   -- the motion is estopped by representations of movants'
      counsel on September 9, 2010, which were made in order to
      spare their law firm from becoming the subject of an
      F.R.B.P. Rule 2004 examination related to persistent
      breaches of non-disclosure agreements with the Debtors, in
      which movants' counsel offered to "take a knee" and not file
      any objections to the Sale Motion, in exchange for the
      Debtors not pursuing their 2004 examination.

UBS, AG, Stamford Branch, supports the Debtors in their objection
to the second-lien lenders' motion.  UBS is an administrative
agent and collateral agent on behalf of certain lenders under that
certain $260,000,000 credit agreement, and as administrative agent
on behalf of certain lenders party to that certain senior secured
superpriority debtor-in-possession credit agreement dated as of
July 28, 2010.

In defending their request for a sale probe, the second-lien
lenders explained that they requested for an investigation to
ensure a more open process and correct adjudication.  The
examination would primarily cover how the Debtors and Lazard
Middle Market LLC, the investment banker, have run the process,
what has been communicated to potential bidders and refinancing
sources, what bids have been received, and what efforts have been
undertaken to insulate management's present deal with the first
lien lenders from alternative bidding.

The trustee, according to the second-lien lenders, will oversee
the conclusion of the Chapter 11 process.

In its motion, the second-lien lenders said that the management
are making excuses not to accept a far more attractive offer from
a third party.

Energizer, which owns ASR competitor Schick Razors, has been in
secret negotiations to purchase ASR since early August, according
to testimony from ASR financial adviser Andrew Torgove at the sale
hearing, Bankruptcy Law360 Law360 reports.

              About American Safety Razor Company, LLC

American Safety Razor Company, LLC, doing business as Personna
American Safety Razor, manufactures private-label shaving razors
and blades.  ASR also makes and distributes blades and bladed hand
tools for a variety of industrial uses and specialty industrial
and medical blades.  The Company has roots going back to 1875.

American Safety, along with affiliates, sought Chapter 11 relief
(Bankr. D. Del. Case No. 10-12351) on July 28, 2010.  Mark
J. Thompson, Esq., and Morris J. Massel, Esq., at Simpson Thacher
& Bartlett LLP, serve as bankruptcy attorneys.  Howard A. Cohen,
Esq., at Drinker Biddle & Reath LLP, is co-counsel.  In addition,
Lazard Middle Market LLC is the investment banker and Kurtzman
Carson Consultants LLC is the claims and notice agent.  American
Safety estimated assets at $100 million to $500 million and debts
at $500 million to $1 billion in its Chapter 11 petition.


ANNA NICOLE SMITH: Is a Compulsory Counterclaim a Core Proceeding?
------------------------------------------------------------------
WestLaw reports that certiorari has been granted from a Ninth
Circuit decision involving the power of a bankruptcy court to
enter a final judgment on a compulsory counterclaim asserted by a
Chapter 11 debtor in a long-standing and acrimonious dispute with
the son of her late husband.  The Supreme Court's grant of
certiorari was limited to the first three questions presented by
the petition for certiorari filed by the executor of the debtor's
estate:

   -- Question 1 of the petition asked whether the Ninth Circuit
      opinion, which renders 28 U.S.C. Sec. 157(b)(2)(C)
      surplusage in light of Sec. 157(b)(2)(B), contravenes
      Congress' intent in enacting Sec. 157(b)(2)(C).

   -- Question 2 asked whether Congress may, under Articles I and
      III, constitutionally authorize core jurisdiction over
      debtors' compulsory counterclaims to proofs of claim.

   -- Question 3 asked whether the Ninth Circuit misapplied
      Marathon [Northern Pipeline Const. Co. v. Marathon Pipe Line
      Co., 458 U.S. 50, 102 S.Ct. 2858, 73 L.Ed.2d 598 (1982)] and
      Katchen [Katchen v. Landy, 382 U.S. 323, 86 S.Ct. 467, 15
      L.Ed.2d 391 (1966)] and contravened the U.S. Supreme Court's
      post-Marathon precedent, creating a circuit split in the
      process, by holding that Congress cannot constitutionally
      authorize non-Article III bankruptcy judges to enter final
      judgment on all compulsory counterclaims to proofs of claim.

After her deceased husband's son filed a non-dischargeability
complaint and proof of claim in her bankruptcy proceedings,
asserting defamation, the debtor filed a counterclaim for the
son's alleged tortious interference with her expectancy of an
inter vivos gift from her husband, which was expected to exceed
$300 million.  The bankruptcy court granted judgment for the
debtor.  On appeal, the district court treated the bankruptcy
court's judgment as proposed findings of fact and conclusions of
law, and adopted them as modified. On further appeal, the Ninth
Circuit vacated and remanded. After granting certiorari, the
Supreme Court reversed and remanded.

The Ninth Circuit determined in In re Marshall, 600 F.3d 1037 (9th
Cir. 2010), that the debtor's state-law counterclaim was a non-
core proceeding for which the bankruptcy court could issue only
proposed findings of fact and conclusions of law. Because the
operative facts underlying the debtor's counterclaim were the same
as those underlying the son's defamation claim, her counterclaim
was a compulsory counterclaim, the appellate court found.
Although a compulsory counterclaim based on a state-law cause of
action may, under certain circumstances, be a "core" proceeding
"arising in" a case under the Bankruptcy Code and be within the
constitutional and statutory delegation of authority to bankruptcy
judges to enter final orders, this was not such a case. The
debtor's counterclaim was not so closely related to the defamation
claim that the resolution of the counterclaim was necessary to
resolve the allowance or disallowance of the claim against her
bankruptcy estate.  The Court of Appeals found no logical
inconsistency to its holding that the counterclaim was compulsory
but not "core." While the test for compulsory counterclaims is
generous and designed to promote judicial efficiency by avoiding
multiplicity of lawsuits, the standard delineating what is a
"core" proceeding is much narrower because it is designed to
comply with the constitutional limitations on the bankruptcy
court's jurisdiction as set forth in Marathon.

In Stern v. Marshall, No. 10-179 (U.S.), Howard K. Stern, serving
as Executor for the Estate of Vickie Lynn Marshall fka Anna Nicole
Smith, is represented by:

         Kent L. Richland, Esq.
         Greines Martin Stein & Richland LLP
         5900 Wilshire Blvd., 12th Floor
         Los Angeles, CA  90036
         Telephone: (310) 859-7811
         E-mail: Krichland@gmsr.com

Elaine T. Marshall, serving as the Executrix for the Estate of E.
Pierce Marshall, is represented by:

         G. Eric Brunstad, Jr., Esq.
         Dechert LLP
         90 State House Square
         Hartford, CT  06103
         Telephone: (860) 524-3999
         E-mail: eric.brunstad@dechert.com


ASARCO LLC: Bondholders' Substantial Contribution Claim Denied
--------------------------------------------------------------
The Hon. Richard S. Schmidt denies the request by a group of
ASARCO LLC bondholders for payment of fees and reimbursement of
expenses for substantial contribution.  Judge Schmidt holds that
the bondholders were large and expectedly active creditors in
ASARCO's bankruptcy cases and nothing more.  Judge Schmidt says
merely being an active creditor in a bankruptcy case does not
entitle that creditor to a claim for making a substantial
contribution.  "This Court acknowledges that these cases were
successful for all creditors, but the actions of the [bondholder
group] were not the primary cause of this success, nor did they
create a 'rare' or 'unusual' circumstance that would constitute a
substantial contribution," Judge Schmidt rules.

Harbinger Capital Partners Master Fund I, Ltd., Harbinger Capital
Partners Special Situations Fund, L.P., and Citigroup Global
Markets, Inc. sought as much as $16.7 million in the form of a
substantial contribution claim under section 503(b)(3)(D) of the
Bankruptcy Code from the reorganized Debtors.  The Substantial
Contribution Claim is based on their assertion that the plan of
reorganization filed by Master Fund was the cause of a bidding war
between Sterlite (USA), Inc., the purchaser under the Debtors'
2009 proposed plan of reorganization, on the one hand, and ASARCO
Incorporated and Americas Mining Corporation, on the other hand,
which resulted in the Parent submitting the now confirmed and
effective Seventh Amended Plan of Reorganization of Asarco
Incorporated and Americas Mining Corporation Dated August 17,
2009.  Harbinger et al. further assert that the objections they
raised to an earlier iteration of the Parent's Plan caused the
Parent to amend the Parent's Plan, to the benefit of all
creditors.  Finally, Harbinger et al. also assert that virtually
every action they undertook from the beginning of these bankruptcy
cases to the date on which the Parent's Plan was confirmed
constituted a substantial contribution to these bankruptcy cases.

Harbinger et al. hired numerous professionals to assist them in
these bankruptcy cases -- Kramer Levin Naftalis & Frankel LLP as
bankruptcy counsel; Seyfarth Shaw LLP as labor counsel; Latham &
Watkins LLP as environmental counsel; Jefferies & Company, Inc.,
an investment bank, as financial advisor; Winstead PC as local
counsel; and Entrix Inc. as an environmental consultant.

Harbinger et al. incurred these fees and expenses in relation to
the ASARCO bankruptcy cases:

     -- Kramer Levin billed $7,513,843.23 for the period from
        April 2006 to November 2009.

     -- L&W billed $5,271,516.04 for the period from March 2007 to
        July 2009.  Only $5,140.15 of the fees billed by L&W was
        billed after September 2008.

     -- Seyfarth billed $612,009.54 for the period from September
        2006 to June 2008.

     -- Jefferies billed $1,708,793.21 for the period from
        February 2007 to August 2008.

     -- Winstead billed $1,663,405.20 for the period from July
        2007 to November 2009.

     -- The fees of Entrix were not invoiced directly, but were
        included as expenses in the bills of L&W.  Entrix's fees
        totaled approximately $82,628.00 in these bankruptcy
        cases.

Over the course of these bankruptcy cases, Harbinger et al. held
various amounts of Bonds.  On February 7, 2007, they, on a
combined basis, held approximately $287 million in principal
amount of Bonds. As of July 16, 2007, their holdings had increased
to in excess of $298 million in principal amount of Bonds.
However, by July 8, 2009, they had reduced their holdings from
$298 million in principal amount to $257 million in principal
amount, and at least one, Special Fund, no longer held any Bonds.

A copy of the Court's memorandum opinion is available at:

     http://www.leagle.com/unsecure/page.htm?shortname=inbco20100928552

                          About Asarco LLC

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

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

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

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


AZCO LLC: Section 341(a) Meeting Scheduled for Oct. 26
------------------------------------------------------
The U.S. Trustee for Region 19 will convene a meeting of AZCO,
LLC's creditors on October 26, 2010, at 1:00 p.m.  The meeting
will be held at U.S. Custom House, 721 19th Street, Room 106,
Denver, CO 80202.

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.

Lone Tree, Colorado-based AZCO, LLC, filed for Chapter 11
bankruptcy protection on September 17, 2010 (Bankr. D. Colo. Case
No. 10-33634).  Michael A. Smith, Esq., in Denver, Colorado,
assists the Debtor in its restructuring effort.  The Debtor
estimated its assets and debts at $10 million to $50 million and
debts at $10 million to $50 million.


BALL FOUR: Section 341(a) Meeting Scheduled for Oct. 25
-------------------------------------------------------
The U.S. Trustee for Region 19 will convene a meeting of Ball
Four, Inc.'s creditors on October 25, 2010, at 2:00 p.m.  The
meeting will be held at U.S. Custom House, 721 19th Street, Room
104, Denver, CO 80202.

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.

Arvada, Colorado-based Ball Four, Inc., filed for Chapter 11
bankruptcy protection on September 21, 2010 (Bankr. D. Colo. Case
No. 10-33952).  William A. Richey, Esq., at Weinman & Associates,
P.C., assists the Debtor in its restructuring effort.  The Debtor
estimated its assets at $10 million to $50 million and debts at
$1 million to $10 million.


BALL FOUR: Taps Weinman & Associates as Bankruptcy Counsel
----------------------------------------------------------
Ball Four, Inc., asks for authorization from the U.S. Bankruptcy
Court for the District of Colorado to employ Weinman & Associates,
P.C., as bankruptcy counsel.

Weinman & Associates will, among other things, represent the
Debtor in its bankruptcy case and prepare the statements,
schedules, the plan of reorganization, and disclosure statement.

The hourly rates of Weinman & Associates' personnel are:

     Jeffrey A. Weinman                     $395
     William A. Richey                      $300
     Steven L. Zimmerman                    $350
     Lisa Barenberg, Paralegal              $130

Jeffrey A. Weinman, Esq., Weinman & Associates' president, assures
the Court that the firm is a "disinterested person" as that term
is defined in Section 101(14) of the Bankruptcy Code.

Arvada, Colorado-based Ball Four, Inc., filed for Chapter 11
bankruptcy protection on September 21, 2010 (Bankr. D. Colo. Case
No. 10-33952).  William A. Richey, Esq., at Weinman & Associates,
P.C., assists the Debtor in its restructuring effort.  The Debtor
estimated its assets at $10 million to $50 million and debts at
$1 million to $10 million.


BASIN WATER: Ct. Dismisses Trust Suit for Lack of Jurisdiction
--------------------------------------------------------------
In BWI Liquidating Corp., et al., v. City of Rialto, a California
Municipal Corporation, and Rialto Utility Authority, a California
Joint Powers Authority, Adv. Proc. No. 10-50787 (Bankr. D. Del.),
the Hon. Mary F. Walrath holds that the Court has no subject
matter jurisdiction over the claims asserted post-confirmation by
the Plaintiff because they are not sufficiently "related to" the
bankruptcy case.  The Court grants Rialto's motion to dismiss for
lack of jurisdiction.

BWI Liquidating, as successor to Basin Water Inc., sued Rialto on
March 11, 2010, for breach of the Water Services Agreement.

A copy of the Court's memorandum opinion is available at:

     http://www.leagle.com/unsecure/page.htm?shortname=inbco20100928546

Based in Rancho Cucamonga, California, Basin Water, Inc. --
http://www.basinwater.com/-- designs, builds and implements
systems for the treatment of contaminated groundwater, industrial
process water and air streams from municipal and industrial
sources.

The Company and its affiliate, Basin Water-MPT Inc., filed for
Chapter 11 protection on July 16, 2009 (Bankr. D. Del. Lead Case
No. 09-12526).  Jaime Luton, Esq., and Michael R. Nestor, Esq., at
Young Conaway Stargatt & Taylor LLP, represented the Debtors in
their restructuring efforts.  When the Debtors filed for
protection from their creditors, they listed $50,599,051 in total
assets and $14,235,275 in total liabilities.

In September 2009, the Bankruptcy Court authorized Basin Water to
sell its assets to Amplio Group SA for $2 million.  Although an
auction in August 2009 resulted in revised terms, the contract
price didn't rise from unit Amplio Filtration Holdings Inc.'s
original stalking-horse bid.

The Debtors' Plan of liquidation was confirmed on January 15,
2010.


BAY VISTA: Case Summary & 10 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Bay Vista Apartments LLC
        P.O. Box 35717
        Los Angeles, CA 90035

Bankruptcy Case No.: 10-51176

Chapter 11 Petition Date: September 27, 2010

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

Judge: Sheri Bluebond

Debtor's Counsel: Philip D. Dapeer, Esq.
                  PHILIP DAPEER, A LAW CORPORATION
                  2625 Townsgate Road, Suite 330
                  Westlake Village, CA 91361
                  Tel: (323) 954-9144
                  E-mail: philipdapeer@aol.com

Scheduled Assets: $1,582,756

Scheduled Debts: $3,506,863

A list of the Company's 10 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-51176.pdf

The petition was signed by Martha Frankel, key principal and
member of the debtor limited liability company.


BEAR ISLAND: Auction Winner to Be Decided by Judge
--------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the bankruptcy judge must decide at a Sept. 30
hearing who made the best offer to buy Bear Island Paper Co. LLC
and its Canadian parent, White Birch Paper Co.

As reported in the Troubled Company reporter, at an auction last
week, the Company selected as the winning bid the offer from the
stalking horse bidder, a group comprised of Black Diamond Capital
Management LLC, Credit Suisse Group AG, and Caspian Capital
Advisors LLC, holders of 65% of the $438 million in first-lien
debt.  The losing bidder, a group holding 22% of the first-lien
debt, however, contends that they submitted the superior bid at
the auction.

Black Diamond's winning bid consisted (i) a $90 million cash
payment, allocated to the current assets, (ii) $4.5 million cash
payment, allocated to the fixed assets owned by the Canadian
affiliates; and a (iii) $78 million credit bid allocated to the
fixed assets owned by the Canadian affiliates.

The minority group, which includes funds managed by BlueMountain
Capital Management, Lombard General Insurance Co. of Canada,
Macquarie Americas Corp., and Wexford Capital LP, says Black
Diamond's combined cash and credit bid benefits Black Diamond to
the detriment of the minority first lien lenders and the Debtor's
general unsecured creditors.  The minority group, which calls
itself Sixth Ave. Investment Co. LLC, says that its $175 million
all-cash bid: (i) provides $44 million more to general unsecured
claims than the Black Diamond Bid; (ii) allocates more than $35
million of cash the first lien credit facility lenders; and (iii)
does not violate the terms of the first lien credit facility.

Sixth Ave. points out that, among other things, the Debtors have
determined that a credit bid by Black Diamond on account of the
fixed assets would carry the same $1 for $1 value as a cash bid by
Sixth Avenue.  In order to do that, the Debtors, according to the
group, improperly valued the current assets at liquidation value,
or $90 million, thereby ignoring the value of the current assets
on a going concern basis of $173.4 million, as disclosed in the
Canadian monitor's report.  By using the liquidation value for the
current assets, White Birch inexplicably deprived their unsecured
creditors from receiving any material recovery, according to Sixth
Ave.

Dune Capital LP and another investor, which collectively hold
61.5% of the $100 million in second-lien debt, want the judge to
approve the Sixth Ave. bid, according to Bloomberg News.

Sixth Ave. Investment Co., LLC, is represented by:

    Robert S. Westennann, Esq.
    Sheila deLa Cruz, Esq.
    HIRSCHLER FLEISCHER, P.C.
    The Edgeworth Building
    2100 East Cary Street
    Richmond, Virginia 23223
    Tel: (804) 771-5610
    Fax: (804) 644-0957
    E-mail: rwestermann@hf-Iaw.com
            sdelacruz@hf-Iaw.com

        - and -

    P. Bradley O'Neill, Esq.
    Douglas Mannal, Esq.
    KRAMER LEVIN NAFTALIS & FRANKEL, LLP
    1177 Avenue of the Americas
    New York, New York 10036
    Tel: (212) 715-9100
    Fax: (212) 71 5-8000
    E-mail: boneiJl@kramer1evin.com
            dmannal@kramerlevin

                         Plan Exclusivity

Bear Island's exclusive right to propose a Chapter 11 plan has
been extended to Jan. 3.  The Debtors said a second exclusivity
extension will afford them time to sell their business.

                  About White Birch & Bear Island

Canada-based White Birch Paper Company is the second-largest
newsprint producer in North America.  As of December 31, 2009, the
White Birch Group held a 12% share of the North American newsprint
market and employed roughly 1,300 individuals (the majority of
which reside in Canada).  Bear Island Paper Company, L.L.C., is a
U.S.-based unit of White Birch.

Bear Island filed a voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Case No. 10-31202) on
February 24, 2010.  Bear Island estimated assets of $100 million
to $500 million and debts of $500 million to $1 billion in its
Chapter 11 petition.

White Birch filed for bankruptcy protection under Canada's
Companies' Creditors Arrangement Act, before the Superior Court
for the Province of Quebec, Commercial Division, Judicial District
of Montreal, Canada.  White Birch and five other affiliates --
F.F. Soucy Limited Partnership; F.F. Soucy, Inc. & Partners,
Limited Partnership; Papier Masson Ltee; Stadacona Limited
Partnership; and Stadacona General Partner, Inc. -- also sought
bankruptcy protection under Chapter 15 of the U.S. Bankruptcy Code
(Bankr. E.D. Va. Case No. 10-31234).

Jonathan L. Hauser, Esq., at Troutman Sanders LLP, in Virginia
Beach, Virginia; and Richard M. Cieri, Esq., Christopher J.
Marcus, Esq., and Michael A. Cohen, Esq., at Kirkland & Ellis LLP,
in New York, serve as counsel to White Birch, as Foreign
Representative.  Kirkland & Ellis and Troutman Sanders also serve
as Chapter 11 counsel to Bear Island.  AlixPartners LLP serves as
financial and restructuring advisors to Bear Island, and Lazard
Freres & Co., serves as investment banker.  Garden City Group is
the claims and notice agent.  Chief Judge Douglas O. Tice, Jr.,
handles the Chapter 11 and Chapter 15 cases.


BLOCKBUSTER INC: Applies for Rothschild as Financial Advisor
------------------------------------------------------------
Blockbuster Inc. and its units seek the Court's authority to
employ Rothschild Inc. as their financial advisor and investment
banker, nunc pro tunc to the Petition Date.

"During the prepetition period, since its retention in February
2010, as well as its prior retention during the Company's
successful refinancing processes in 2009, Rothschild expended
substantial time and effort in its role as financial advisor and
investment banker, assisting in evaluating Blockbuster's liquidity
situation, capital structure alternatives, recapitalization
opportunities on a standalone basis and with potential strategic
and financial partners, and potential divestitures," relates
Roderick J. McDonald, Blockbuster Inc.'s vice president and
general counsel.

According to Mr. McDonald, Rothschild has played a central role
in continuous and ongoing negotiations with Blockbuster's
stakeholders, including the ad hoc groups of senior and senior
subordinated noteholders, and in the ongoing process of
soliciting, facilitating, and evaluating potential transactions
with strategic and financial third parties.  Rothschild also
played a central role in soliciting, evaluating, and structuring
DIP financing for Blockbuster in preparation for Blockbuster's
filing for Chapter 11 protection.  Rothschild is also involved in
determining an appropriate capital structure for Blockbuster.

As a result, Rothschild has acquired significant knowledge of
Blockbuster and its business and is now intimately familiar with
Blockbuster's financial affairs, debt structure, business
operations, capital structure, key stakeholders, financing
documents and other related material information.

Rothschild is expected to render these financial advisory and
investment banking services as necessary:

  (a) Reviewing and analyzing the business plans and financial
      Projections prepared by Blockbuster including, but not
      limited to, testing assumptions and comparing those
      assumptions to historical trends of Blockbuster and
      its industry;

  (b) Evaluating Blockbuster's debt capacity in light of its
      projected cash flows and assisting in the determination of
      an appropriate debt structure for Blockbuster;

  (c) Identifying or initiating potential Transactions;

  (d) Advising Blockbuster on the risks and benefits of
      considering a transaction with respect to Blockbuster's
      intermediate and long-term business prospects and
      strategic alternatives to maximize the business
      enterprise value of Blockbuster;

  (e) Assisting in the negotiations with Blockbuster's
      (i) senior secured noteholders, (ii) senior subordinated
      noteholders, (iii) preferred shareholders, (iv) common
      shareholders, (v) studio creditors, and (vi) other
      creditors or constituents as may be reasonably requested
      by Blockbuster and, in each case, as needed to effectuate
      any Transaction approved by the management or, if
      required, the boards of directors;

  (f) Reviewing and analyzing any proposals Blockbuster receives
      from third parties in connection with a Transaction or
      other transaction, including, without limitation, any
      proposals for debtor-in-possession financing, as
      appropriate;

  (g) Assisting in soliciting and structuring DIP or exit
      financing;

  (h) Soliciting interest from investors or buyers for an
      M&A Transaction;

  (i) Assisting or participating in negotiations with parties-
      in-interest, including, without limitation, any current or
      prospective creditors of, holders of equity in, or
      claimants against Blockbuster or its representatives in
      connection with a Transaction;

  (j) Advising Blockbuster with respect to, and attending
      meetings of, (i) Blockbuster's boards of directors
      (including any Transaction Committees), (ii) creditor
      groups, (iii) studios, (iv) official constituencies and
      (v) other interested parties, as necessary;

  (k) Participating, if requested by Blockbuster, in hearings
      before the Court and providing relevant testimony with
      respect to the matters described herein and issues arising
      in connection with any proposed Plan; and

  (l) Rendering other financial advisory and investment banking
      services as may be agreed upon by Rothschild and
      Blockbuster.

The Debtors have agreed to pay Rothschild in cash under this fee
structure:

  * Monthly Fee.  An advisory fee of $125,000 payable on Oct. 1,
    2010, and monthly thereafter.

  * New Capital Fee.  A new capital fee equal to these
    percentages of the gross cash proceeds of any new capital or
    refinancing capital raised:

    (a) 1.0% for all secured debt, including any DIP financing,
        but not including debt raised by Callidus secured
        exclusively by Canadian collateral;

    (b) 2.0% for all unsecured debt; and

    (c) 4.0% for any equity capital or hybrid capital raised.

    A New Capital Fee will not be earned with respect to any
    capital provided by Blockbuster's existing creditors or
    shareholders, including any reinstatement of existing debt
    on a consensual or non-consensual basis pursuant to a Plan
    or otherwise.  The New Capital Fee is payable upon the
    closing of the transaction by which the new capital is
    committed.  For the avoidance of doubt, the term "raised"
    includes the amount committed or otherwise made available to
    Blockbuster whether or not the amount, or any portion of it,
    is drawn down at closing or is ever drawn down and whether
    or not that amount, or any portion of it, is used to
    refinance existing obligations of Blockbuster.

  * Recapitalization Fee.  A recapitalization fee payable upon
    the consummation of a Recapitalization Transaction equal to
    $3,100,000.  Rothschild is entitled to only a single
    Recapitalization Fee if more than one Recapitalization
    Transaction is consummated.

  * M&A Fee.  A mergers and acquisitions fee, payable at the
    closing of any M&A Transaction, and based on a variable
    percentage of Aggregate Consideration that ranges from 1.75%
    of Aggregate Consideration of $100,000,000 to 0.70% of
    Aggregate Consideration of $1,000,000,000, with fees above
    and below the amounts agreed in good faith consistent with
    the schedule of fees in the Engagement Letter.  In the event
    that Blockbuster consummates multiple Transactions that
    constitute M&A Transactions, the M&A Fee will be determined
    on the aggregate consideration of the M&A Transactions.  No
    M&A Fee will be earned with respect to any transaction with
    or capital provided primarily or solely by Blockbuster's
    creditors or shareholders existing as of the Engagement
    Date.

In the event that Blockbuster enters into a single Transaction
that constitutes both a Recapitalization Transaction and an M&A
Transaction, Rothschild will be entitled only to the greater of
the Recapitalization Fee and the M&A Fee.  Upon becoming entitled
to receive any Recapitalization Fee or M&A Fee, Rothschild will
not thereafter be entitled to earn or be paid any other fee under
the Engagement Letter except New Capital Fees and Monthly Fees,
if any, earned prior to the related M&A Transaction or
Recapitalization Transaction.  Also, upon becoming entitled to
receive any Recapitalization Fee or M&A Fee, Blockbuster will
have the option to terminate the Engagement Letter with no further
obligation.  However, if Blockbuster thereafter elects not to
terminate the Engagement Letter, the Monthly Fee will still apply.

Under the Tail Obligation contemplated in the Engagement Letter, a
New Capital Fee, Recapitalization Fee or M&A Fee, as the case may
be, will be payable in the event that (i) the engagement is
terminated by Blockbuster and a New Capital Raise,
Recapitalization Transaction or M&A Transaction, as applicable, is
consummated at any time prior to the expiration of one year after
the effective date of the termination or (ii) a definitive
agreement with respect thereto is executed at any time prior to
the expiration of one year after the termination.

To the extent not otherwise credited, Rothschild will credit:
(a) 50% of all Monthly Fees paid in excess of $525,000 in the
aggregate against the Recapitalization Fee or the M&A Fee and
(b) 50% of any New Capital Fees against the Recapitalization Fee
or the M&A Fee.  However, the sum of the Monthly Fee Credit and
the New Capital Fee Credit will not exceed the fee against which
it is to be credited.

The Debtors will also reimburse Rothschild for all of its
professionals' reasonable expenses incurred in connection with the
performance of its engagement.  The Debtors have also agreed to
certain indemnification and contribution obligations as described
in the parties' Engagement Letter dated as of Feb. 8, 2010.

As of September 23, 2010, Rothschild has earned and received
payment for Monthly Fees aggregating $1,050,000.

Neil Augustine, a managing director of Rothschild, assures the
Court that his firm is a "disinterested person," as defined in
Section 101(14) of the Bankruptcy Code and as required by Section
327(a).

Mr. Augustine discloses that in the 90 days prior to the Petition
Date, the Debtors paid Rothschild $700,000 in fees and $162,291
for reimbursement of expenses, including $50,000 for estimated
expenses already incurred but not yet processed in Rothschild's
accounting system, which will be credited against future invoices.

                       About Blockbuster Inc.

Based in Dallas, Texas, Blockbuster Inc. (Pink Sheets: BLOKA,
BLOKB) -- http://www.blockbuster.com/-- is a global provider of
rental and retail movie and game entertainment.  It has a library
of more than 125,000 movie and game titles.  Blockbuster said it
had assets of $1,017,035,832 and debts of $1,464,939,759 as of
August 1, 2010.

Blockbuster Inc. and 12 U.S. affiliates initiated Chapter 11
bankruptcy proceedings with a pre-arranged reorganization plan
in Manhattan on September 23, 2010 (Bankr. S.D.N.Y. Case No.
10-14997).

Martin A Sosland, Esq., and Stephen Karotkin, Esq., at Weil,
Gotshal & Manges, serve as counsel to the Debtors.  Rothschild
Inc. is the financial advisor.  Alvarez & Marsal is the
restructuring advisor with A&M managing director Jeffery J.
Stegenga as chief restructuring officer.  Kurtzman Carson
Consultants LLC is the claims and notice agent.

A steering group of senior secured noteholders is represented by
James P. Seery, Esq., and Paul S. Caruso, Esq., at Sidley Austin
LLP.  U.S. Bank National Association as trustee and collateral
agent for the senior secured notes is represented by David
McCarty, Esq., and Kyle Mathews, Esq., at Sheppard Mullin Richter
& Hampton LLP.  BDO Consulting is the financial advisor for U.S.
Bank.

Lenders led by Wilmington Trust FSB are providing the DIP
financing.  The DIP Agent is represented by Peter Neckles, Esq.
and Alexandra Margolis, Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in New York.

Blockbuster's non-U.S. operations and its domestic and
international franchisees, all of which are legally separate
entities, were not included in the filings and are not parties to
the Chapter 11 proceedings.

Bankruptcy Creditors' Service, Inc., publishes BLOCKBUSTER
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Blockbuster Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000)


BLOCKBUSTER INC: Intends to Maintain Customer Programs
------------------------------------------------------
Before the Petition Date, both in the ordinary course of business
and as is customary in the retail industry, Blockbuster Inc. and
its debtor-affiliates engaged in certain activities to develop and
sustain a positive reputation with the consumers to whom they
market their goods and services.

In connection with these activities, Blockbuster maintains various
customer programs and policies designed to ensure customer
satisfaction, promote rental and sales growth, meet competitive
pressures, develop and sustain customer loyalty, improve
profitability, and generate goodwill for the Blockbuster brand,
thereby retaining current customers and attracting new ones, with
the ultimate goal of enhancing net income and increasing the value
of its enterprise.

Hence, the Debtors ask the Court's authority, but not direction,
to continue their Customer Programs in the ordinary course of
business and to perform and honor their prepetition obligations
with respect to those programs, which include:

  -- issuance of gift cards;
  -- issuance of store credits;
  -- rental subscription programs and
  -- provision of free and discounted rental coupons.

Continuance of the Customer Programs in the ordinary course is
integral to Blockbuster's seamless transition into Chapter 11 and
will facilitate a successful reorganization, Stephen Karotkin,
Esq., at Weil, Gotshal & Manges LLP, in New York, tells Judge
Lifland.

Blockbuster believes it must quickly assure customers that the
goods and services they have come to expect under the Customer
Programs will not be interrupted or otherwise changed as a result
of the Debtors' restructuring efforts.

Accordingly, Judge Burton R. Lifland granted the request, and
authorized the Debtors to continue their Customer Programs in the
same manner and on the same basis as the Debtors implemented and
maintained the programs prior to the commencement of the
bankruptcy cases.

                       About Blockbuster Inc.

Based in Dallas, Texas, Blockbuster Inc. (Pink Sheets: BLOKA,
BLOKB) -- http://www.blockbuster.com/-- is a global provider of
rental and retail movie and game entertainment.  It has a library
of more than 125,000 movie and game titles.  Blockbuster said it
had assets of $1,017,035,832 and debts of $1,464,939,759 as of
August 1, 2010.

Blockbuster Inc. and 12 U.S. affiliates initiated Chapter 11
bankruptcy proceedings with a pre-arranged reorganization plan
in Manhattan on September 23, 2010 (Bankr. S.D.N.Y. Case No.
10-14997).

Martin A Sosland, Esq., and Stephen Karotkin, Esq., at Weil,
Gotshal & Manges, serve as counsel to the Debtors.  Rothschild
Inc. is the financial advisor.  Alvarez & Marsal is the
restructuring advisor with A&M managing director Jeffery J.
Stegenga as chief restructuring officer.  Kurtzman Carson
Consultants LLC is the claims and notice agent.

A steering group of senior secured noteholders is represented by
James P. Seery, Esq., and Paul S. Caruso, Esq., at Sidley Austin
LLP.  U.S. Bank National Association as trustee and collateral
agent for the senior secured notes is represented by David
McCarty, Esq., and Kyle Mathews, Esq., at Sheppard Mullin Richter
& Hampton LLP.  BDO Consulting is the financial advisor for U.S.
Bank.

Lenders led by Wilmington Trust FSB are providing the DIP
financing.  The DIP Agent is represented by Peter Neckles, Esq.
and Alexandra Margolis, Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in New York.

Blockbuster's non-U.S. operations and its domestic and
international franchisees, all of which are legally separate
entities, were not included in the filings and are not parties to
the Chapter 11 proceedings.

Bankruptcy Creditors' Service, Inc., publishes BLOCKBUSTER
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Blockbuster Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000)


BLOCKBUSTER INC: Proposes to Pay Obligations to Key Vendors
-----------------------------------------------------------
Blockbuster Inc. and its units seek discretionary authority, on an
interim and final basis, to pay certain undisputed prepetition
obligations owed to certain of their key vendors, suppliers,
service providers and similar counterparties that the Debtors deem
essential to maintaining their ongoing business operations.

In recognition of the extraordinary nature of the relief
requested, and so as to ensure the benefit estimated to the
bankruptcy estates are preserved, the Debtors propose to condition
payment of any Essential Vendors' Claim on that Essential Business
Vendor's binding agreement to continue supplying its goods or
services to the Debtors on customary trade terms during the
pendency of the Chapter 11 cases.

In the event that an Essential Business Vendor, after receipt of
payment, fails to provide the Debtors with any goods and services
requested upon customary trade terms or contractual terms during
the pendency of the cases, the Debtors further propose that the
postpetition payment be deemed an unauthorized postpetition
transfer and, therefore, recoverable by the Debtors pursuant to
Section 549 of the Bankruptcy Code.

The Debtors also ask the Court to authorize and direct all banks
and other financial institutions, on which checks are drawn or
electronic funds are transferred with respect to the Essential
Vendors' Claims, to honor any checks or electronic transfers upon
the receipt by each Bank of notice of authorization without
further Court order.

The Debtors estimate that, as of the Petition Date, the total
amount of undisputed, outstanding prepetition obligations due to
the Essential Business Vendors for which the Debtors seek
authority to pay is approximately $1.3 million and, of those
amounts, approximately $300,000 are on account of claims under
Section 503(b)(9) of the Bankruptcy Code.  Of this total,
approximately $300,000 is estimated to become due during the first
21 days of the Chapter 11 cases.

The Debtors are dependent upon the Essential Business Vendors for
a variety of goods and services, relates Stephen Karotkin, Esq.,
at Weil, Gotshal & Manges LLP, in New York.  He explains that
these services are highly technical and specialized, and have been
tailored to meet Blockbuster Inc.'s specific requirements.

The Essential Business Vendors are critical to Blockbuster's day-
to-day operations because either they are the only source for a
particular part, supply or service, or because obtaining a
replacement source would entail substantial delay or significantly
increased costs, Mr. Karotkin contends.  He asserts that in some
instances, the Debtors have essentially outsourced certain of
their operations to the Essential Business Vendors, and as a
result, the Debtors and the Essential Business Vendors have a
symbiotic relationship whereby the success, and failure, of one
depends on the other.

In the event of a failure by any of the Essential Business
Vendors, the Debtors believe they would have no alternative
supplier or service provider.  Thus, to ensure a seamless
transition into Chapter 11 and prevent undue harm to the
bankruptcy estates, the Debtors ask the Court to grant the
request.

                  Essential Vendor Agreement

The Debtors propose to condition payment of any Essential Vendors'
Claim on that Essential Business Vendor's binding agreement to
continue on a postpetition basis to supply its goods or services
to the Debtors on Customary Trade Terms.  To facilitate this
process, the Debtors propose that each selected Essential Business
Vendor execute a simple letter agreement, the key terms of which
are:

  -- The Essential Business Vendor agrees to be bound by the
     executed Essential Vendor Agreement throughout the pendency
     of the Chapter 11 cases;

  -- The Customary Trade Terms will be those trade terms between
     the Debtors and the Essential Business Vendor that were in
     effect the day prior to the Petition Date, or other terms
     as agreed between the Debtors and the Essential Business
     Vendor, pursuant to the executed Essential Vendor
     Agreement;

  -- By executing the Essential Vendor Agreement, the Essential
     Business Vendor acknowledges that it has reviewed the terms
     and provisions of the request and subsequent orders, and
     that it consents to be bound to the agreement;

  -- If an Essential Business Vendor refuses to supply goods and
     services to the Debtors on Customary Trade Terms following
     receipt of payment on its Essential Vendor Claim, or fails
     to comply with any Essential Vendor Agreement entered into
     between the Essential Business Vendor and the Debtors, the
     Debtors may in their discretion, and without further Court
     order:

     * declare that payments made to the Essential Business
       Vendor on account of its Essential Vendors' Claims be
       deemed payment of any outstanding postpetition claims of
       the vendors; and

     * require that the Essential Business Vendor immediately
       repay to the Debtors any payment made to it in excess of
       the postpetition claim, without giving effect to any
       rights of set-off, claims, provision for payment of
       reclamation or trust fund claims, or otherwise; and

  -- Any dispute with respect to the Essential Vendor Agreement
     or the Orders will be determined by the Bankruptcy Court.

The Debtors submit that there may be instances in which payment to
an Essential Business Vendor, prior to or in lieu of an Essential
Vendor Agreement being entered into, is necessary to avoid causing
irreparable harm to Blockbuster's business operations.  In those
cases, the Debtors seek authority to make payments on account of
those Essential Vendors' Claims, notwithstanding the fact that
following diligent efforts to enter into an Essential Vendor
Agreement with an Essential Business Vendor, no Essential Vendor
Agreement has been reached.

                       About Blockbuster Inc.

Based in Dallas, Texas, Blockbuster Inc. (Pink Sheets: BLOKA,
BLOKB) -- http://www.blockbuster.com/-- is a global provider of
rental and retail movie and game entertainment.  It has a library
of more than 125,000 movie and game titles.  Blockbuster said it
had assets of $1,017,035,832 and debts of $1,464,939,759 as of
August 1, 2010.

Blockbuster Inc. and 12 U.S. affiliates initiated Chapter 11
bankruptcy proceedings with a pre-arranged reorganization plan
in Manhattan on September 23, 2010 (Bankr. S.D.N.Y. Case No.
10-14997).

Martin A Sosland, Esq., and Stephen Karotkin, Esq., at Weil,
Gotshal & Manges, serve as counsel to the Debtors.  Rothschild
Inc. is the financial advisor.  Alvarez & Marsal is the
restructuring advisor with A&M managing director Jeffery J.
Stegenga as chief restructuring officer.  Kurtzman Carson
Consultants LLC is the claims and notice agent.

A steering group of senior secured noteholders is represented by
James P. Seery, Esq., and Paul S. Caruso, Esq., at Sidley Austin
LLP.  U.S. Bank National Association as trustee and collateral
agent for the senior secured notes is represented by David
McCarty, Esq., and Kyle Mathews, Esq., at Sheppard Mullin Richter
& Hampton LLP.  BDO Consulting is the financial advisor for U.S.
Bank.

Lenders led by Wilmington Trust FSB are providing the DIP
financing.  The DIP Agent is represented by Peter Neckles, Esq.
and Alexandra Margolis, Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in New York.

Blockbuster's non-U.S. operations and its domestic and
international franchisees, all of which are legally separate
entities, were not included in the filings and are not parties to
the Chapter 11 proceedings.

Bankruptcy Creditors' Service, Inc., publishes BLOCKBUSTER
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Blockbuster Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000)


BLOCKBUSTER INC: Seeks Approval of Weil Gotshal as Bankr. Counsel
-----------------------------------------------------------------
Blockbuster Inc. and its units seek the Court's authority to
employ Weil, Gotshal & Manges LLP, as their attorneys, nunc pro
tunc to the Petition Date.

Blockbuster Inc. Vice President and General Counsel Roderick J.
McDonald tells the Court that the Debtors have selected Weil
Gotshal as their attorneys because of the firm's knowledge of the
Debtors' business and financial affairs and its extensive general
experience and knowledge in the field of debtor's protections and
creditors' rights and business reorganizations under Chapter 11 of
the Bankruptcy Code.

Additionally, he says, in connection with its prepetition
representation of the Debtors in respect of the potential
restructuring of their financial obligations and the preparation
for the commencement of these Chapter 11 Cases, Weil Gotshal has
become familiar with the Debtors' business, affairs, capital
structure, and their prepetition efforts to restructure outside
the purview of Chapter 11.  Accordingly, Weil Gotshal has the
necessary background to deal effectively with many of the
potential legal issues and problems that may arise in the context
of the Debtors' Chapter 11 Cases.

As the Debtors' counsel, Weil Gotshal will:

  (a) prepare on behalf of the Debtors, as debtors-in-
      possession, all necessary motions, applications, answers,
      orders, reports, and other papers in connection with the
      administration of the Debtors' estates;

  (b) take all necessary action to protect and preserve the
      Debtors' estates, including the prosecution of actions on
      the Debtors' behalf, the defense of any actions commenced
      against the Debtors, the negotiation of disputes in which
      the Debtors are involved, and the preparation of
      objections to claims filed against the Debtors' estates;

  (c) take all necessary actions in connection with a Chapter 11
      plan and related disclosure statements and all related
      documents, and further actions as may be required in
      connection with the administration of the Debtors'
      estates; and

  (d) perform all other necessary legal services in connection
      with the prosecution of the Chapter 11 Cases.

Weil Gotshal will be paid based on its normal hourly rates in
effect at the time the services are rendered:

  Members and counsel     $725 to $990
  Associates              $395 to $695
  Paraprofessionals       $160 to $290

Weil Gotshal will also be reimbursed for expenses incurred in
connection with its representation of the Debtors.

Mr. McDonald tells the Court that Weil Gotshal received a retainer
and an advance against expenses for all services to be performed,
including in preparation for and with respect to the prosecution
of the Chapter 11 Cases.  Specifically, during the
12-month period prior to the Petition Date, Weil Gotshal received
an aggregate of approximately $4.6 million for professional
services performed and reimbursement of expenses incurred in
connection with the firm's representation of the Debtors.  As of
the Petition Date, Weil Gotshal held approximately $270,000 of an
advance retainer.  Weil Gotshal intends to apply the retainer to
any outstanding amounts relating to the period prior to the
Petition Date, which were not processed through the firm's billing
system as of the Petition Date, and to retain the balance on
account of services rendered and expenses incurred subsequent to
the Petition Date, Mr. McDonald says.

Stephen Karotkin, Esq., a member of Weil Gotshal, assures the
Court that the firm is a "disinterested person," as that term is
defined in Section 101(14) of the Bankruptcy Code, as modified by
Section 1107(b).  Weil Gotshal says it will conduct an ongoing
review of its files to ensure that no disqualifying circumstances
arise, and if any new relevant facts or relationships are
discovered, it will supplement its disclosure to the Court.

                       About Blockbuster Inc.

Based in Dallas, Texas, Blockbuster Inc. (Pink Sheets: BLOKA,
BLOKB) -- http://www.blockbuster.com/-- is a global provider of
rental and retail movie and game entertainment.  It has a library
of more than 125,000 movie and game titles.  Blockbuster said it
had assets of $1,017,035,832 and debts of $1,464,939,759 as of
August 1, 2010.

Blockbuster Inc. and 12 U.S. affiliates initiated Chapter 11
bankruptcy proceedings with a pre-arranged reorganization plan
in Manhattan on September 23, 2010 (Bankr. S.D.N.Y. Case No.
10-14997).

Martin A Sosland, Esq., and Stephen Karotkin, Esq., at Weil,
Gotshal & Manges, serve as counsel to the Debtors.  Rothschild
Inc. is the financial advisor.  Alvarez & Marsal is the
restructuring advisor with A&M managing director Jeffery J.
Stegenga as chief restructuring officer.  Kurtzman Carson
Consultants LLC is the claims and notice agent.

A steering group of senior secured noteholders is represented by
James P. Seery, Esq., and Paul S. Caruso, Esq., at Sidley Austin
LLP.  U.S. Bank National Association as trustee and collateral
agent for the senior secured notes is represented by David
McCarty, Esq., and Kyle Mathews, Esq., at Sheppard Mullin Richter
& Hampton LLP.  BDO Consulting is the financial advisor for U.S.
Bank.

Lenders led by Wilmington Trust FSB are providing the DIP
financing.  The DIP Agent is represented by Peter Neckles, Esq.
and Alexandra Margolis, Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in New York.

Blockbuster's non-U.S. operations and its domestic and
international franchisees, all of which are legally separate
entities, were not included in the filings and are not parties to
the Chapter 11 proceedings.

Bankruptcy Creditors' Service, Inc., publishes BLOCKBUSTER
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Blockbuster Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000)


BOSTON BLACKIES: Closes Certain Store Locations Immediately
-----------------------------------------------------------
Wailin Wong at Chicago Breaking Business reports that Boston
Blackie's said it is closing some of its locations almost a year
after it filed for bankruptcy.  A person with knowledge of the
matter said it was closing effective immediately.

Boston Blackies Management Co. filed for Chapter 11 protection in
Chicago on November 24, 2009  (Bankr. N.D. Ill. Case No. 09-
44643).  Boston Blackies also placed eight American-style
restaurants in Chicago and surrounding suburbs into Chapter 11.
The management company listed debt of $6.4 million, including $5.6
million owing to secured creditor, General Electric Capital Corp.


BRANDYWINE OPERATING: Fitch Affirms 'BB+' Issuer Default Rating
---------------------------------------------------------------
Fitch Ratings has affirmed the ratings of Brandywine Realty Trust
and its subsidiary, Brandywine Operating Partnership, L.P.:

Brandywine Realty Trust

  -- Issuer Default Rating at 'BB+';
  -- Preferred stock rating at 'BB-'.

Brandywine Operating Partnership, L.P.

  -- IDR at 'BB+';
  -- Unsecured revolving credit facility at 'BB+';
  -- Senior unsecured notes at 'BB+.'

The Rating Outlook is Stable.

The affirmation of Brandywine's IDR at 'BB+' reflects the
company's credit strengths, including its manageable debt maturity
and lease expiration schedules, granular tenant base and the
company's maintenance of leverage and coverage ratios appropriate
for the rating category, despite the weak operating environment.
The Stable Outlook reflects Brandywine's strong liquidity and
unencumbered asset coverage of unsecured debt, offset by expected
soft property-level fundamentals.

The company's portfolio benefits from tenant diversification with
the top 10 tenants representing 28.3% of annual base rent of June
30, 2010.  The U.S. Government Services Administration is the
company's largest tenant, contributing 7.2% of annual base rent,
pro forma for the delivery of the Post Office Square building
rented to the IRS.

The economic recovery remains fragile, with the high unemployment
rate continuing to adversely impact the business prospects of many
of Brandywine's tenants.  Brandywine's portfolio is focused in the
Mid-Atlantic region, with the top five sub-markets being Dulles
Toll Road Corridor (17.8% of same-property NOI as of June 30,
2010), Philadelphia CBD (13.2%), Radnor, PA (8.4%), King of
Prussia/ Berwyn/ N202 Corridor (8.1%), and Southwest Austin
(5.9%).  With the delivery of the Post Office Square development
in Aug. 2010, Brandywine will generate nearly 19% of its NOI from
the Philadelphia CBD.  Fitch views the company's presence in
Philadelphia as a credit positive as Brandywine is a well
established operator in this submarket.

However, as a result of this geographic focus with exposure to
some weaker submarkets with low barriers to entry, the portfolio
experienced a 4.3% decline in same store NOI in 2009, a 3% same
store NOI decline in the first quarter of 2010 (1Q'10) and a 1.3%
decline in 2Q'10.  Since 2006, Brandywine has underperformed its
office peer group by approximately 200bps in both same property
NOI performance and occupancy statistics.  Brandywine has also
underperformed its markets, as followed by PPR, by almost 100 bps
since 2006.

Occupancy and rent deterioration since early 2008 have challenged
the operations of Brandywine, but these challenges have not
adversely affected fixed charge coverage.  Despite declines in
same store NOI and occupancy rates, fixed charge coverage (defined
as recurring operating EBITDA less recurring capital expenditures
less straight line rent adjustments, divided by interest expense,
capitalized interest and preferred dividends) has remained
unchanged at 1.8 times for the 12 months ended June 30, 2010, as
compared to Dec. 31, 2009.  The company has raised approximately
$40.9 million under the continuous equity offering program
commenced in March 2010, the proceeds of which have been used to
repay indebtedness, and hence reduced interest incurred.  Revenues
from new development have also helped buffer the effect of the
same store declines.  Additionally, current and projected coverage
levels remain healthy for the ratings.

Brandywine's leverage ratio remains consistent with a 'BB+'
rating, as the company's net debt divided by recurring operating
EBITDA was 7.7x for the trailing 12 months ended June 30, 2010,
compared with 7.6x and 8.1x during 2009 and 2008, respectively.
The improvement in leverage since 2008 stems from the company's
equity issuances which were used to fund cash tender offers for
unsecured debt, repayment under the line of credit, acquisitions
and general corporate purposes.  Brandywine's risk-adjusted
capitalization of 1.0x is also appropriate for the 'BB+' rating.

The Stable Outlook reflects Brandywine's large unencumbered
property pool, which gives the company financial flexibility as a
source of contingent liquidity.  Unencumbered asset coverage of
unsecured debt (calculated as 2Q'10 annualized unencumbered
property net operating income divided by a 8% capitalization rate
reflective of the portfolio) results in coverage of 1.7x as of
June 30, 2010, which is appropriate for a 'BB+' rating.  Moreover,
covenants within the company's unsecured revolving line of credit
agreement and bond indenture do not currently restrict
Brandywine's financial flexibility.

Brandywine's liquidity position is adequate for the rating
category.  Sources of liquidity (unrestricted cash, availability
under the company's unsecured revolving credit facility, expected
retained cash flows from operating activities after dividends and
distributions) divided by uses of liquidity (pro rata debt
maturities, expected recurring capital expenditures) for July 1,
2010 to Dec. 31, 2011 result in a liquidity coverage ratio of 1.0x
and 1.3x if maturing secured debt is refinanced at a rate of 80%
of current debt outstanding.  Furthermore, the company's debt
maturity schedule is well laddered with no more than 22% of debt
maturing annually over the next five years.

The two-notch differential between Brandywine's IDR and its
preferred stock rating is consistent with Fitch's criteria for
corporate entities with a 'BB+' IDR.  Based on Fitch's report,
'Equity Credit for Hybrids and Other Capital Securities' (dated
Dec. 29, 2009, and available at 'www.fitchratings.com'),
Brandywine Realty Trust's preferred units are 75% equity-like and
25% debt-like since they are perpetual and have no covenants but
have a cumulative deferral option in a going concern.  Net debt
plus 25% of preferred stock to recurring operating EBITDA was 7.8x
as of June 30, 2010, compared with 7.7x and 8.2x, as of Dec. 31,
2009 and Dec. 31, 2008, respectively.

               Guidelines for Further Rating Actions

These factors may result in positive momentum on the ratings
and/or Rating Outlook:

  -- Positive operating trends;

  -- Demonstrated access to multiple sources of capital;

  -- Net debt to recurring operating EBITDA declines below 6.5x;

  -- Maintaining fixed charge coverage above 2.0x (for the 12
     months ended June 30, 2010, recurring EBITDA divided by total
     fixed charges was 1.8x);

These factors may result in negative momentum on the ratings
and/or Rating Outlook:

  -- Maintaining fixed charge coverage below 1.5x;

  -- A sustained decline in unencumbered asset coverage below 1.5x
     (as defined as the annualized unencumbered property net
     operating income divided by a 8% capitalization rate).

  -- Net debt to recurring operating EBITDA increases above 8.0x.


BRUGNARA PROPERTIES: Section 341(a) Meeting Scheduled for Oct. 26
-----------------------------------------------------------------
The U.S. Trustee for Region 17 will convene a meeting of Brugnara
Properties VI's creditors on October 26, 2010, at 9:00 a.m.  The
meeting will be held at San Francisco U.S. Trustee Off, Office of
the U.S. Trustee, 235 Pine Street, Suite 850, San Francisco, CA
94104.

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

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

San Francisco, California-based Brugnara Properties VI filed for
Chapter 11 bankruptcy protection on September 17, 2010 (Bankr.
N.D. Calif. Case No. 10-33637).  Joel K. Belway, Esq., at the Law
Offices of Joel K. Belway, 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.


CAMTECH PRECISION: Final Hearing on Cash Use Set for December 7
---------------------------------------------------------------
The Hon. Paul G. Hyman of the U.S. Bankruptcy Court for the U.S.
Bankruptcy Court for the Southern District of Florida authorized,
on an interim basis, Camtech Precision Manufacturing, Inc., et
al., to access Regions Bank's cash collateral for an additional
90 days.

The final hearing on the Debtors' request to further access the
cash collateral is scheduled for December 7, 2010, at 10:00 a.m.

As reported in the Troubled Company Reporter on June 2, 2010, at
the time of the bankruptcy filing, the Debtor owed Regions Bank
approximately $4,182,107, in the aggregate.  The total amount owed
to Regions Bank appears to be substantially under-secured by the
Debtors' account receivables of approximately $1,090,000 and
inventory of approximately $2,300,000, as of the filing date.

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

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant Regions Bank replacement liens
on all the Debtors' property to the same extent as any prepetition
lien.  As additional adequate protection during the pendency of
the Chapter 11 case and through confirmation of a Plan of
Reorganization, the Debtor will pay to Regions Bank monthly
adequate protection payments in the amount of $20,910, beginning
on June 4, 2010, and continuing on the 4th day of each month
thereafter.

            About Camtech Precision Manufacturing, Inc.

Jupiter, Florida-based Camtech Precision Manufacturing, Inc.,
filed for Chapter 11 bankruptcy protection on May 10, 2010 (Bankr.
S.D. Fla. Case No. 10-22760).  Craig I Kelley, Esq., who has an
office in West Palm Beach, Florida, assists the Company in its
restructuring effort.  According to the schedules, the Company
says that assets total $10,977,673 while debts total $14,625,066.

The Company's affiliate, R&J National Enterprises, Inc., filed a
separate Chapter 11 petition.


CARBON BEACH: Hearing on Construction Financing Set for October 1
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
will convene a hearing on October 1, 2010, at 10:00 a.m., to
consider Carbon Beach Partners, LLC's request to incur up to
$3,500,000 postpetition financing to complete construction of its
primary asset.

The Debtor owns an eight-unit luxury condominium located in
Malibu, California.  The project is only 95% completed because
Builders Bank and the Debtor were unable to come to terms on a
restructuring of the bank debt.

The Debtor needs the money to fund the completion of the property
so all the creditors could be paid.

The Debtor's proposed Chapter 11 plan provides that a new lender
will advance funds to complete construction of the property and
will be sold over an 18-month period.  The net proceeds of sale
will be used to pay of this new lender and then will be disbursed
to the creditors who are determined by the Court to be next in the
absolute order of priority.

The terms of the loan include:

     Amount:                      up to $3,500,000
     Maturity Date:               18 months
     Late Fee Interest            3%
     Default Interest             5%

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant the new lender a lien on the
property of the estate, senior to all existing prepetition liens.

Calabasas, California-based Carbon Beach Partners, LLC, filed for
Chapter 11 protection on November 3, 2009 (Bankr. C.D. Calif. Case
No. 09-24657).  Anne Wells, Esq., represents the Debtor in its
restructuring effort.  In its petition, the Debtor estimated its
assets and debts at $10 million to $50 million.


CATHOLIC CHURCH: Davenport Reaches $22MM Capital Campaign Goal
--------------------------------------------------------------
The Diocese of Davenport announced that despite the worst economic
conditions in decades, the Diocese has achieved its $22 million
capital campaign goal.

The achievement boosts morale in a diocese deeply wounded because
of the abuse of children by some clergy in past decades.  The
campaign, which kicked off last year, was the first in more than
20 years for the diocese and came at a time of rebuilding
following bankruptcy.  All 80 parishes and the Newman Catholic
Student Center in Iowa City participated in the fundraising effort
that will cover the purchase and renovation of diocesan
headquarters in Davenport as well as support clergy, seminarians,
schools, parishes and diocesan ministries.  More than 9,700 donors
contributed, with an average gift of $2,265.

"I am absolutely overwhelmed at the response of people for their
Church," Bishop Martin Amos said.  "The initial need was prompted
by the bankruptcy, but the success of the campaign has truly moved
us forward in faith and hope."

Capital campaign chair Mike Bauer said he was "humbled by the
response of the diocese's priests in making such a substantial
commitment of both their personal financial contributions
($1 million in pledges) and their commitment of time and energy
to make sure we were successful."

Sister Laura Goedken, OP, the diocese's development director, said
the generosity of the people of the diocese means "we can be much
more mission focused and mission directed and concentrate on being
a Eucharistic community."

Msgr. John Hyland, the diocese's vicar general, thanked all who
contributed to the campaign.  "There were countless individuals
who provided leadership roles in our diocese, deaneries and
parishes and the goal was reached because of their dedication and
hard work; my thanks to them."

The 20 percent rebate to parishes also proved to be an attractive
incentive.  "We were particularly influenced by the rebate program
because we have all kinds of needs here at St. Paul the Apostle,"
said Father Mike Spiekermeier, pastor of the Davenport parish.
His was one of five parishes that piloted the campaign.  The first
rebate check, for $65,648.15, helped with payments toward purchase
of property and construction of a parking lot for the growing
parish.

St. Mary Parish in Grinnell, another pilot parish, received its
first payment -- $23,877 -- and used it toward purchase of a new
air conditioner in the church, said the pastor, Father Nick Adam.
Future checks will go toward other physical needs at the church,
such as repair of the front steps.  "I am very proud of my
parish," Fr. Adam said, which like St. Paul's exceeded its goal.
The cause for the campaign, he said, was well presented.

                    About Diocese of Davenport

The Diocese of Davenport in Iowa filed for chapter 11 protection
(Bankr. S.D. Ia. Case No. 06-02229) on Oct. 10, 2006.  Richard A.
Davidson, Esq., at Lane & Waterman LLP, represents the Davenport
Diocese in its restructuring efforts.  Hamid R. Rafatjoo, Esq.,
and Gillian M. Brown, Esq., at Pachulski Stang Zhiel Young Jones &
Weintraub LLP represent the Official Committee of Unsecured
Creditors.  In its schedules of assets and liabilities, the
Davenport Diocese reported $4,492,809 in assets and $1,650,439 in
liabilities.  The Court approved on April 3, 2008, the Diocese of
Davenport's second amended disclosure statement explaining its
joint plan of reorganization.  The Committee is a proponent to the
plan, which was confirmed on April 30, 2008.  (Catholic Church
Bankruptcy News; Bankruptcy Creditors' Service Inc.;
http://bankrupt.com/newsstand/or 215/945-7000).


CATHOLIC CHURCH: Fairbanks Trustee Proposes Travelers Settlement
----------------------------------------------------------------
Robert L. Berger, settlement trustee under the Catholic Bishop of
Northern Alaska's Third Amended and Restated Joint Plan of
Reorganization, asks the U.S. Bankruptcy Court for the District of
Alaska pursuant to Sections 105 and 363 of the Bankruptcy Code and
Rule 9019 of the Federal Rules of Bankruptcy Procedure to:

  (a) approve the Settlement Agreement and Release that has been
      entered into by the Trustee and certain other parties, as
      sellers, and Travelers Casualty and Surety Company,
      formerly known as Aetna Casualty and Surety Company, as
      purchaser;

  (b) approve the settlement and compromise of claims among the
      Releasing Parties and Travelers;

  (c) find that the Agreement complies with the Bankruptcy Code
      and other applicable law; and

  (d) authorize the Trustee and the Diocese of Fairbanks to sell
      back to Travelers the Diocese's rights under certain
      contracts of insurance pursuant to the terms of the
      Agreement, free and clear of liens, claims, encumbrances
      and other interests.

Under the Agreement, Travelers will pay the Trustee $1,500,000
within 10 days after the Conditions to Payment under the Agreement
have been satisfied.  The proposed sale of CBNA's rights and
interests in the Policies will be made, free and clear of liens,
with Travelers to receive the protections granted by the
Bankruptcy Code to a bona fide purchaser for value.

Travelers will buy back only those rights under the Policies
belonging to CBNA and the Other Releasing Parties, as defined in
the Agreement, and will not purchase any rights under the Policies
belonging to the Anchorage Archdiocese, the Juneau Diocese, the
Society of Jesus, Oregon Province or any other person that is not
CBNA or one of the Other Releasing Parties under the Agreement.

In addition, the Agreement provides that Travelers will be
designated as a Settling Insurer under CBNA's Plan of
Reorganization and the Confirmation Order, and will become a
beneficiary of the channeling injunction contained in the Plan.
Channeled claims include any claims against Travelers brought by
other Insurers on account of contribution or other claims.

Travelers agrees to release the Trustee and CBNA.  In exchange for
this consideration, Travelers will obtain a release from the
Trustee and CBNA with respect to, among other things, claims for
defense and indemnity of claims against CBNA and Other Releasing
Parties for injuries suffered due to sexual abuse by priests,
members of other religious orders, and other persons allegedly
negligently hired, supervised, or maintained by CBNA.

Mr. Berger asserts that the Agreement will provide substantial
assets for the Settlement Trust and for the payment of Future
Claims.

The Court will convene a hearing on October 13, 2010, to consider
the request.

                About the Diocese of Fairbanks

The Roman Catholic Diocese of Fairbanks in Alaska, aka Catholic
Bishop of Northern Alaska, aka Catholic Diocese of Fairbanks, aka
The Diocese of Fairbanks, aka CBNA -- http://www.cbna.info/--
filed for Chapter 11 bankruptcy on March 1, 2008 (Bankr. D. Alaska
Case No. 08-00110).  Susan G. Boswell, Esq., at Quarles & Brady
LLP represents the Debtor in its restructuring efforts.  Michael
R. Mills, Esq., of Dorsey & Whitney LLP serves as the Debtor's
local counsel and Cook, Schuhmann & Groseclose Inc. as its special
counsel.  Judge Donald MacDonald, IV, of the United States
Bankruptcy Court for the District of Alaska presides over
Fairbanks' Chapter 11 case.  In its schedules, the Debtor
disclosed total assets of $13,316,864 and total liabilities of
$1,838,719 as of the Petition Date.

The church's plans to file its bankruptcy plan and disclosure
statement on July 15, 2008.  Its exclusive plan filing period
expires on January 15, 2009.  (Catholic Church Bankruptcy News;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


CATHOLIC CHURCH: Spokane Needs to Raise $800k to Pay Abuse Claims
-----------------------------------------------------------------
U.S. Bankruptcy Judge Patricia Williams granted the request of
Gloria Z. Nagler, Plan Trustee of the Catholic Bishop of Spokane,
also known as The Catholic Diocese of Spokane, to confirm
interpretation of the Diocese of Spokane's confirmed Plan of
Reorganization.  Judge Williams ruled that the Plan is interpreted
to allow the Plan Trustee access to the contingency reserve fund
upon incurring expenses.

Ms. Nagler asserted that use of the Plan's contingency reserve for
administrative professional fees and expenses incurred to enforce
the Plan's provisions is implicit in the Plan, and hence, she
seeks judicial confirmation of her intention to use the
contingency reserve for that enforcement.  She also filed a
declaration in support of her request.

The Plan expressly provides for creation of a Future Claims fund,
initially funded by the Diocese with $1,000,000, for use by the
Plan Trustee in payment of all allowed Future Tort Claims.  Per
the terms of the Plan, the Plan Trustee is to hold $200,000 of the
initial $1,000,000 deposit as a contingency reserve until all
allowed Future Tort Claims have been paid in full.

Prior to the entry of the order, the Plan Trustee filed a reply to
the responses to her request filed by the Spokane Diocese and the
Future Claims Representative.  Ms. Nagler asserted that the relief
sought is supported not only by a common sense understanding of
the Plan's enforcement mechanisms, but also by a recurring two
word phrase -- "or less."

                  Spokane Must Raise $800,000

With the granting of Ms. Nagler's request, the Diocese must now
raise more than $800,000 by fall to pay abuse claims, or risk
losing certain parishes to foreclosure, John Stucke of The
Spokesman-Review reports.

As previously reported, new claims of abuse continue to be filed,
approved and paid, which drained the $1 million fund for claims.
The Diocese needs to replenish the fund as agreed on its
settlement with the tort claimants.

According to Mr. Stucke's report, the Diocese needs to deposit
more than $43,000 into the Plan Trust by September 30, 2010, to
prevent foreclosure.  An additional $800,000 must also be
deposited by a deadline that has not yet been set but is likely to
come this fall.

                   About The Diocese of Spokane

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

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


CATHOLIC CHURCH: Wilmington's Removal Period Extended to October
----------------------------------------------------------------
Judge Christopher S. Sontchi of the United States Bankruptcy Court
for the District of Delaware extended to October 28, 2010, the
period within which the Catholic Diocese of Wilmington, Inc., may
remove various civil actions pending as of the Petition Date.

The Diocese's previous Removal Period expired on July 30, 2010.
Pursuant to Del.Bankr.L.R. 9006-2, the Removal Period was
automatically extended until the conclusion of the hearing to
consider the request, which was originally set for August 30,
2010.

As previously reported, the Official Committee of Unsecured
Creditors and the Unofficial Committee of 91 State Court Abuse
Survivors opposed further extension of the Removal Period, arguing
that it will hamper the progress in the case's mediation process.
They have also opposed the extension of the automatic stay to
certain Non-Debtor Defendants, arguing that allowing state court
actions to continue will boost the likelihood of success of the
mediation.  The Court subsequently allowed certain state court
cases to move forward.

                  About the Diocese of Wilmington

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

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

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


CHARLES JONES: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Charles Jefferson Jones
        15 River Trace
        Macon, GA 31210

Bankruptcy Case No.: 10-53166

Chapter 11 Petition Date: September 27, 2010

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

Debtor's Counsel: Wesley J. Boyer, Esq.
                  KATZ, FLATAU, POPSON AND BOYER, LLP
                  355 Cotton Avenue
                  Macon, GA 31201
                  Tel: (478) 742-6481
                  E-mail: wjboyer_2000@yahoo.com

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

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

A list of the Debtor's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/gamb10-53166.pdf


CHEM RX: Plans PharMerica-Led Auction for All Assets on Oct. 27
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Chem Rx Corp. has a contract to sell its assets to
PharMerica Corp. for $70.6 million plus the assumption of
specified liabilities, absent higher and better bids for the
assets.

According to the report, the bankruptcy judge scheduled a hearing
for Oct. 4 to rule on proposed auction and sale procedures.  If
adopted by the judge, competing bids would be due initially by
Oct. 25, followed by an auction on Oct. 27.  A hearing to approve
the sale would take place around Oct. 28.

Prior to selecting PharMerica as stalking horse bidder, Chem RX
signed 65 prospective buyers to confidentiality agreements.

PharMerica operates 90 institutional pharmacies in 41 states.

                    About Chem RX Corporation

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

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

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

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


CHEMTURA CORP: A&M Files 2nd Report on Chemtura Canada
------------------------------------------------------
Alvarez & Marsal Canada, Inc., in its capacity as information
officer of Chemtura Canada Co./Cie's proceeding under the
Companies' Creditors Arrangement Act, provided Mr. Justice
Morawetz of the Ontario Superior Court of Justice on Sept. 21,
2010, with information concerning:

  (a) an update regarding the settlement of various Diacetyl
      Claims;

  (b) Additional U.S. Orders;

  (c) U.S. Orders which Chemtura Canada will seek to have
      recognized at a future motion;

  (d) Chemtura Canada's actual net cash flows for the period
      from September 1 to 11, 2010;

  (e) the Plan;

  (f) the activities of the Information Officer; and

  (g) A&M's recommendations.

                    The Diacetyl Settlements

A&M updates the Canadian Court on the settlement of various
diacetyl claims, which include:

  -- the settlement among Chemtura Corp., Chemtura Canada and
     the law firm of Humphrey Farrington & McClain P.C., on
     behalf of 346 Diacetyl Claims that represent 15 of the 22
     pending diacetyl lawsuits.  The HFM Diacetyl Settlement
     provides for a $50 million aggregate payment to resolve the
     diacetyl liabilities; and

  -- the settlement among Chemtura Corp., Chemtura Canada and
     Tom R. Burcham, III, Esq., Robert DeVoto, Esq., Gary
     Matheny, Esq., Spencer P. Desai, Esq., on behalf of 7
     Diacetyl Claims that represent 2 pending diacetyl lawsuits.
     The Burcham Diacetyl Settlement provides for a $2,205,728
     aggregate payment to resolve the diacetyl liabilities.

A&M adds that the corporate Diacetyl Claim of Ungerer & Co will
be reserved for at 100% of its liquidated value or $1,750,000,
subject to any settlement that may be entered into between
Ungerer and Chemtura.

           Cash Flow Forecast, Chapter 11 Plan Updates

A&M discloses that Chemtura Canada's actual cash flow for the
period September 1 to 11, 2010, was approximately negative
$4.6 million as compared to forecast net cash flow of
approximately negative $4.9 million.

Chemtura Canada as of September 11 had a cash balance of
approximately $8.9 million.

The confirmation hearings of the Chapter 11 Plan of the U.S.
Debtors have not yet concluded.  A&M says it is in the process of
reviewing the Plan Supplement, the First Supplement and the
Second Supplement.

A full-text copy of the 2nd Information Officer's Report is
available for free at http://ResearchArchives.com/t/s?6b8d

                     About Chemtura Corp.

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

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


CHINA MEDIA: Posts $265,500 Net Loss in June 30 Quarter
-------------------------------------------------------
China Media Group Corporation filed its quarterly report on Form
10-Q, reporting a net loss of $265,521 on $11,042 of revenue for
the three months ended June 30, 2010, compared with a net loss of
$155,034 on $30,148 of revenue for the corresponding period last
year.

As of June 30, 2010, the Company has incurred accumulated deficits
totaling $8.7 million, and its current liabilities exceed its
current assets by $2.2 million.  At present the Company does not
have sufficient cash resources to provide for all general
corporate operations in the foreseeable future.  The Company will
be required to raise additional capital in order to continue to
operate in fiscal 2010.

The Company's balance sheet as of June 30, 2010, showed
$5.5 million in total assets, $4.5 million in total liabilities,
$136,362 in minority interest, and stockholders' equity of
$846,773.

As reported in the Troubled Company Reporter on April 21, 2010,
Albert Wong & Co., in Hong Kong, 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 deficits accumulated as at December 31, 2009, of $8.3 million
including net losses of $2.5 million for the year ended
December 31, 2009.

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

               http://researcharchives.com/t/s?6bc9

                        About China Media

Based in Wanchai, Hong Kong, China Media Group Corporation (OTC
BB: CHMD) -- http://www.chinamediagroup.net/-- plans to become
one of China's leading new age media companies through the use of
new technologies and devices combined with traditional media of
TV, Newspapers, Magazines, Billboards and Internet.  In order to
facilitate this, the Company established 4 strategic business
units: Advertising, Print, Telecommunications and Mobile
Computing, and Products and Services.  Only three units have begun
in operation: Advertising, Telecommunications and Mobile
Computing, and Products and Services.


CITIGROUP INC: Treasury to Sell Portion of $2.2BB TruPS
-------------------------------------------------------
Dow Jones Newswires' Meena Thiruvengadam reports that the U.S.
plans to sell a portion of the $2.2 billion in trust preferred
securities it obtained from Citigroup Inc. when it pledged to
share in losses on a pool of the bank's assets.   The Treasury
said Wednesday it plans to begin selling the trust preferred
securities this week.  According to Dow Jones, it remains unclear
exactly at what price the securities will be sold or how much of
its holdings the Treasury will sell.

Dow Jones notes the shares have a liquidation price of $25 each
and can be redeemed starting Oct. 30, 2015.  A group of investment
banks is soliciting buyers, and pricing information is expected to
become clearer this week.

Dow Jones relates by July, the Treasury said it had sold 2.6
billion of the 7.7 billion common shares it owned, in incremental
sales usually amounting up to 10% of daily trading volume.  But
its hope of ridding itself of all its Citi common stock by the end
of the year appears to be fading, Dow Jones says.  Trading volume
in Citi's stock has been lower over the summer than in the spring,
reducing the amount the Treasury can sell without affecting Citi's
stock price.  Unless the daily volume of Citi stock jumps
considerably, it is unlikely that the Treasury will complete the
sale of all its common stock this year, unless it changes course
and conducts a block sale of shares, Dow Jones says.

Dow Jones notes that in midday trading Wednesday, Citi's shares
were up 2.1%, to $3.96, in a falling market. The stock is up
nearly 20% so far this year.

                       About Citigroup Inc.

Based in New York, Citigroup Inc. (NYSE: C) -- is a global
diversified financial services holding company whose businesses
provide a broad range of financial services to consumer and
corporate customers.

As reported in the Troubled Company Reporter on November 25, 2008,
the U.S. government entered into an agreement with Citigroup to
provide a package of guarantees, liquidity access, and capital.
The U.S. Treasury and the Federal Deposit Insurance Corporation
agreed to provide protection against the possibility of unusually
large losses on an asset pool of roughly $306 billion of loans and
securities backed by residential and commercial real estate and
other such assets, which will remain on Citigroup's balance sheet.
As a fee for this arrangement, Citigroup issued preferred shares
to the Treasury and FDIC.  The Federal Reserve agreed to backstop
residual risk in the asset pool through a non-recourse loan.

Citigroup, the third-biggest U.S. bank, received $45 billion in
bailout aid.  Citigroup sold assets to repay the bailout funds.


CLAIM JUMPER: Landry's Restaurants Wants to Lead Auction
--------------------------------------------------------
Dow Jones' DBR Small Cap reports that Landry's Restaurants Inc. is
urging the U.S. Bankruptcy Court for the District of Delaware to
let it lead the bidding at an auction for Claim Jumper Restaurants
LLC's assets instead of an affiliate of private-equity firm Black
Canyon Capital LLC.

Landry's Restaurants, Inc., owns and operates mostly casual dining
restaurants under the trade names Landry's Seafood House, Chart
House, The Crab House, Saltgrass Steak House, and Rainforest Cafe.
Landry's also owns and operates the Golden Nugget hotel and casino
in Las Vegas, Nevada.  Annual revenue is $900 million.

Claim Jumper and its units are asking the Bankruptcy Court to
conduct a sale process where GRP Acquisition Corp., an affiliate
of Black Canyon Capital, LLC, will be stalking horse bidder at the
auction.

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.

A copy of the Bidding Procedures is available for free at:

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

                        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.

The Creditors Committee has selected the law firms of Cooley LLP
and Klehr Harrison Harvey Branzburg LLP as counsel.


CLOVERLEAF ENTERPRISES: UST Has Until Oct. 15 to Object to Fees
---------------------------------------------------------------
In In re: Cloverleaf Enterprises, Inc. (Bankr. D. Md. Case No.
09-20056), Ellin & Tucker, Chartered, as accountants for the
Debtor, and the United States Trustee for Region 4 have agreed to
extend the time upon which the U.S. Trustee can file his comments
or objections to the First Interim Application For Compensation By
Accountants for the Chapter 11 Debtor.  The Accountants and the
U.S. Trustee have stipulated and agreed that the United States
Trustee may have up to and including Friday, October 15, 2010, to
file a comment, objection or other responsive pleading to the
First Interim Fee Application.  The Hon. Paul Mannes approves the
agreement.

A copy of the Consent Order is available at:

     http://www.leagle.com/unsecure/page.htm?shortname=inbco20100927431

Fort Washington, Maryland-based Cloverleaf Enterprises Inc. --
http://www.rosecroft.com/-- owns the Rosecroft Raceway, a harness
track.  The Company filed for Chapter 11 protection (Bankr. D. Md.
Case No. 09-20056) on June 3, 2009, represented by Nelson C.
Cohen, Esq., at Zuckerman Spaeder LLP in Washington, D.C.  The
Company estimated $10 million to $50 million in assets and
$1 million to $10 million in debts in its Chapter 11 petition.
The Company's operations were halted in June 2010.


CODA OCTOPUS: Earns $286,000 in July 31 Quarter
-----------------------------------------------
Coda Octopus Group, Inc., filed its quarterly report on Form 10-Q,
reporting net income of $286,006 on $2.5 million of revenue for
the three months ended July 31, 2010, compared with a net loss of
$771,225 on $3.4 million of revenue for the comparable period a
year ago.

The Company had an operating loss of $887,189 in the 2010 period
against an operating loss of $361,046 in the 2009 period.  This
increase in operating loss is due to the change in the Company's
accounting of work in progress.

At July 31, 2010, the Company recalculated the fair value of the
conversion feature subject to derivative accounting and has
determined that the fair value at July 31, 2010 is $4.2 million.
Accordingly, the Company has recorded a positive charge of
$1.8 million during the three months ended July 31, 2010, related
to the change in fair value during the quarter.

The Company's balance sheet as of July 31, 2010, showed
$12.9 million in total assets, $27.7 million in total liabilities,
and a stockholders' deficit of $14.8 million.

As of July 31, 2010, the Company had a working capital deficit of
$20.2 million and a deficiency in stockholders' equity of
$14.8 million.  For the nine month period ended July 31, 2010, the
Company had negative cash flow from operations of $729,718.  The
Company also has an accumulated deficit of $61.1 million at
July 31, 2010.  The Company says it is dependent upon its ability
to generate revenue from the sale of its products and services and
the discretion of the holder of the Company's secured convertible
debenture to release cash to cover operations.

"If the Company's financial resources from operations are
insufficient, the Company will require additional financing in
order to execute its operating plan and continue as a going
concern.  The Company may not be able to obtain the necessary
additional capital on a timely basis, on acceptable terms, or at
all.  In any of these events, the Company may be unable to repay
its debt obligations, implement its current plans for
reorganization, or respond to competitive pressures, any of which
circumstances would have a material adverse effect on its
business, prospects, financial condition and results of
operations."

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

               http://researcharchives.com/t/s?6bd0

                        About Coda Octopus

Coda Octopus Group, Inc., develops, manufactures, sells and
services real-time 3D sonar and other products, as well as
engineering design and manufacturing services on a worldwide
basis.  Headquartered in Jersey City, New Jersey, with research
and development, sales and manufacturing facilities located in the
United Kingdom, United States and Norway, the Company is engaged
in software development, defense contracting and engineering
services through subsidiaries located in the United States and the
United Kingdom.


COLONIAL BANCGROUP: Bankr. Ct. Interprets 11 U.S.C. Sec. 365(o)
---------------------------------------------------------------
WestLaw reports that a federal bankruptcy judge in Alabama held
that 11 U.S.C. Sec. 365(o), the bankruptcy statute providing that,
in any Chapter 11 case filed by an affiliate of a federally
insured depository institution, the trustee shall be deemed to
have assumed any commitment by the debtor to maintain the capital
of that institution and shall immediately cure any default by the
debtor under such a commitment applies only to enforceable
commitments.  The trustee is not required to assume, and to cure
any default under, any commitment that is or has become
unenforceable under nonbankruptcy law.  So too, the statute does
not apply to a commitment that can no longer be assumed and cured
on the date that the Chapter 11 petition is filed because the
insured depository institution is no longer operating.  In re
Colonial Bancgroup, Inc., --- B.R. ----, 2010 WL 3515161 (Bankr.
M.D. Ala.) (Williams, J.).

As reported in the Troubled Company Reporter on Sept. 16, 2010,
the Federal Deposit Insurance Corp. has appealed the Honorable
Dwight H. Williams' ruling that Colonial BancGroup Inc. doesn't
owe the FDIC some $900 million as a result of pre-petition capital
shortfalls.

                  About The Colonial BancGroup

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

The Colonial BancGroup filed for Chapter 11 bankruptcy protection
(Bankr. M.D. Ala. Case No. 09-32303) on August 25, 2009.  W. Clark
Watson, Esq., at Balch & Bingham LLP, and Rufus T. Dorsey IV,
Esq., at Parker Hudson Rainer & Dobbs LLP, assist the Debtor in
its restructuring effort.  In its schedules, the Debtor disclosed
$45 million in total assets and $380 million in total liabilities
as of the Petition Date.


COMMUNITY HEALTH: Fitch Issues Recovery Rating Review
-----------------------------------------------------
Fitch Ratings has issued its Recovery Rating review of the U.S.
Healthcare sector.  This review includes an analysis of valuation
multiples, EBITDA discounts applied, and detailed recovery
worksheets for issuers with a Fitch Issuer Default Rating of 'B+'
or lower in this sector.  The issuers included in this report are:

  -- Community Health Systems, Inc.
  -- HCA, Inc.
  -- Health Management Associates, Inc.
  -- Tenet Healthcare Corp.

Recovery analysis is considered for all companies, but notching of
those with IDRs above 'B+' will continue to be heavily influenced
by broader historical recovery patterns.  For companies with an
IDR of 'B+' or below, explicit Recovery Ratings are assigned.


CORUS BANKSHARES: Court OKs FDIC Stipulation on Tax Refunds Escrow
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
approved a stipulation between Corus Bankshares, Inc., and the
Federal Deposit Insurance Corporation, as receiver.

The material terms of the stipulation are:

   a. The Debtor will establish an interest-bearing account at
      Deutsche Bank which will be and remain separate from any
      other accounts established by the Debtor.

   b. Any Tax Refunds received from the Internal Revenue Service
      by either party will be deposited into the Escrow Account
      upon receipt and will be subject to the stipulation.

   c. No funds will be disbursed or released by Deutsche Bank from
      the Escrow Account except upon (i) an agreement between the
      Debtor and the FDIC to release such funds, or (ii) a final
      order or judgment of the Bankruptcy Court or other court of
      competent jurisdiction authorizing the release of such
      funds.

   d. No presumption or adverse inference shall arise that the Tax
      Refunds, in whole or in part, belong to and are the property
      of the FDIC as Receiver or the bankruptcy estate of the
      Debtor merely because of the Stipulation or the involvement
      of the Debtor in holding, negotiating or depositing the
      funds.

   e. The FDIC will be permitted to file a 2009 tax return, or
      returns, on behalf of Corus Bank without seeking leave from
      the Bankruptcy Court to lift the automatic stay.

The Tax Refunds arise from tax returns filed by the Debtor in the
years in which losses were carried back to earlier profitable
years.  The Debtor's consolidated tax returns for the 2009 tax
year, well as the consolidated tax returns for the 2008 tax year,
reported substantial tax losses.

                      About Corus Bankshares

Chicago, Illinois-based Corus Bankshares, Inc., is a bank holding
company.  Its lone operating unit, Corus Bank, N.A., closed
September 11, 2009, by regulators and the Federal Deposit
Insurance Corporation was named receiver.  To protect the
depositors, the FDIC entered into a purchase and assumption
agreement with MB Financial Bank, National Association, Chicago,
Illinois, to assume all of the deposits of Corus Bank.

The Company filed for Chapter 11 bankruptcy protection on June 15,
2010 (Bankr. N.D. Ill. Case No. 10-26881).  Kirkland & Ellis LLP's
James H.M. Sprayregen, Esq., David R. Seligman, Esq., and Jeffrey
W. Gettleman, Esq., serve as the Debtor's bankruptcy counsel.
Kinetic Advisors is the Company's restructuring advisor.  Plante &
Moran is the Company's auditor and accountant.  Kilpatrick
Stockton LLP's Todd Meyers, Esq., and Sameer Kapoor, Esq.; and
Neal Gerber & Eisenberg LLP's Mark Berkoff, Esq., Deborah Gutfeld,
Esq., and Nicholas M. Miller, Esq., represent the official
committee of unsecured creditors.  As of June 15, 2010, the
Company disclosed $314,145,828 in assets and $532,938,418 in
liabilities.


CORUS BANKSHARES: Has Until January 31 to File Chapter 11 Plan
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
extended Corus Bankshares, Inc.'s exclusive periods to file and
solicit acceptances for a Chapter 11 Plan until January 31, 2011,
and April 1, 2011.

Chicago, Illinois-based Corus Bankshares, Inc., is a bank holding
company.  Its lone operating unit, Corus Bank, N.A., closed
September 11, 2009, by regulators and the Federal Deposit
Insurance Corporation was named receiver.  To protect the
depositors, the FDIC entered into a purchase and assumption
agreement with MB Financial Bank, National Association, Chicago,
Illinois, to assume all of the deposits of Corus Bank.

The Company filed for Chapter 11 bankruptcy protection on June 15,
2010 (Bankr. N.D. Ill. Case No. 10-26881).  Kirkland & Ellis LLP's
James H.M. Sprayregen, Esq., David R. Seligman, Esq., and Jeffrey
W. Gettleman, Esq., serve as the Debtor's bankruptcy counsel.
Kinetic Advisors is the Company's restructuring advisor.  Plante &
Moran is the Company's auditor and accountant.  Kilpatrick
Stockton LLP's Todd Meyers, Esq., and Sameer Kapoor, Esq.; and
Neal Gerber & Eisenberg LLP's Mark Berkoff, Esq., Deborah Gutfeld,
Esq., and Nicholas M. Miller, Esq., represent the official
committee of unsecured creditors.  As of June 15, 2010, the
Company disclosed $314,145,828 in assets and $532,938,418 in
liabilities.


CROSSTOWN STOR-N-MORE: Files List of Largest Unsecured Creditors
----------------------------------------------------------------
Crosstown Stor-N-More Self Storage, LLC, filed with the U.S.
Bankruptcy Court for the Middle District of Florida a list of its
largest unsecured creditors, disclosing:

   Entity                      Nature of Claim   Claim Amount
   ------                      ---------------   ------------

Daryl Brown                    loan               $2,959,207
6915 Westchester Cir.
Bradenton, FL 34202

Interstate Business Center     loans                $120,000
6915 Westchester Cir.
Bradenton, FL 34202

Johnson Pope, et al.           professional services  $42,945
P.O. Box 1368
Clearwater, FL 33756-1368

Otis Elevator                  elevator maintenance    $6,372
                               agreements

Diamond Car Wash               car wash supplies       $5,647

St. Pete Times                 advertising             $2,666

Chateau                        vendor                  $1,960

Blair's                        vendor                  $1,752

SeTel                          telephone equipment     $1,083
                               service/provider

Distinctive Impressions        vendor                    $858

Aqua Clean                     vendor                    $830

Dart Electronics               alarm repairs             $795
                               and monitoring

Quill                          office supplies           $746

Melco                          vendor                    $731

Empower Software               vendor                    $500

CTG                            vendor                    $449

IT Authorities                 Internet/telephone        $413
                               support

Culligan                       water and water           $380
                               cooler equipment

Supply Side                    rental supplies           $329

Natur Chem                     vendor                    $325

           About Crosstown Stor-N-More Self Storage, LLC

Bradenton, Florida-based Crosstown Stor-N-More Self Storage, LLC's
business consists of a self storage facility, an executive office
center, and a car wash in Tampa, Florida.  Crosstown Stor-N-More
filed for Chapter 11 protection on August 20, 2010 (Bankr. M.D.
Fla. Case No. 10-20055).  Alberto F. Gomez, Jr., Esq., at Morse &
Gomez, PA, 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 in its Chapter 11 petition.


CULLEN AGRICULTURAL: To Sell 1,200 Acres of Land for $2.8 Million
-----------------------------------------------------------------
On September 23, 2010, Cullen Agricultural Holding Corp. entered
into a Sales Contract with Landee Acres, LLC pursuant to which the
Company will sell to Landee Acres approximately 1,200 acres of
land for approximately $2.8 million.

The number of acres being sold represents approximately 39% of the
acres of land owned by the Company.  Cullen Inc. Holdings Ltd., an
entity affiliated with Eric J. Watson, the Company's Chief
Executive Officer, holds a mortgage on the land being sold and has
agreed to release the Company from said mortgage in order for the
Company to consummate the sale.  The Company intends to use
substantially all of the proceeds from the sale of the land to
repay a portion of the existing promissory note held by Cullen
Holdings, currently in the amount of $4.1 million.

The Agreement provides that the buyer has a 14-day due diligence
period to examine the land and may terminate the contract with no
penalty to the buyer during this period.  It is anticipated that
the closing of the purchase will take place on or before
October 26, 2010.

The Company reported a net loss of $515,267 for the three months
ended June 30, 2010, compared to a net loss of $1.1 million for
the same period a year ago.

The Company's balance sheet at June 30, 2010, showed $8.8 million
in total assets, $4.4 million in total liabilities, and
stockholders' equity of $4.4 million.

A full-text copy of the Company's Form 10-Q for the quarterly
period ended June 30, 2010, is available for free at:

               http://researcharchives.com/t/s?6bc7

                    About Cullen Agricultural

Millen, Ga.-based Cullen Agricultural Holding Corp. was
incorporated in Delaware on August 27, 2009.  The Company's
principal focus is to use its intellectual property in forage and
animal sciences to improve agricultural yields.

As of June 30, 2010, the Company owned roughly 3,100 acres of
agricultural land in the state of Georgia.  Until the time where
the Company can raise adequate financing to deploy its pasture
based dairy and beef business plan, it has begun to utilize its
pasture and general farming expertise to conduct various farming
activities on the property.  These activities include, but are not
limited to, the growing of pasture to raise calves, the growing of
corn for use as feed and sale to third parties and the grazing of
beef cattle on pasture.

The Company was formed as a wholly-owned subsidiary of Triplecrown
Acquisition Corp., a blank check company.  CAT Merger Sub, Inc., a
Georgia corporation, was incorporated as the Company's wholly-
owned subsidiary on August 31, 2009.  The Company was formed in
order to allow Triplecrown to complete a business combination with
Cullen Agricultural Technologies, Inc., as contemplated by Merger
Agreement, dated as of September 4, 2009, as amended, among
Triplecrown, the Company, CAT Merger Sub, Cullen Agricultural
Technologies and Cullen Inc. Holdings Ltd..  Cullen Agriculural
Technologies was formed on June 3, 2009.  Cullen Agricultural
Technologies' primary operations are conducted through its wholly
owned subsidiary Natural Dairy Inc.  Cullen Inc. Holdings is an
entity controlled by Eric J. Watson, the Company's Chief Executive
Officer, Secretary, Chairman of the Board and Treasurer and, prior
to the Merger, was the holder of all of the outstanding common
stock of Cullen Agricultural Technologies.

Pursuant to the Merger, (i) Triplecrown merged with and into the
Company with the Company surviving as the new publicly-traded
corporation and (ii) Merger Sub merged with and into Cullen
Agricultural Technologies with Cullen Agricultural Technologies
surviving as a wholly owned subsidiary of the Company.  As a
result of the Merger, the former security holders of Triplecrown
and Cullen Agricultural Technologies became the security holders
of the Company.  Thus, the Company became a holding company,
operating through its wholly-owned subsidiary, Cullen Agritech.
The Merger was consummated on October 22, 2009.

                          *     *     *

To date, the Company has not generated any revenue and will not do
so until it has sufficient funds to implement its business plan.
The Company has been in the process of attempting to obtain land
development financing backed by the property it owns and operates
to support its working capital needs and implement its business
plan.  However, due to the recent performance of similar types of
farming operations in the Southeast United States, as well as the
general economic downturn, financial institutions have been
unwilling to lend money backed by such property.  As a result, the
Company has been unable to obtain the necessary funding to support
the implementation of its business plan at this time.

On December 9, 2009, a second amended class action complaint,
styled Goodman v. Watson, et al., was filed in the Court of
Chancery of the State of Delaware against the former directors of
Triplecrown.  The complaint alleges that the defendants breached
their fiduciary duties and their duty of disclosure in connection
with the Merger.  The plaintiff seeks, as alternative remedies,
damages in the amount of approximately $9.74 per share, to have
Triplecrown's trust account restored and distributed pro rata to
members of the putative class, a quasi-appraisal remedy for
members of the putative class, and an opportunity for members of
the putative class to exercise conversion rights in connection
with the Merger.  The defendants filed an answer on December 23,
2009.


CYNERGY DATA: Files Liquidating Chapter 11 Plan
-----------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Cynergy Data LLC, now known as CD Liquidation Co.
Plus LLC, filed a liquidating Chapter 11 plan telling creditors
that the remaining assets are insufficient to pay anything aside
from lawsuit recoveries to anyone except holders of first-lien
debt.  A hearing to approve the disclosure statement is set for
Nov. 12.  The plan is based on a settlement with secured lenders.

                        About Cynergy Data

Launched in 1995, Cynergy Data was a merchant credit card
processing service provider.  The Company and two affiliates --
Cynergy Data Holdings, LLC, and Cynergy Prosperity Plus, LLC --
filed for Chapter 11 bankruptcy protection on September 1, 2009
(Bankr. D. Del. Case No. 09-13038).  Cynergy Data said that it had
assets of $109.5 million against debts of $186.1 million as of
June 30, 2009.

The Company's legal advisor is Nixon Peabody LLP; its financial
and restructuring advisor is CM&D Management Services LLC; its
industry expert is Unicorn Partners, LLC; and its investment
bankers are Stifel, Nicolaus & Company and Peter J. Solomon
Company.  The Company also hired Pepper Hamilton LLP as bankruptcy
and restructuring counsel.  Charles D. Moore of Conway MacKenzie,
Inc., serves as chief restructuring officer.  Kurtzman Carson &
Consultants LLC serves as claims and notice agent.

Cynergy Data filed for Chapter 11 to complete the sale of all of
its assets to an affiliate of The ComVest Group.  The $81 million
sale was completed October 2009.  The Debtor was renamed to
Liquidation Co. LLC following the sale.


DAVID JACK: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: David William Jack
        176 South Glen Road
        Kinnelon, NJ 07405

Bankruptcy Case No.: 10-39762

Chapter 11 Petition Date: September 27, 2010

Court: U.S. Bankruptcy Court
       District of New Jersey (Newark)

Judge: Rosemary Gambardella

Debtor's Counsel: David L. Stevens, Esq.
                  SCURA, MEALEY, WIGFIELD & HEYER LLP
                  1599 Hamburg Turnpike
                  Wayne, NJ 07470
                  Tel: (973) 696-8391
                  E-mail: dstevens@scuramealey.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 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/njb10-39762.pdf


DAVIS HERITAGE: Case Summary & 11 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Davis Heritage GP Holdings, LLC
        20725 S.W. 46th Ave.
        Newberry, FL 32669

Bankruptcy Case No.: 10-10515

Chapter 11 Petition Date: September 26, 2010

Court: United States Bankruptcy Court
       Northern District of Florida (Gainesville)

Debtor's Counsel: Justin M. Luna, Esq.
                  LATHAM, SHUKER, EDEN & BEAUDINE, LLP
                  P.O. Box 3353
                  Orlando, FL 32802
                  Tel: (407) 481-5800
                  Fax: (407) 481-5801
                  E-mail: jluna@lseblaw.com

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

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

The petition was signed by Stefan M. Davis, managing member.

Debtor's List of 11 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Inervest Capital, Ltd.    Judgment               $8,036,519
c/o John F. Hayter
704 NE 1st St.
Gainesville, FL32601

Harris Jernigan &         Legal fees             $67,304
Geno PLLC                 Beau View
587 Highland colony Pkwy
P.O. Box 3380
Ridgeland, MS 39158-3380

Premium Assignment        Beau View              $57,931
Corporation               insurance
P.O. Box 3100
Tallahassee, FL32315-3100

Nationwide Insurance      Diplomat               $19,325
Company                   insurance

Beau View Phase I         Developer              $7,000
                          contribution

Jennings Service Co.      Beau View plumbing     $4,200

Mississippi Power         Beau View power        $3,690

National Const Rentals    Biscayne fencing       $142

Precision Plumbing        Diplomat plumbing      $133

Mia Siddali               Diplomat cleaning      $100

Wachovia-GP Holdings      Guarantee of           Unknown
Commercial Loan           forbearance
Services


DENNEY FARMS: Section 341(a) Meeting Scheduled for Oct. 27
-----------------------------------------------------------
The U.S. Trustee for Region 17 will convene a meeting of Denney
Farms' creditors on October 27, 2010, at 9:30 a.m.  The meeting
will be held at U.S. Federal Building, 280 S 1st Street #130, San
Jose, CA 95113.

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.

Bradley, California-based Denney Farms, a California Limited
Partnership, filed for Chapter 11 bankruptcy protection on
September 17, 2010 (Bankr. N.D. Calif. Case No. 10-59704).  Paul
W. Moncrief, Esq., at Johnson And Moncrief, PLC, assists the
Debtor in its restructuring effort.  The Debtor estimated its
assets and debts at $10 million to $50 million.


DIDINA RUCK: Case Summary & Largest Unsecured Creditor
------------------------------------------------------
Debtor: Didina Ruck
        330 SE 2nd Street, Apartment F-105
        Hallandale Beach, Fl 33009

Bankruptcy Case No.: 10-38955

Chapter 11 Petition Date: September 27, 2010

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

Judge: Raymond B. Ray

Debtor's Counsel: Joel M. Aresty, Esq.
                  13499 Biscayne Boulevard, #T-3
                  No. Miami, FL 33181
                  Tel: (305) 899-9876
                  Fax: (305) 723-7893
                  E-mail: aresty@mac.com

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

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

The list of unsecured creditors filed together with its petition
contains only one entry:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Regions Bank                       Mortgage               $364,037
2800 Ponce de Leon, Suite 170
Coral Gables, FL 33134


DOLLAR THRIFTY: Avis to Offer $20MM Breakup Fee If Hertz Pulls Out
------------------------------------------------------------------
Hertz Global Holdings, Inc., said Thursday it will immediately
terminate its merger agreement with Dollar Thrifty Automotive
Group, taking its offer -- $50 cash per share of Dollar Thrifty
stock -- permanently off the table; and end all efforts to acquire
Dollar Thrifty, IN THE EVENT Dollar Thrifty stockholders vote "No"
on the Hertz-Dollar Thrifty merger agreement on September 30,
2010.

Mark P. Frissora, Chairman and Chief Executive Officer, said Hertz
will also stop the process of selling Advantage, its deep-value
leisure brand, and withdraw its antitrust application from the
Federal Trade Commission, if Dollar Thrifty stockholders vote now.

Mr. Frissora has told Dollar Thrifty investors, "we arrived at our
best and final $50 offer through an open, thoughtful and
competitive negotiation and we cannot be held hostage in an open-
ended process.  We are confident of a stand-alone strategy,
accelerating the growth of Advantage and building on 4 straight
quarters of U.S. airport revenue growth which significantly
outpaces our publicly traded competitors," he concluded.

                           Avis Jumps In

Immediately after Hertz's statement, Avis Budget Group, Inc., said
it is now prepared to agree to pay a reverse termination fee of
$20 million in a merger agreement with Dollar Thrifty.  Avis
Budget noted it has always said that as long as Hertz had matching
rights, Avis Budget would not consider a reverse termination fee.
Now that Hertz has in effect eliminated those matching rights,
Avis Budget is prepared to offer such fee.

If Dollar Thrifty stockholders do not approve the Hertz
transaction at the September 30 special meeting:

     1. Avis Budget will continue to actively pursue the
        acquisition of Dollar Thrifty, including commencing an
        exchange offer at Avis' recent offer price no later than
        10 business days after the meeting.  Such offer will be
        subject only to the conditions in the merger agreement
        previously provided (as adjusted for an exchange offer
        structure with a minimum tender condition, for
        modification of credit agreements, and to assure that
        Hertz honors the commitments made in its statement) and
        the Dollar Thrifty disclosure schedules previously
        delivered to Avis.

     2. Avis Budget will continue to actively pursue antitrust
        clearance.  Avis Budget has committed to sell assets
        representing $325 million of revenues (of which not more
        than $250 million are U.S.), demonstrating its commitment
        to attaining antitrust approval.

     3. Avis Budget will commit to sign the merger agreement
        previously provided, with an additional provision to
        assure that Hertz honors the commitments made in its
        statement.

     4. In light of continuing questions related to reverse
        termination fees, Avis Budget will agree to pay a $20
        million reverse termination fee in the merger agreement
        with Dollar Thrifty.

As reported by the Troubled Company Reporter, Dollar Thrifty on
Monday said its Board of Directors, in consultation with its
financial and legal advisors, has reviewed and considered
carefully Avis' revised proposal.  Dollar said while the proposal
offers its shareholders the potential opportunity to receive
greater consideration for their shares than the amount payable
under the current terms of Dollar's agreed merger with Hertz, Avis
Budget has not demonstrated to Dollar's satisfaction that its
proposed transaction can be completed in a timely manner and that
it would adequately protect Dollar shareholders in the event that
Avis Budget is unable to obtain the required regulatory approvals.

"Accordingly, our Board continues to recommend that Dollar Thrifty
shareholders vote to approve the Hertz merger at the special
shareholder meeting to be held on September 30, 2010."

Hertz and Dollar Thrifty executed a definitive merger agreement on
April 25, 2010, which agreement was amended on September 10, 2010,
under which Hertz will acquire Dollar Thrifty for $43.60 per share
in cash, inclusive of a special cash dividend to be paid
immediately prior to the transaction closing, and 0.6366 shares of
Hertz common stock.  The transaction is subject to customary
closing conditions, regulatory approvals, approval by Dollar
Thrifty shareholders and payment of the special dividend.

Hertz's cash-and-stock bid carries a $44.6 million breakup fee.
Avis' latest bid is worth about $1.5 billion, though it lacks a
breakup fee, something Dollar Thrifty has suggested it wants.

The TCR also reported that on Monday, prior to Dollar's
statements, Avis said it is prepared to make two concrete
proposals:

    * If the shareholder vote on a Hertz-Dollar Thrifty deal is
      delayed until December 30, Avis Budget will commit -- even
      without an agreement with Dollar -- to continue to
      diligently pursue antitrust clearance for its transaction
      through the end of the year.  The best way to assure that
      the highest value is provided to Dollar Thrifty shareholders
      is to hold the shareholder vote on December 30 and let the
      FTC complete its review and render its findings.  If Hertz
      is confident that its antitrust posture is so much better
      than Avis', Avis said it does not see why Hertz would have
      any objection to delaying the shareholder vote.

    * Alternatively, if Dollar is unable or unwilling to delay the
      shareholder vote, in the event the Hertz-Dollar Thrifty deal
      is not approved at the September 30 meeting, Avis will
      commit to commence an exchange offer at its recent offer
      price no later than 10 business days after the shareholder
      meeting.  Such offer will be subject only to the terms and
      conditions in the merger agreement previously provided to
      Dollar -- as adjusted for an exchange offer structure and to
      address a technical modification of a credit agreement --
      and the Dollar disclosure schedules previously delivered to
      Avis, and Avis will keep such offer open until the end of
      the year while Avis continues to pursue antitrust clearance.

Dollar is being advised by J.P.Morgan and Goldman, Sachs & Co. and
the law firm of Cleary Gottlieb Steen & Hamilton LLP.

Citigroup and Morgan Stanley & Co. Incorporated are acting as
financial advisors to Avis Budget Group, and Kirkland & Ellis LLP
and Arnold & Porter LLP are acting as legal counsel.

                      PAR Capital Resistance

The Wall Street Journal's Rolfe Winkler and Gina Chon reported
that Paul Reeder, president of Boston hedge fund PAR Capital
Management Inc., said he intends to vote against Dollar's merger
deal with Hertz.  Mr. Reeder said Hertz's cash-and-stock offer
undervalues his holdings.  PAR Capital holds 2.2 million shares,
or about 7.7% of shares outstanding, according to a recent SEC
filing.

"We intend to vote 'no' because the value of the Hertz offer on
the table doesn't fully compensate us for the value of Dollar
Thrifty as a going concern," Mr. Reeder told the Journal in an
interview.  "Nor does it compensate us for synergies that will
accrue to the winning bidder."

                      About Dollar Thrifty

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

The Company's balance sheet at June 30, 2010, showed $2.5 billion
in total assets and $2.0 billion in total liabilities, for
$467.8 million in total stockholders' equity.

                          *     *     *

As reported by the Troubled Company Reporter on August 2, 2010,
Standard & Poor's Ratings Services said its ratings on Dollar
Thrifty (DTAG; B-/Watch Pos/--) remain on CreditWatch with
positive implications.  This follows Avis' (B+/Stable/--) July 28,
2010 bid to acquire DTAG.  S&P initially placed the ratings on
DTAG on CreditWatch with positive implications on April 26, 2010,
when the company announced that it had signed a definitive
agreement to be acquired by another competitor, Hertz Global
Holdings Inc. (B/Watch Pos/--).

S&P said the acquisition would result in an increase in market
share for either Avis Budget or Hertz in the U.S.  There currently
are three major on-airport car rental companies: Hertz, Avis
(parent of the Avis and Budget brands), and Enterprise Rent-A-Car
Co. (parent of the Enterprise, Alamo, and National brands), each
with about a 30% market share.  DTAG accounts for most of the
balance.

As reported by the TCR on August 10, 2010, Dominion Bond Rating
Service commented that Dollar Thrifty's ratings, including its
Issuer Rating of B (high) are unaffected following the Company's
announcement of second quarter 2010 earnings results.  All ratings
remain Under Review Positive, where they were placed on April 28,
2010.

DBRS acknowledged DTAG's continued progress in refinancing
maturing debt and improved access to the capital markets.  During
the quarter, DTAG established two new funding facilities totaling
$500 million and repaid $200 million of maturing notes.  DTAG's
next medium term note maturity is $600 million, which will begin
to amortize in December 2010.  Given the Company's solid liquidity
and improved access to the capital markets, DBRS sees these
maturities as manageable.

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


DUBROW, INC: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Dubrow, Inc. t/a Prestige Graphics
        2410 Iorio Court
        Union, NJ 07083

Bankruptcy Case No.: 10-39674

Chapter 11 Petition Date: September 27, 2010

Court: U.S. Bankruptcy Court
       District of New Jersey (Newark)

Judge: Rosemary Gambardella

Debtor's Counsel: Nancy Isaacson, Esq.
                  GREENBAUM, ROWE, SMITH & DAVIS, LLP
                  75 Livingston Avenue
                  Roseland, NJ 07068
                  Tel: (973) 535-1600
                  E-mail: nisaacson@greenbaumlaw.com

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/njb10-39674.pdf

The petition was signed by Ronald Dubrow, vice president.

Debtor-affiliate filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Dubrow, Inc. dba Prestige Graphics    10-37465            09/03/10


EDRA BLIXSETH: Court Denies WCP's Non-Dischargeability Plea
-----------------------------------------------------------
In Western Capital Partners, LLC, v. Edra D. Blixseth, Adv. Proc.
No. 09-00100 (Bankr. D. Mont., September 27, 2010), the Hon. Ralph
B. Kirscher denies Plaintiff's Motion for Summary Judgment to
Determine the Non-Dischargeability of a Debt.  The Court cannot
determine beyond a reasonable doubt that the Debtor made any
statements, whether oral or in writing, with the intent to deceive
WCP.  The Court similarly cannot conclude that WCP relied on
statements made by the Debtor.  Finally, WCP has not shown that
any of its alleged damages were the proximate result of statements
made by the Debtor.  WCP has simply failed to satisfy its burden
of proof at this stage of the litigation.

The Court also notes the Debtor asserts that WCP has received
payments in excess of $41 million toward the parties' $13 million
Loan Agreement.  Under such scenario, WCP may already be fully
compensated, thus putting WCP's damages at zero, the Court says.

A copy of the Court's memorandum of decision is available at:

     http://www.leagle.com/unsecure/page.htm?shortname=inbco20100927445

Edra D. Blixseth owns the Porcupine Creek Golf Club in Rancho
Mirage and the Yellowstone Club in Montana.  Ms. Blixseth filed
for Chapter 11 bankruptcy protection on March 26, 2009 (Bankr. D.
Mont. Case No. 09-60452).  Gary S. Deschenes, Esq., at Deschenes &
Sullivan Law Offices assists Ms. Blixseth in her restructuring
efforts.  The Debtor listed $100 million to $500 million in assets
and $500 million to $1 billion in debts.  In June 2009, the Hon.
Ralph B. Kirscher converted Ms. Blixseth's Chapter 11
reorganization case to a Chapter 7 liquidation proceeding.


EMCORE CORPORATION: Gets Notification of Deficiency From NASDAQ
---------------------------------------------------------------
Emcore Corporation disclosed that on September 23, 2010, it
received a notification from the NASDAQ Stock Market indicating
that the minimum bid price of the Company's common stock has been
below $1.00 per share for 30 consecutive business days and as a
result, the Company is not in compliance with the minimum bid
price requirement for continued listing set forth in NASDAQ
Listing Rule 5450(a)(1).  The NASDAQ notice has no immediate
effect on the listing or trading of the Company's common stock.

Under NASDAQ Listing Rule 5810(c)(3)(A), the Company has a grace
period of 180 calendar days, or until March 22, 2011, in which to
regain compliance with the minimum bid price rule.  To regain
compliance, the closing bid price of the Company's common stock
must meet or exceed $1.00 per share for a minimum of ten
consecutive business days during this 180-day grace period.

If the Company does not regain compliance before March 22, 2011,
the NASDAQ stated that it will provide the Company with written
notice that its securities are subject to delisting. At that time,
the Company may appeal the NASDAQ's determination to a NASDAQ
Listing Qualifications Panel, which would stay any further
delisting action by the NASDAQ pending a final decision by the
panel. Alternatively, the Company may be eligible for an
additional grace period if it meets the initial listing standards,
with the exception of bid price, for the NASDAQ Capital Market,
and the Company successfully applies for a transfer of its
securities to that market.  Such a transfer would provide the
Company with an additional 180 calendar day period to regain
compliance with the minimum bid requirement.

The Company actively monitors the price of its common stock and
will consider available options, including, but not limited to, a
reverse stock split, to regain compliance with the continued
listing standards of the NASDAQ.

                    About EMCORE Corporation

EMCORE Corporation -- http://www.emcore.com/-- is a leading
provider of compound semiconductor-based components, subsystems
and systems for the fiber optics and solar power markets.
EMCORE's Photonic Systems segment is the leading developer and
manufacturer of fiber-optic systems and components for a wide
range of commercial and military applications including microwave
fiber-optic signal transmission and processing, satellite earth-
stations, fiber-optic gyroscopes, and terahertz sensing.  EMCORE's
Fiber Optics segment offers optical components, subsystems and
systems that enable the transmission of video, voice and data over
high-capacity fiber optic cables for high-speed data and
telecommunications, cable television (CATV) and fiber-to-the-
premises (FTTP) networks. EMCORE's Solar Power segment provides
solar products for satellite and terrestrial applications.


EMPIRE RESORTS: Ralph Bernstein Resigns as Director
---------------------------------------------------
Ralph J. Bernstein resigned on Sept. 26, 2010, as a Class I
Director of the Board of Directors of Empire Resorts, Inc.
effective immediately.  The Company said it is not aware of any
disagreements relating to the Company's operations, policies or
practices relating to Mr. Bernstein's resignation.

                      About Empire Resorts

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

The Company's balance sheet at June 30, 2010, showed
$85.95 million in total assets, $73.60 million in total
liabilities, and $12.35 million in stockholders' equity.

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


FACTORY 2-U: Employee Not Eligible for FMLA Protections
-------------------------------------------------------
When is a new employer a "successor in interest" to a former
employer under the Family and Medical Leave Act of 1993, 29 U.S.C.
Secs. 2601-2654?  The answer matters because an employee is not
eligible for the protections of the FMLA until he or she has
worked for a particular employer for at least 12 months, and the
term "employer" "includes . . . any successor in interest of an
employer."  29 U.S.C. Sec. 2611(4)(A)(ii).  Circuit Judges Stephen
Reinhardt, Susan P. Graber, and Richard A. Paez of the United
States Court of Appeals for the Ninth Circuit adopt the persuasive
reasoning of Grace v. USCAR, 521 F.3d 655 (6th Cir. 2008), and
apply the regulations promulgated by the United States Department
of Labor at 29 C.F.R. Sec. 825.107.  The Ninth Circuit concludes
that Plaintiff Christina Sullivan is not entitled to FMLA benefits
because her new employer, Defendant Dollar Tree Stores, Inc., for
whom she worked for less than 12 months, is not a successor in
interest of her former employer, Factory 2-U.  The Ninth Circuit
affirms the summary judgment in Dollar Tree's favor.

Judge Graber wrote the opinion.

Factory 2-U was a retail store that sold discount clothing.  At
its height, Factory 2-U operated more than 200 stores in the
western United States and employed more than 4,000 people.  Seven
stores were located in the Tri-Cities area of southeastern
Washington (Kennewick, Richland, and Pasco), and each of those
stores had about 30 employees.  Ms. Sullivan was the full-time
Store Manager of the Pasco Factory 2-U store.

By 2004, however, Factory 2-U had filed for Chapter 11 bankruptcy.
In September 2004, the bankruptcy court approved the sale of
Factory 2-U's existing leasehold on the Pasco store -- and 39
other store leaseholds -- to Dollar Tree.  Apart from the
leaseholds, Dollar Tree purchased no other assets of Factory 2-U.
Others purchased the remainder of Factory 2-U's assets.  At the
end of September 2004, the Factory 2-U store in Pasco closed its
doors.  Dollar Tree opened for business at the Pasco location four
weeks later.

The case is Christina Sullivan, v. Dollar Tree Stores, Inc., case
no. 08-35413 (9th Cir., September 27, 2010).  A copy of the Ninth
Circuit's opinion is available at:

     http://www.leagle.com/unsecure/page.htm?shortname=infco20100927093

Ms. Sullivan is represented by:

          Janet E. Taylor, Esq.
          TAYLOR GALLOWAY, PLLC
          Richland, Washington

Dollar Tree is represented by:

          Leslie R. Weatherhead, Esq.
          WITHERSPOON, KELLEY, DAVENPORT & TOOLE, PS
          422 W. Riverside Avenue, Suite 1100
          Spokane, WA 99201-0300
          Tel: (509) 624-5265
          Fax: (509) 458-2717

Headquartered in San Diego, California, Factory 2-U Stores, Inc.,
-- http://www.factory2-u.com/-- operated a chain of off-price
retail apparel and housewares stores in 10 states, mostly in the
western and southwestern US.  The stores sold branded casual
apparel for the family, as well as selected domestics, footwear,
and toys and household merchandise.

The Company filed for chapter 11 protection on January 13, 2004
(Bankr. Del. Case No. 04-10111).  The Debtor disclosed
$136,485,000 in total assets and $73,536,000 in total debts as of
the petition date.  M. Blake Cleary, Esq., and Robert S. Brady,
Esq., at Young Conaway Stargatt & Taylor, LLP, were tapped as the
Debtor's bankruptcy counsel.

The Court converted the Debtors' case into a chapter 7 proceeding
on Jan. 27, 2005, and appointed Jeoffrey L. Burtch as trustee.
The Court appointed Jeoffrey L. Burtch as the Chapter 7 Trustee.
Adam Singer, Esq., at Cooch and Taylor represented the Chapter 7
Trustee.


FEEL GOLF: Posts $4.3 Million Net Loss in June 30 Quarter
---------------------------------------------------------
Feel Golf Co., Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $4.26 million on $149,738 of revenue for
the three months ended June 30, 2010, compared with a net loss of
$241,946 on $183,092 of revenue for the same period of 2009.

The Company has an accumulated deficit of $10.85 million at of
June 30, 2010.

For the three months ended June 30, 2010, operating expenses
increased by $3.84 million, or 1,071%.  Stock and options issued
to employees and consultants valued under ASC 805, totaled
$3.92 million as compared to $204,807 in 2009.  Absent of these
one-time, non-cash expenses the Company's operating expense for
the three months ended June 30, 2010, and 2009, would have been
$275,417 and $153,760 or a $121,657 (79%) increase from 2009.

The Company's balance sheet as of June 30, 2010, showed
$3.27 million in total assets, $1.23 million in total liabilities,
and stockholders' equity of $2.03 million.

As reported in the Troubled Company Reporter on April 21, 2010,
Farber Hass Hurley LLP, in Camarilo, Calif., 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 significant losses in 2009 and 2008 and
has an accumulated deficit of $6.39 million as of December 31,
2009.

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

               http://researcharchives.com/t/s?6bc8

Salinas, Calif.-based Feel Golf Co., Inc. produces golf clubs and
golf grips.  The Company's primary business and marketing plans
are focused on its golf grips and wedges.


FOUR RIVERS: Posts $574,300 Net Loss in July 31 Quarter
-------------------------------------------------------
Four Rivers Bioenergy Inc. filed its quarterly report on Form
10-Q, reporting a net loss of $574,288 for the three months ended
July 31, 2010, compared with a net loss of $3.7 million for the
three months ended July 31, 2009.

In the three and nine month periods ended July 31, 2009, the
Company recorded revenues of $1.6 million for each period.

No sales arose in the three month and nine month periods ended
July 31, 2010, since testing and commissions had been completed
and the Plant was being held in a period of readiness while the
Company completed its detailed plans for expansion of the Plant
into the proposed Integrated BioEnergy Plant and prepared the site
and the Plant in anticipation of this expansion and also commenced
the process of raising finance to complete the project and provide
working capital.

The Company has an accumulated deficit of $22.8 million at
July 31, 2010.  The limited revenues that it has recorded were
only for a relatively short period in 2009 while it was testing
and commissioning the Plant on a trial basis.

The Company's balance sheet at July 31, 2010, showed $10.0 million
in total assets, $2.9 million in total liabilities, and
stockholders' equity of $7.1 million.

RBSM LLP, in New York, expressed substantial doubt about the
Company's ability to continue as a going concern, following its
results for the fiscal year ended October 31, 2009.  The
independent auditors noted that the Company has suffered recurring
losses and is experiencing difficulty in generating sufficient
cash flow to meet its obligations and sustain its operations.

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

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

                        About Four Rivers

Four Rivers Bioenergy Inc. (OTC BB: FRBE)
-- http://www.riv4ers.com/-- was incorporated under the name
Med-Tech Solutions, Inc. in the State of Nevada on May 28, 2004,
and on January 25, 2008, the Company changed its name to Four
Rivers BioEnergy Inc.  The Company is based in London, the United
Kingdom.

The Company's objective is to build a network of logistically and
technologically differentiated, profitable BioEnergy plants on an
international basis.  The Company intends to achieve this
objective through acquisition, expansion, improvement, and
consolidation of component assets, businesses and technologies to
create a new generation of Integrated BioEnergy plants; where the
entire business cycle from (a) waste and renewable feedstock
procurement and processing, through (b) a biofuels processing
plant to (c) creating and selling fuel/feed off-take and then, as
appropriate, (d) to energy generation and sale.

To this end, during the year ended October 31, 2009, the Company
made two asset acquisitions.

One of these asset purchases was an existing biofuel processing
plant located on a 45 acre industrial site located in the North
East of England, which is ideally situated, within 2 miles of a
deep sea port, for transportation and shipping.

The Company's second asset acquisition was of a technology known
as "Spinning Tube in a Tube" ("STT") which significantly improves
the efficiency of certain biofuels processes.


FULTON HOMES: Creditors Set to Vote on Two Rival Chapter 11 Plans
-----------------------------------------------------------------
J. Craig Anderson at The Arizona Republic reports that creditors
of Fulton Homes will be presented at least two competing plans of
reorganization from the Company and a lender group comprised of
BofA, JPMorgan Chase Bank, Compass Bank, Wells Fargo, and Fulton
founder Ira Fulton.  Neither plan would require liquidation of the
company nor have a negative effect on holders of the Company home
warranties, according to the report.

The Arizona Republic reports relates that the fundamental
difference between the bank group's plan and management are:

  * Under the lenders' plan, the builder would have three years to
    repay its current debt, estimated at $184 million to $194
    million, plus whatever interest accrued during the repayment
    period.  The Fulton Homes plan would give the company six
    years to repay its debt.

  * the amount of a lump-sum payment to be made to creditors
    immediately upon court approval of the prevailing plan.  The
    lenders propose an advance payment of $50 million, while the
    builder's plan would require $30 million to $35 million in
    advance.  Fulton Homes currently has cash reserves of about
    $80 million.

  * the interest rate that would accrue during the repayment
    period.  The rate proposed by Fulton Homes would top out at
    slightly above 7 percent, based on the current prime interest
    rate, while the lender-proposed interest rate would go as high
    as 9 percent.

  * Vendors to the builder with outstanding accounts receivable
    also would be treated differently, depending on which plan
    prevails.  The lenders' plan would have them paid in full
    immediately, while the Fulton Homes proposal would pay them 60
    percent immediately and the remainder in installments over a
    two-year period.

  * An unsecured, $25 million debt owed to Fulton by his company
    could not be repaid until after all other creditors had been
    paid in full, under the lender plan.

  * The homebuilder's plan immediately would exchange founder
    Fulton's debt for additional private shares in the company,
    subject to the court's approval.

Mr. Anderson says, a federal court could rule for the liquidation
of the Company if creditors or the court rejected both plans.

Fulton Homes Corporation -- http://www.fultonhomes.com/-- is a
Tempe, Arizona-based homebuilder.  The Company filed for Chapter
11 protection on January 27, 2009 (Bankr. D. Ariz. Case No. 09-
01298).  Mark W. Roth, Esq., at Shughart Thomson & Kilroy PC,
represents the Debtor in its restructuring efforts.  The Debtor
estimated assets and debts between $100 million and $500 million
in its Chapter 11 petition.


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

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

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

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

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

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

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

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

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

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

The Debtors will reimburse Katten Muchin for expenses incurred.

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

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

                      About Garlock Sealing

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

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

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

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

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


GARLOCK SEALING: Future Claims Rep. Proposes Grier as Co-Counsel
----------------------------------------------------------------
Joseph W. Grier, III, the Court-appointed legal representative for
future asbestos claimants, seeks the Court's authority to retain
Grier Furr & Crisp, PA, as his co-counsel.

As the FCR's co-counsel, Grier Furr will:

  (a) advise and consult with respect to the FCR's powers and
      duties;

  (b) prepare and file on behalf of the FCR all necessary
      applications, motions, answers, objections, responses,
      reports and other legal papers in connection with the
      Debtors' Chapter 11 cases as authorized by the FCR;

  (c) appear on behalf of and represent the FCR in these Chapter
      11 cases at hearings, and other meetings and proceedings,
      as appropriate;

  (d) advise, assist and represent the FCR regarding all aspects
      of any Chapter 11 plan and any plan confirmation process;

  (e) represent and advise the FCR with respect to any contested
      matter, adversary proceeding, lawsuit or other proceeding
      in which the FCR may become a party or otherwise appear in
      connection with the Debtors' Chapter 11 cases; and

  (f) provide legal advice and perform legal services with
      respect to other issues relating to those legal services
      and as may be appropriate in connection with the Debtors'
      Chapter 11 cases.

Grier Furr's professionals will be paid according to their
customary hourly rates:

          Title                   Rate per Hour
          -----                   -------------
          Partner                  $425 to $295
          Associates               $295 to $175
          Paraprofessionals            $140

Grier Furr professionals likely to work on this matter are:

      Name                  Title           Rate per Hour
      ----                  -----           -------------
      Joseph W. Grier, III  Member               $425
      A. Cotten Wright      Member               $310
      Anna S. Gorman        Staff Attorney       $295
      Kay Buffaloe          Paralegal            $140

Grier Furr will also be reimbursed for expenses incurred.

A. Cotten Wright, Esq., at Grier Furr & Crisp, PA --
cwright@grierlaw.com -- relates that Mr. Grier serves as the
court-appointed receiver In re State of North Carolina ex rel. Roy
Cooper, Attorney General vs. Peerless Real Estate Services, Inc.,
et al, 07-CVS-009006, Wake County, North Carolina, Superior Court.
Rayburn, Cooper & Durham, P.A. represents Mr. Grier in that case.
Although Rayburn Cooper also represents the Debtors in these
Chapter 11 cases, no connection exists between the Debtors'
Chapter 11 cases and the civil action, she says.  Ms. Wright adds
that Grier Furr appeared as local counsel for Natalie Ramsey,
Esq., of Montgomery, McCracken, Walker & Rhoads, LLP, in
representing two law firms whose personal injury clients were
appointed to the Official Committee of Unsecured Creditors.  This
brief representation was limited to appearing at two hearings, Ms.
Wright relates.

Ms. Wright assures the Court that Grier Furr is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

At the FCR's behest, the Court shortened the notice period with
respect to the FCR's Application so that a hearing will be held on
September 30, 2010.  Objections are due September 29.

                      About Garlock Sealing

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

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

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

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

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


GARLOCK SEALING: Future Claims Rep. Proposes Orrick as Counsel
--------------------------------------------------------------
Joseph W. Wrier, III, the Court-appointed legal representative for
future asbestos claimants, seeks the Court's permission to retain
Orrick, Herrington & Sutcliffe LLP as his counsel, effective as of
September 16, 2010.

As the FCR's counsel, Orrick will:

  (a) provide legal advice and representation with respect to
      the FCR's powers and duties on any matters which may arise
      in connection with the Debtors' Chapter 11 cases;

  (b) prepare and file on behalf of the FCR all applications,
      motions, responses, objections and other pleadings in
      these Chapter 11 cases as may be necessary and as the FCR
      authorizes;

  (c) appear on behalf and represent the FCR at hearings,
      proceedings before the Court and meetings and other
      proceedings in the Debtors' Chapter 11 cases, as
      appropriate;

  (d) represent and advise the FCR with respect to any contested
      matter, adversary proceeding, lawsuit or other proceeding
      in which the FCR may become a party or otherwise appear in
      connection with these Chapter 11 cases;

  (e) represent and advise the FCR with respect to any plan or
      plans of reorganization proposed in the Debtors' Chapter
      11 cases; and

  (f) perform all other necessary legal services which the Court
      authorizes as may be appropriate in connection with the
      Debtors' Chapter 11 cases.

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

      Title                        Rate per Hour
      -----                        -------------
      Partners                      $675 to $995
      Senior lawyers                $330 to $570
      Associates                     $95 to $420

Specific professionals that will be engaged in this matter are:

    Name                Title              Rate per Hour
    ----                -----              -------------
    Richard H. Wyron    Partner                $850
    Jonathan P. Guy     Partner                $810
    Debra L. Felder     Senior Associate       $640
    James Burke         Associate              $445
    Debra O. Fullem     Senior Legal Asst.     $265

Orrick will also be reimbursed for expenses incurred.

Jonathan P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP --
jguy@orrick.com -- discloses that his firm represents or
represented certain parties in matters unrelated to the Debtors'
Chapter 11 cases, a schedule of which is available for free at
http://bankrupt.com/misc/Garlock_OrrickClients.pdf

In addition, Mr. Guy notes that Orrick represents David T.
Austern, the future claimants' representative in W.R. Grace &
Co.'s Chapter 11 case and is a co-proponent of a joint plan to
which Garlock Sealing Technologies LLC has objected.  Mr. Guy
notes that the Court presiding over the Grace case has indicated,
in connection with another asbestos-related bankruptcy matter,
that Garlock's objection in that case now is moot since Garlock is
no longer subject to lawsuit in the tort system.

Mr. Guy, however, relates that Orrick does not represent any
asbestos claimants in connection with the Debtors' Chapter 11
cases.  He maintains that Orrick is a "disinterested person" as
the term is defined under Section 101(14) of the Bankruptcy Code.

At the FCR's behest, the Court shortened the notice period with
respect to the FCR's Application so that a hearing will be held on
September 30, 2010.  Objections are due September 29.

                      About Garlock Sealing

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

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

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

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

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


GARY WASHINGTON: Judge Duncan Dismisses Chapter 11 Case
-------------------------------------------------------
The Hon. David R. Duncan dismisses the chapter 11 cases of Gary
and Michele Washington, at the behest of the United States
Trustee.  Although the Debtors own several rental properties,
these properties are heavily encumbered, most with two mortgages,
and are worth less than the debt encumbering the property.  As a
result, Chapter 7 liquidation would likely produce little to no
benefit to creditors and the estate.  The Court finds that it is
in the best interest of Debtors' creditors and estate to dismiss
Debtors' chapter 11 case.

A copy of the dismissal order dated September 27, 2010, is
available at:

     http://www.leagle.com/unsecure/page.htm?shortname=inbco20100927427

Gary A. Washington and Michele A. Washington own interests in
several businesses, including Carolina Procurement Institute,
Inc., and Carolina Encouragement Center, a non-profit corporation.
The Debtors also own and manage a number of residential and
commercial rental properties.  The Washingtons filed a voluntary
petition for chapter 11 relief (Bankr. D. S.C. Case No. 09-08248)
on November 2, 2009.  The Debtors filed a chapter 11 plan and
disclosure statement on April 30, 2010, and several creditors
objected to the Debtors' plan.  Approval of the disclosure
statement was denied August 3, 2010.  The Debtors filed an amended
plan and disclosure statement on September 13, 2010, shortly
before the hearing on the U.S. Trustee's Motion.  At the time of
the September 14 hearing, the Debtors were current with monthly
operating report filings and quarterly fee payments.


GENERAL MOTORS: A&M to Administer Anonymity Protocol
----------------------------------------------------
The Official Committee of Unsecured Creditors Holding Asbestos-
Related Claims in GM's Chapter 11 cases, on September 14, 2010,
notified the Court that concerned parties have engaged in
negotiations over the terms of an anonymity protocol for discovery
but that the Official Committee of Unsecured Creditors has
"unreasonably" refused to agree to the terms of the proposed
anonymity protocol.

Judge Robert E. Gerber of the U.S. Bankruptcy Court for the
Southern District of New York authorized the Creditors Committee
to serve subpoenas pursuant to Rule 2004 of the Federal Rules of
Bankruptcy Procedure, compelling the production of documents by:

(i) the Delaware Claims Processing Facility and Claims
    Resolution Management Corporation for certain trusts
    created pursuant to Section 524(g) of the Bankruptcy Code;
    and

(ii) General Motors LLC or New GM and the Debtors.

The Claims Processing Facilities are with respect to Armstrong
World Industries Asbestos Personal Injury Settlement Trust,
Babcock & Wilcox Company Asbestos Personal Injury Settlement
Trust, Celotex Asbestos Settlement Trust, DII Industries, LLC
Asbestos PI Trust, Owens Corning Fibreboard Asbestos Personal
Injury Trust-FB Subfund, Owens Corning Fibreboard Asbestos
Personal Injury Trust-OC Subfund, United States Gypsum Asbestos
Personal Injury Settlement Trust and Manville Personal Injury
Settlement Trust.

The Asbestos Committee related that, under the express provisions
of the Court's UCC 2004 Order, the panel may not serve the
subpoenas in question until the Court resolves certain issues,
including terms of an anonymity protocol.

Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in
Washington, D.C., on behalf of the Asbestos Committee, said that
the panel has contacted the firm Alvarez & Marsal, who is willing
and able to serve as the third-party neutral to administer the
Anonymity Protocol.

Mr. Inselbuch related that the data on thousands of individual
claimants that the asbestos trusts may produce is highly
sensitive information to which co-defendants in the tort system
-- and their experts like Bates White -- would not ordinarily
have unfettered access.  The Asbestos Committee has suggested two
viable methods by which the individual claims data produced by
the Trusts could be rendered anonymous, providing protection to
those individual claimants against misuse of the information.
None of them, Mr. Inselbuch maintained, would meaningfully add to
the cost of the Debtors' proceedings.

The Debtors, however, refuted Mr. Inselbuch's assertion that the
proposed options for the Anonymity Protocol would not
"meaningfully add to the cost of the Debtors' proceedings."  The
Debtors asserted that minimum costs associated with the proposed
protocol will be between $150,000 and $225,000, just for the
neutral third-party to administer the Anonymity Protocol.
Moreover, the Debtors said, if the experience in reaching
agreement among counsel with respect to the terms of the
confidentiality agreement and proposed order submitted in respect
of the Creditors' Committee's 2004 motion is any guide, the legal
fees that will be incurred at the Debtors' expense to establish
the Anonymity Protocol will no doubt approach the same range.

The Creditors' Committee also disputed the facts stated in the
Asbestos Committee letter.  Instead, having recognized that an
anonymity protocol would not serve any substantial purpose, the
Creditors' Committee asked the Court to adhere to the customary
and long-established practice of presuming that the parties will
honor their express obligations under a confidentiality order.

The Armstrong World Industries Inc. Asbestos Personal Injury
Settlement Trust; the Celotex Asbestos Settlement Trust; the
Babcock & Wilcox Company Asbestos Personal Injury Settlement
Trust; the Owens Corning/Fibreboard Asbestos Personal Injury
Trust; the DII Industries LLC Asbestos PI Trust; the United
States Gypsum Asbestos Personal Injury Settlement Trust; and the
Delaware Claims Processing Facility told Judge Gerber that they
are open to a dialogue regarding which particular data fields are
necessary to the parties' estimation analysis and which data
fields could be redacted or removed by the neutral in the
interests of anonymity.

                       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)


GENERAL MOTORS: Court OKs SPA & BMW Pact Assignment
---------------------------------------------------
U.S. Bankruptcy Judge Robert Gerber approved the stock purchase
agreement entered into between Motors Liquidation Company and
General Motors Automotive Holdings, S.L., for the sale of all the
outstanding shares of common stock of General Motors Strasburg
SAS.  The Bankruptcy Court also authorized the Debtors to assign
their manufacturing contract with Bayerische Motoren Werke
Aktiengesellschaft to GM Automotive Holdings.

The Court held that the aggregate consideration to be received by
MLC under the SPA is fair and reasonable; constitutes the highest
and best offer for the Transferred Stock; constitutes reasonably
equivalent value and fair consideration for the Transferred
Stock; and will provide for a better recovery and outcome for
MLC's estate than would be provided by any other available
alternative, including the offer from Punch Corporation.

The Court noted that a reasonable opportunity to object and be
heard with respect to the Sale Motion has been afforded to all
interested persons and entities, including (i) all entities known
by the Debtors to have asserted any lien, claim, interest, or
encumbrance in or on the Transferred Stock, (ii) all parties who
were contacted by Merrill Lynch & Co. during the Sale Process,
(iii) the attorneys for BMW, (iv) the attorneys for the
Purchaser, and (v) parties-in-interest entitled to receive
notice.

                       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)


GENERAL MOTORS: Old GM Gets Plan Exclusivity Until March 29
-----------------------------------------------------------
Judge Robert Gerber of the U.S. Bankruptcy Court for the Southern
District of New York extends the exclusive period of Motors
Liquidation Co. and its debtor affiliates to solicit acceptances
of their Plan of Reorganization through March 29, 2011.

Judge Gerber granted the Debtors' request for a four month
extension of the Exclusive Plan Solicitation Period upon
consideration of the Debtors' assertions that they need
sufficient time to obtain Court approval of the Disclosure
Statement explaining the Plan and accomplish the solicitation of
acceptances for the Plan.

The previously Court-approved deadline of the Debtors' Exclusive
Solicitation Period was November 29, 2010.

The adequacy of the Plan outline as described in the Disclosure
Statement is set to be considered by the Court at a hearing
scheduled for October 21, 2010.  The Debtors seek that a hearing
on the confirmation of the Plan be set about 60 days after the
Disclosure Statement hearing.

In explaining the requested extension, Stephen Karotkin, Esq., at
Weil, Gotshal & Manges LLP, in New York, pointed out that in the
15 months the Debtors are in bankruptcy, they have, among other
things:

  * completed the sale of substantially all of their assets to
    New GM pursuant to the 363 Transaction that resulted in
    substantial recoveries to the estates and preservation of
    employment for approximately 235,000 employees worldwide,
    including 91,000 domestic employees, after a three-day
    trial;

  * responded to several appeals of the order approving the 363
    Transaction and continue to respond to others;

  * been addressing the orderly liquidation and wind-down of the
    Debtors' remaining assets and properties.  In relation to
    this development, the Debtors retained a number of
    professionals to assist in the administration of their
    estates, including the professionals at AP Services, who
    have taken the lead in compiling information related to the
    Debtors' remaining assets and administering the Debtors'
    estates, local and foreign counsel, as well as accounting
    professionals and environmental consultants;

  * analyzed their remaining physical assets and the assets and
    obligations of their numerous remaining subsidiaries to
    determine the most appropriate means of liquidating or
    otherwise disposing of them;

  * analyzed more than 900,000 contracts with more than 65,000
    vendors in connection with the assumption and assignment to
    New GM of approximately 671,000 executory contracts, and has
    filed 12 omnibus motions as well as other motions to reject
    approximately 1,100 executory contracts and unexpired leases
    of non-residential real property;

  * established global procedures for asset sales concerning
    certain de minimis assets, which have generated net proceeds
    of approximately $8.8 million, and (i) sold a motor vehicle
    assembly plant located at 801 Boxwood Road, in Wilmington,
    Delaware, to Fisker Automotive, Inc, and (ii) will shortly
    consummate the sale of their equity interest in General
    Motors Strasbourg S.A.S. to General Motors Automotive
    Holdings, S.L., a wholly owned subsidiary of New GM;

  * substantially analyzed more than 70,000 proofs of claim,
    aggregating approximately $274 billion, and achieved
    reductions in claims through (i) objections prosecuted in
    the Bankruptcy Court, (ii) caps voluntarily imposed under
    the ADR Procedures, and (iii) out-of-court settlements
    totaling approximately $152.5 billion;

  * filed 84 omnibus claims objections with respect to 21,342
    claims, which resulted in the expungement of more than
    $24.787 billion of claims against the Debtors' estates and
    the reclassification of more than 438 claims that improperly
    asserted either secured, administrative, and/or priority
    claims.  Most recently, the Debtors have filed 37 omnibus
    claims objections, affecting approximately 18,000 claims
    filed by certain beneficial bondholders which, if
    successful, will result in the additional expungement of
    more than $753,905,738 in claims;

  * negotiated settlements with certain equipment lessor
    resulting in modifications to lease agreements and
    assumption and assignment to New GM of those modified
    leases, resulting in the reduction or elimination of
    hundreds of millions of dollars in potential rejection
    damages;

  * established the Alternative Dispute Resolution Procedures
    for reconciliation of unliquidated and litigation claims and
    have already designated over 127 matters under the ADR
    Procedures;

  * assessed the costs associated with the remediation of owned
    properties and have reached a consensus with the numerous
    federal and state agencies involved which has been
    instrumental to and an integral part of the Debtors' Plan;

  * held intense discussions with various parties-in-interest
    regarding the formulation of a Chapter 11 plan; and

  * responded to countless inquiries related to the status of
    these cases and specific contract counterparty demands; and

  * filed a Chapter 11 Plan, which will implement the consensual
    resolution of their environmental liabilities, which was the
    prerequisite to the filing of any confirmable plan and the
    commencement of distributions to holders of allowed claims.

                       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)


GENERAL MOTORS: Old GM Wins Nod to Vote on New GM Charter
---------------------------------------------------------
As a result of the sale of substantially all of the assets of
Motors Liquidation Company and its debtor affiliates to General
Motors Company, the Debtors are significant stockholders of New
GM.  New GM is soliciting support for an amendment to its Amended
and Restated Certificate of Incorporation in an attempt to
preserve certain tax benefits, which are of substantial value to
its operations.

Accordingly, Old GM sought and obtained approval of to exercise
its stock powers to vote its shares in favor of an amendment to
the Charter of New GM.

Joseph Smolinsky, Esq., at Weil, Gotshal & Manges LLP, in New
York, relates that because of the structure of the 363 Asset Sale
Transaction, New GM has succeeded to the net operating losses and
other tax attributes previously held by MLC.

Those Tax Benefits are believed to aggregate approximately
$42 billion as of December 31, 2009.

Mr. Smolinsky elaborates that the Charter Amendment is designed to
reduce the risk of an ownership change with respect to New GM that
would limit New GM's ability to utilize its Tax Benefits.  New
GM's Tax Benefits, he says, are valuable assets because the
Internal Revenue Code of 1986, as amended, generally permits
corporations to carry over their losses and tax credits to offset
future income, thereby reducing tax liability in future periods.

The Tax Benefits, Mr. Smolinsky points out, could potentially
allow New GM to significantly reduce future U.S. federal income
tax liability, depending on its future operating results.

Moreover, it is the Debtors' understanding that New GM's
underwriter has determined that the trade restrictions to be
imposed under the Charter Amendment, in general, are expected by
the market and that the intended savings from the Tax Benefits
could substantially enhance New GM's cash position and therefore
enhance the equity value of New GM for the benefit of MLC and
other shareholders of New GM, Mr. Smolinsky tells the Court.

The ability of New GM to use the Tax Benefits to reduce future tax
liability is subject to certain statutory limitations, Mr.
Smolinsky notes.  Sections 382 and 383 of the Tax Code limit a
corporation's use of its net operating losses, tax credits, and
certain other tax attributes to offset future income or tax after
the corporation experiences an "ownership change."  For purposes
of Section 382, an ownership change generally occurs when the
percentage of a corporation's equity held by one or more "5-
percent shareholders" increases by more than 50 percentage points
over the lowest percentage of stock owned by those shareholders at
any time during the relevant testing period.  As a result of the
363 Transaction and after taking into account any transactions and
distributions expected to result from MLC's contemplated Chapter
11 plan, New GM will have experienced a substantial percentage
point increase of the type described in the preceding sentence for
Section 382 purposes, Mr. Smolinsky tells the Court.

Accordingly, unrestricted stock trading would impose a significant
risk of a Section 382 ownership change occurring as a result of or
after an initial public offering of New GM stock, the Debtors
note.  "That ownership change could substantially limit the
ability of New GM to use the Tax Benefits, thereby resulting in a
significant loss of value, which would impact MLC as a stockholder
in New GM, as well as the creditors of the Debtors, who are
expected to receive distributions in the form of, among other
things, New GM stock and warrants to purchase additional shares of
New GM stock," Mr. Smolinsky asserts.

Through the Charter Amendment, New GM is seeking the ability to
preclude certain transfers of, and the ability to monitor and
possibly object to other changes in the ownership of, Corporation
Securities to protect against a Section 382 ownership change after
the IPO.  In order to put the Charter Amendment in place with
maximum effectiveness, New GM requires the unanimous vote of all
stockholders, including MLC, in favor of the Charter Amendment.
For that reason, shareholder approval is being sought prior to an
IPO by New GM.

New GM has indicated that in the absence of the Charter Amendment,
it would be compelled to institute a more restrictive program to
preserve the Tax Benefits, like the issuance of stock purchase
rights intended to make a transaction that could cause an
ownership change prohibitively expensive to the buyer -- a form of
"poison pill" -- according to Mr. Smolinsky.

New GM has scheduled a shareholder meeting on September 28, 2010,
for voting on the Charter Amendment.

                       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)


GLOUCESTER ENGINEER: Files Reorganization Plan
----------------------------------------------
Gloucester Engineering Co. has filed a Plan of Reorganization that
will allow it to emerge from Chapter 11 of the bankruptcy code in
the District of Massachusetts.  The restructuring plan is subject
to approval by the bankruptcy court.  GEC expects to emerge from
bankruptcy by the end of the year.  The company's Plan of
Reorganization is being sponsored by an affiliate of Blue Wolf
Capital Fund II and has the support of the Creditors' Committee.

Blue Wolf provided a credit facility to GEC in May to fund its
working capital requirements and subsequently provided GEC with a
$6.0 million debtor-in-possession (DIP) facility when GEC
voluntarily filed for reorganization under Chapter 11 on June 25,
2010. The DIP financing allowed GEC to continue operating in
bankruptcy and allowed it to continue accepting and processing
customer orders.

Blue Wolf Partner Michael Ranson said, "This is an important
milestone that will serve the company and its customers well.  We
are pleased with the strength that GEC has demonstrated over the
past several months.  The company has steadily improved its
productivity, has accepted new orders, and has a clear strategy
for improving its balance sheet and operations.  Blue Wolf is
pleased to continue as GEC's financial sponsor and we look forward
to working closely with the company as it completes its turnaround
and regains its position as a leader in this growing industry."

                       About Blue Wolf

Blue Wolf Capital Partners LLC -- http://www.blue-wolf.com/-- is
a private equity firm that invests in companies in which effective
management of relationships with complex constituencies, such as
government and labor, can change organizations and create value.

                   About Gloucester Engineering

Gloucester Engineering Europe GmbH is the Vienna-based subsidiary
of Gloucester Engineering Co. Inc., a blown and cast film
machinery maker in Gloucester, Massachusetts.  GEC manufactures
its equipment from its headquarters in Gloucester, MA, USA and
through its joint-venture company in Damman, India, Kabra
Gloucester Engineering.  Gloucester Engineering's Chapter 7 case
-- filed on March 23, 2010 -- was converted to Chapter 11
bankruptcy protection on June 25, 2010 (Bankr. D. Mass. Case No.
10-12967).


GREENBRIER COS: Receives $200 Million in New Orders
---------------------------------------------------
The Greenbrier Companies has received orders for 3,000 new
railcars with an aggregate value of approximately $200 million.
The orders announced today, which consist of 2,250 double-stack
intermodal platforms, 500 covered hopper cars, and 250 railcars of
various types for the European market, are expected to be
delivered in calendar 2010 and 2011.  These new orders are
incremental to the orders to build 1,700 new railcars and
refurbish 1,100 existing railcars announced on August 25, 2010.

Separately, the Company announced preliminary unaudited financial
results for its fourth quarter ended August 31, 2010.  Based on
the Company's initial closing, revenues are expected to be
approximately $185 million. Greenbrier anticipates a net loss for
the quarter, before a special item, to be in the range of $0.15 to
$0.20 per share.  In addition the Company anticipates earnings of
$0.50 per share, related to a special non-cash item for the
release of the liability related to the 2008 deconsolidation of
its former subsidiary, TrentonWorks.  Net earnings are anticipated
to be in the range of $0.30 to $0.35 per share.  The preliminary
quarterly results announced today are subject to further review by
the Company and year-end audit and should be considered
preliminary and subject to change.

William A. Furman, president and chief executive officer of
Greenbrier, said, "Over the last two months, we have received
orders for over 4,700 new railcars and railcar refurbishment work
for 1,100 existing railcars, which taken together have a combined
value of approximately $330 million.  These new orders are
expected to have a meaningful positive impact on our financial
results in 2011 and reinforce our view that a recovery is underway
in the overall North American new railcar market."

"Our fourth quarter financial results were below our expectations,
due primarily to our refurbishment & parts and marine operations.
New railcar manufacturing and leasing & services exceeded our
expectations.  As previously disclosed, we further adjusted marine
production levels during the quarter due to current softness in
demand.  Most of our refurbishment & parts revenue and margin is
driven by our wheel services business, where volumes and margins
are down compared to each of the first three quarters of 2010, in
spite of an increase in North American railcar loadings.  Given
that wheel replacement is subject to regulation which requires
replacement of wheel sets after a certain level of wear, we
believe that this business will improve as rail loadings and
revenue ton miles continue to improve," Mr. Furman concluded.

                       About Greenbrier Cos.

Based in Lake Oswego, Oregon, The Greenbrier Companies Inc.
operates in three primary business segments: manufacturing,
refurbishment and parts, and leasing and services.  The
manufacturing segment, operating from four facilities in the
United States, Mexico and Poland, produces double-stack intermodal
railcars, conventional railcars, tank cars and marine vessels.
The refurbishment & parts segment performs railcar repair,
refurbishment and maintenance activities in the United States and
Mexico.  The leasing & services segment owns roughly 8,000
railcars and provides management services for roughly 225,000
railcars.

                           *     *     *

As reported by the Troubled Company Reporter on August 19, 2010,
Moody's Investors Service raised its Speculative Grade Liquidity
Rating for The Greenbrier Companies to SGL-3 from SGL-4.  At the
same time, Moody's affirmed the company's existing ratings,
including the corporate family rating of Caa1.  Greenbrier's
rating outlook is negative in consideration of the continued
sluggish demand for new railcars and the company's need to address
certain refinancing needs.


HARRISBURG, PA: Workers Paid This Week; Next Paycheck Uncertain
---------------------------------------------------------------
City workers in Harrisburg, Pa., would get their paychecks for
September 29, after political brinkmanship threatened to cut off
their compensation, Dow Jones' DBR Small Cap reports.

According to the report, Chuck Ardo, spokesman for Mayor Linda
Thompson, said that payroll company Automatic Data Processing Inc.
will process the checks for 577 employees after the company said
Monday it wouldn't process them because it hasn't been paid for
its services.

Mr. Ardo, the report relates, said that ADP hasn't been paid
$13,240 because city controller Dan Miller refuses to sign its
check.

The report notes that Miller, an elected official outside the
administration, has said he hasn't signed the checks paying ADP
since March because there is no contract with the company.  The
report relates Mr. Miller said that he would allow the payment for
ADP if the administration lets him discuss electronic internal
controls with ADP.  ADP "put the interest of the city's workforce
first" by processing the payroll without demanding immediate
payment, Ardo said, the report adds.

                       About Harrisburg, PA

The city of Harrisburg is coping with debt related to a failed
revamp of an incinerator.  The outstanding principal on the
Incinerator debt is $288 million.  Total principal and interest on
this debt would amount to approximately $458 million.  Debt
service payments on the total incinerator debt are $20 million per
year.  Of this total, Dauphin County, Pennsylvania, is responsible
for roughly $10 million and Harrisburg is responsible for the
other $10 million.   The city is guarantor on 100% of the
$288 million Incinerator debt.

the City Council of Harrisburg, Pennsylvania, voted 5-2 on
September 28 to seek professional advice on bankruptcy or state
oversight.  Harrisburg needed state aid to avoid default on $3.3
million of bond payments this month.

According to Bloomberg News, the city has missed about $8 million
in debt-service payments this year on bonds issued in connection
with a trash-to-energy incinerator.  The city owes another $40
million by the end of the year, and was sued by its home county,
Dauphin, and Hamilton, Bermuda-based bond insurer Assured Guaranty
Municipal Corp. over its failure to honor the commitments.


HCA INC: Fitch Issues Recovery Rating Review
--------------------------------------------
Fitch Ratings has issued its Recovery Rating review of the U.S.
Healthcare sector.  This review includes an analysis of valuation
multiples, EBITDA discounts applied, and detailed recovery
worksheets for issuers with a Fitch Issuer Default Rating of 'B+'
or lower in this sector.  The issuers included in this report are:

  -- Community Health Systems, Inc.
  -- HCA, Inc.
  -- Health Management Associates, Inc.
  -- Tenet Healthcare Corp.

Recovery analysis is considered for all companies, but notching of
those with IDRs above 'B+' will continue to be heavily influenced
by broader historical recovery patterns.  For companies with an
IDR of 'B+' or below, explicit Recovery Ratings are assigned.


HEALTH MANAGEMENT: Fitch Issues Recovery Rating Review
------------------------------------------------------
Fitch Ratings has issued its Recovery Rating review of the U.S.
Healthcare sector.  This review includes an analysis of valuation
multiples, EBITDA discounts applied, and detailed recovery
worksheets for issuers with a Fitch Issuer Default Rating of 'B+'
or lower in this sector.  The issuers included in this report are:

  -- Community Health Systems, Inc.
  -- HCA, Inc.
  -- Health Management Associates, Inc.
  -- Tenet Healthcare Corp.

Recovery analysis is considered for all companies, but notching of
those with IDRs above 'B+' will continue to be heavily influenced
by broader historical recovery patterns.  For companies with an
IDR of 'B+' or below, explicit Recovery Ratings are assigned.


HIE OF EFFINGHAM: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: HIE of Effingham, LLC
        1202 North Keller Drive
        Effingham, IL 62401

Bankruptcy Case No.: 10-60534

Chapter 11 Petition Date: September 27, 2010

Court: U.S. Bankruptcy Court
       Southern District of Illinois (Effingham)

Judge: Laura K. Grandy

Debtor's Counsel: James Richard Myers, Esq.
                  303 S. 7th
                  P.O. Box 399
                  Vandalia, IL 62471
                  Tel: (618) 283-3034
                  Fax: (618) 283-3037
                  E-mail: myers@lawgroupltd.com

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

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

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

The petition was signed by Charles F. Keller, manager.


HIG EATONTOWN: Case Summary & 7 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: HIG Eatontown, LLC
        900 Route 9 North, Suite 300
        Woodbridge, NJ 07095

Bankruptcy Case No.: 10-39778

Chapter 11 Petition Date: September 27, 2010

Court: U.S. Bankruptcy Court
       District of New Jersey (Trenton)

Judge: Kathryn C. Ferguson

Debtor's Counsel: Donald F. Campbell, Jr., Esq.
                  GIORDANO HALLERAN & CIESLA, P.C.
                  125 Half Mile Road, Suite 300
                  Red Bank, NJ 07701
                  Tel: (732) 741-3900
                  Fax: (732) 224-6599
                  E-mail: dcampbell@ghclaw.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 seven largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/njb10-39778.pdf

The petition was signed by Charles Chera, member.


INDUSTRY WEST: Lender Appeals Plan Confirmation at Ninth Circuit
----------------------------------------------------------------
American Bankruptcy Institute reports that first-lien mortgage
holder Central Pacific Bank appealed confirmation of the Industry
West Commerce Center LLC's modified reorganization plan on Sept. 2
to the Bankruptcy Appellate Panel of the U.S. Court of Appeals for
the Ninth Circuit.

As reported in the Troubled Company Reporter on Aug. 30, 2010,
the U.S. Bankruptcy Court for the Northern District of California
confirmed Industry West Commerce Center, LLC's Plan of
Reorganization, amended as of August 16, 2010.

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

                        About Industry West

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


JANICE MORRISON: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Janice P. Morrison
        550 Cresta Circle
        West Palm Beach, FL 33413

Bankruptcy Case No.: 10-38901

Chapter 11 Petition Date: September 25, 2010

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

Judge: Erik P. Kimball

Debtor's Counsel: Henry N. Portner, Esq.
                  1001 W. Indiantown Road, # 105
                  Jupiter, FL 33458
                  Tel: (561) 400-0027
                  E-mail: attatlaw@hotmail.com

Scheduled Assets: $1,057,503

Scheduled Debts: $1,763,397

A list of the Debtor's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flsb10-38901.pdf

Debtor-affiliate that filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Devalie Morrison                      10-28987           7/02/10
  Scheduled Assets: $1,296,486
  Scheduled Debts: $1,837,247


KENTUCKIANA MEDICAL: Section 341(a) Meeting Scheduled for Nov. 1
----------------------------------------------------------------
The U.S. Trustee for Region 10 will convene a meeting of
Kentuckiana Medical Center LLC's creditors on November 1, 2010, at
1:00 p.m. EDT.   The meeting will be held at Room 115 Federal
Building, 121 W. Spring Street, New Albany, IN 47150.

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.

Clarksville, Indiana-based Kentuckiana Medical Center LLC filed
for Chapter 11 bankruptcy protection on September 19, 2010 (Bankr.
S.D. Ind. Case No. 10-93039).  David M. Cantor, Esq., at Seiller
Waterman LLC, assists the Debtor in its restructuring effort.
The Debtor estimated its assets and debts at $10 million to $
50 million.


LANDINGS AT MAPLE BAY: Case Summary & Creditors List
----------------------------------------------------
Debtor: The Landings at Maple Bay, LLC
        101 West Big Beaver Road, Suite 910
        Troy, MI 48084-5245

Bankruptcy Case No.: 10-69832

Chapter 11 Petition Date: September 27, 2010

Court: U.S. Bankruptcy Court
       Eastern District of Michigan (Detroit)

Judge: Phillip J. Shefferly

Debtor's Counsel: Lynn M. Brimer, Esq.
                  Meredith Taunt, Esq.
                  STROBL & SHARP, P.C.
                  300 East Long Lake Road, Suite 200
                  Bloomfield Hills, MI 48304
                  Tel: (248) 540-2300
                  E-mail: lbrimer@stroblpc.com
                          mtaunt@stroblpc.com

Scheduled Assets: $1,500,950

Scheduled Debts: $3,966,372

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mieb10-69832.pdf

The petition was signed by Thomas A. Wardlow, vice president and
secretary.

Debtor-affiliates filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Winding Road Ventures, Inc.           --                  09/22/10


LEHMAN BROTHERS: MainStay Asks for Release of $49MM in Collateral
-----------------------------------------------------------------
MainStay High Yield Opportunities Fund seeks a court ruling
authorizing it and Lehman Brothers International Europe to direct
the release of as much as $49 million in collateral.

The move came after Lehman Brothers Inc. allegedly refused to
direct the custodian of the collateral, State Street Bank and
Trust Company, to release the collateral.

MainStay High posted the collateral to secure payment of
$28 million it owes to LBIE on account of the securities it
borrowed from LBIE in connection with certain short sales.

LBI serves as agent for the fund and LBIE in connection with the
short sales, and has the sole authority to direct State Street to
release the collateral.

In court papers, Shmuel Vasser, Esq., at Dechert LLP, in New
York, asks the Court to permit MainStay High to remove LBI as
agent which allegedly refuses to order the release of the
collateral although it is not a property of its estate.

"The trustee has already determined that the collateral is not
customer property under SIPA and such determination has been
deemed confirmed by this Court and is final and binding,"
Mr. Vasser says in court papers.

Mr. Vasser argues that LBI does not have interest in the
collateral since MainStay High does not have outstanding debt to
LBI or any other Lehman units other than LBIE.

"LBI is acting in a purely ministerial role with respect to the
collateral and does not receive any fees or other benefit for its
service such that removing LBI as agent and authorizing the
release of the collateral will have no effect on LBI's estate,"
the lawyer further argues.

MainStay High has already reached an agreement with LBIE to
settle the short sales and to return the securities it borrowed
in exchange for LBIE agreeing to the release of the collateral,
according to Mr. Vasser.

Maureen Cronin, director of New York Life Investment Management
LLC, the investment manager of MainStay High, filed a declaration
in support of the fund's request.

                       About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman disclosed US$639
billion in assets and US$613 billion in debts in its Chapter 11
petition, effectively making the firm's bankruptcy filing the
largest in U.S. history.  Several other affiliates followed
thereafter.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.

                 International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd.  Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008.  The joint administrators have
been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: NewPort Wants Info on Prime Brokerage Accounts
---------------------------------------------------------------
Newport Global Opportunities Fund (Master) L.P. and Newport
Global Opportunities Fund L.P. filed a motion seeking approval to
access information about their accounts with Lehman Brothers Inc.

The move came after the Newport entities have allegedly been
denied access by LBI's trustee to "vital information" about their
prime brokerage accounts with Lehman Brothers Holdings Inc.'s
broker-dealer unit.

The Newport entities blamed the trustee why they were not able to
participate in certain restructuring events involving their
securities tied up by LBI and negotiate their claims against
Lehman Brothers International (Europe).

The Newport entities want to obtain in particular information
about the identity of the contracts under which the accounts were
established, and which of the account numbers correspond to their
contracts with LBI and to the Margin Lending Agreement with LBIE.

The Newport entities also want to find out which of the accounts
were established by LBI under the MLA to facilitate the transfer
of their securities to LBIE, and how their assets moved in and
out of the Lehman units.

The Newport entities asked the Court to compel the trustee to
produce the necessary documents, and authorize them to depose a
person who has knowledge of the matter.

In connection with the proposed investigation, the Newport
entities also sought court approval to file under seal exhibits
to the motion, which contain "confidential commercial
information."

                       About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman disclosed US$639
billion in assets and US$613 billion in debts in its Chapter 11
petition, effectively making the firm's bankruptcy filing the
largest in U.S. history.  Several other affiliates followed
thereafter.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.

                 International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd.  Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008.  The joint administrators have
been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: Says SunCal Settlement Should be Approved
----------------------------------------------------------
Various entities, including Fidelity National Title Insurance
Company, are seeking to block court approval of a settlement
proposed by Lehman Commercial Paper Inc.

LCPI earlier filed a motion for approval of a term sheet, which
establishes the framework for a settlement among the company, the
Official Committee of Unsecured Creditors and the SunCal
entities' trustee.  The term sheet addresses the disposition of
certain real estate development projects and the liens on those
projects.

Lehman Commercial Paper Inc. notes that none of its bona fide
creditors have objected to the settlement motion with the SunCal
Debtors.

Alfredo Perez, Esq., at King & Spalding LLP, in New York,
reiterates that the settlement embodied in the Amended Term
Sheet:

  (a) provides for a process to realize on the First Lien
      Lenders' collateral -- that being, a turnover of certain
      cash collateral and a contemplated sale of the Properties
      satisfactory to LCPI -- and an allocation of the sale
      proceeds which is reasonable from the perspective of the
      LCPI bankruptcy estate;

  (b) saves administrative expenses for the LCPI bankruptcy
      estate; and

  (c) provides for releases for the LCPI bankruptcy estate,
      which eliminates risks of litigation for the LCPI
      bankruptcy estate.

Mr. Perez points out that LCPI faces the reality that the SunCal
Trustee is approaching the two year statute of limitations to
bring avoiding-powers claims.  Either the SunCal Trustee will
settle with LCPI or he will sue LCPI, he notes.  He relates that
for more than a year, LCPI has been trying to resolve issues with
the SunCal Trustee.  The Amended Term Sheet, he says, reflects
the extensive effort made by LCPI to effectuate a complex and
complete settlement between the LCPI estate and the other First
Lien Lenders on the one hand, and the SunCal Trustee on behalf of
the SunCal Debtors, on the other hand.

According to Mr. Perez, "LCPI approached the settlement with the
perspective of what is in the best interests of the creditors of
its estate.  This 'separate entity' approach is consistent with
the approach taken by all the Debtors and non-Debtor Lehman
affiliates, and the plan of reorganization filed by the Debtors .
. ."

Mr. Perez alleges that the objecting parties' goals are to cause
a delay or denial of the settlement motion in order to leverage a
favorable resolution of their issues against the SunCal Trustee
and LCPI.

LCPI thus asks the Court to approve the settlement.  To further
support approval of the settlement, LCPI submitted a revised
proposed order to further provide that nothing in the Amended
Term Sheet is intended to affect the rights, if any, of any
Person, including the Second Lien Lenders other than the LCPI
Second Lien Lender, the Third Lien Lenders other than the LCPI
Third Lien Lender, except to the extent that a Person is a party
to the Amended Term Sheet, with that Person's rights being
affected to the extent expressly provided in the Amended Term
Sheet.  LCPI also filed a supporting declaration of Robert
Brusco, an employee of LAMCO LLC, the asset manager for LCPI's
estate holdings responsible for the asset management of the
SunCal Debtors' loan.

                 Creditors' Committee's Statement

The Official Committee of Unsecured Creditors supports approval
of the settlement concurring with the Debtors that the settlement
is in the best interest of the Debtors' estates and more than
satisfies the standard applicable to compromises under Rule 9019
of the Federal Rules of Bankruptcy Procedure.

The Committee also asks the Court to overrule the objections
pointing out that the objectors advance no arguments that should
cause the Court to reach a different conclusion.

                       About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman disclosed US$639
billion in assets and US$613 billion in debts in its Chapter 11
petition, effectively making the firm's bankruptcy filing the
largest in U.S. history.  Several other affiliates followed
thereafter.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.

                 International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd.  Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008.  The joint administrators have
been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: Wins OK to Reject E-Capital Swap Agreement
-----------------------------------------------------------
Lehman Brothers Holdings Inc. and its units received court
approval for Lehman Brothers Special Financing, Inc., to reject a
swap deal agreement and other related agreement LBSF entered into
with E-Capital Profits Limited prior to the Petition Date.

Lehman Brothers Holdings Inc. acted as credit support provider
for the payment obligations of LBSF under the Swap Agreement.
In connection with the Transactions, E-Capital posted certain
securities as collateral to LBSF.  Although LBSF is owed a
receivable on the Transactions, after taking into account the
value of the Collateral, LBSF owes E-Capital the value of the
Collateral in excess of LBSF's receivable, Robert J. Lemons,
Esq., at Weil, Gotshal & Manges LLP, in New York, tells the
Court.

LBSF, according to Mr. Lemons, believes that the value of the
Collateral may continue to increase.

E-Capital has not terminated the Swap Agreement and as a result,
LBSF is not able to fix its liabilities under the Agreement
unless E-Capital defaults or until the Transactions terminate on
their scheduled termination dates in 2018, Mr. Lemons relates.
The Debtors run the risk that movements in the financial markets
may cause the Agreement, which is "out-of-the money" to go
further "out-of-the money," thereby providing a windfall to E-
Capital at the expense of the Debtors and their estates.  LBSF
says its receivable from E-Capital under the Agreement isn't
likely to exceed the value of the Collateral.

Accordingly, LBSF has determined that it is prudent to reject the
Swap Agreement to fix its liability under the Agreement as of the
rejection date and limit any increase in damages that could be
claimed by E-Capital.

To determine any claims that may be associated with the rejection
of the Swap Agreement, the Debtors propose that they be afforded
the option to calculate the damages arising under the Agreement
as of the rejection date.

If the Debtors do not deliver a Damages Calculation or E-Capital
disputes the amount of damages in the Debtors' Damages
Calculation, the Debtors seek that E-Capital be required to file
a proof of claim in compliance with the terms of the Bar Date
Order.  If E-Capital has already filed a proof of claim against
the Debtors, then E-Capital no longer need to resubmit another
proof of claim.

                       About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman disclosed US$639
billion in assets and US$613 billion in debts in its Chapter 11
petition, effectively making the firm's bankruptcy filing the
largest in U.S. history.  Several other affiliates followed
thereafter.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.

                 International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd.  Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008.  The joint administrators have
been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LENNY DYKSTRA: Bankruptcy Trustee Seeks Settlement Approval
-----------------------------------------------------------
Carla Main at Bloomberg News reports that the special counsel to
the trustee for the bankruptcy estate of Lenny Dykstra provided a
report regarding the motion to approve the JPMorgan Chase
compromise, concerning a $12 million pre-petition loan extended by
Washington Mutual to Mr. Dykstra and his wife.  The loan is
secured by real property at 1072 Newbern Court, Thousand Oaks,
California.  WaMu's assets were taken over by the Federal Deposit
Insurance Corporation and sold to Chase, which filed a claim
against the bankruptcy estate.

According to the report, the compromise provides for Chase to
release its claims and interests in insurance proceeds and pay the
estate $400,000 in exchange for relief from the automatic stay so
it can foreclose on the property.

The special counsel, in a 37-page report examining the defenses
and objections raised by the debtor and questions raised by the
court, recommended approval of the compromise.

A hearing on the compromise will be held on the matter on Oct. 7.

                        About Lenny Dykstra

Lenny Dykstra is a former Major League Baseball all-star player.
He was center fielder for the New York Mets and Philadelphia
Phillies.  He filed for Chapter 11 bankruptcy protection July 7,
2009 (Bankr. C.D. Calif. Case No. 09-18409).  M Jonathan Hayes,
Esq., at the Law Office of M Jonathan Hayes, in Northridge,
California, assisted the Debtor in his restructuring effort.  The
Debtor estimated up to $50,000 in assets and $10 million to $50
million in debts in his Chapter 11 petition.

A Chapter 11 trustee was appointed in September 2009, and the case
was converted to a liquidation in Chapter 7 on November 20, 2009.
The trustee -- Arturo M. Cisneros -- was investigating the
disposition of personal property both before and after the Chapter
11 filing.

In August 2010, Mr. Cisneros stepped down as Chapter 7 trustee
following issues with his failing to disclose the extent of his
business with J.P. Morgan Chase & Co., which happens to be largest
creditor in Mr. Dykstra's case.


LIBERTY MUTUAL: Fitch Keeps BB+ Rating on Jr. Sub. Notes Due 2067
-----------------------------------------------------------------
Fitch Ratings has affirmed Liberty Mutual Group Inc.'s Issuer
Default Rating at 'BBB' and LMG's operating subsidiaries' Insurer
Financial Strength ratings at 'A-'.  The Rating Outlook has been
revised to Stable from Negative.

The affirmations are based on LMG's established and sustainable
positions in its chosen markets, benefits derived from the
company's multiple distribution channels, adequate core
underwriting earnings, and good liquidity profile.  Fitch also
recognizes LMG's improvement in statutory surplus levels and notes
that recent accident year reserve estimates continue to develop
favorably.

LMG's tangible financial leverage, which was a driver for the
Negative Outlook during Fitch's last review, has favorably
improved to 24.6% as of June 30, 2010.  As of year end 2008 LMG's
tangible financial leverage was as high as 37.2%.  The improvement
in financial leverage is due primarily to positive changes in
unrealized losses and net income.  Tangible equity declined
significantly in September 2008 when Liberty Mutual purchased
Safeco for $6.4 billion and added $3.4 billion in goodwill and
other intangibles.  Further the market turmoil that started in
2008 decreased equity via unrealized losses as credit spreads and
other market indicators deteriorated.

The rationale for the affirmation and Outlook revision also
considers the company's proposed announcement of taking up to 20%
of the agency channel public via Liberty Mutual Agency Corp's
initial pubic offering, which could raise up to $1.34 billion.
While Fitch considered the proposed announcement, the rating
decision is neutral to this action.

In the LMAC transaction there will be a dual common stock
structure where all class A common stock, which will be owned by
the general public, will get one vote per share and own less than
20% of LMAC.  Liberty Mutual Holding Company, Inc. will own all
shares of the class B common stock and get 10 votes per share,
thus giving LMHC approximately 97.9% voting control over LMAC.

The LMAC IPO adds financial flexibility at Liberty, as a whole, by
giving the company access to the equity market and as mentioned
previously increasing equity at LMHC by the proceeds of the IPO.
Offsetting these benefits is the added increased complexity in the
organization from having two different ownership structures.
Further, with the myriad of interrelations and transactions
between the two companies and the majority ownership of LMAC by
LMHC the potential for corporate governance problems increase.

On a pro forma basis, that is accounting for approximately
$1 billion equity raised via the IPO, tangible financial leverage
at June 30, 2010, is 23.2% and GAAP operating leverage would be
1.7 times.  While this is a favorable improvement over the stated
tangible financial leverage at June 30, 2010 of 24.6% and GAAP
operating leverage of 1.9x it is not material enough to cause
further positive rating action for the company.

Within Fitch's rating rationale are multiple key rating drivers.
If Liberty Mutual were to materially deviate from any of these
items, especially for an extended period, the ratings could be
affected either positively or negatively.  This is a list of key
rating drivers:

  -- Fitch expects that LMG's underwriting profitability will be
     pressured going forward given the industrywide softening in
     premium rates. Fitch believes that LMG's combined ratios will
     continue to lag those of more highly rated peers by
     approximately 5 to 10 percentage points.  The current ratings
     incorporate this profitability gap; however, if LMG narrowed
     or eliminated the gap relative to peers, upward ratings
     pressure would exist.

  -- Fitch expects LMG's acquisition appetite will continue
     particularly in the foreign market; however, another large
     acquisition in the near term would place negative ratings
     pressure on the ratings especially if the balance sheet was
     weakened through increased financial leverage.

  -- The company's quality of surplus is affected by the use of
     finite reinsurance and to a lesser extent surplus notes in
     the near term.  If the company's quality of surplus were to
     improve while maintaining or improving balance sheet strength
     metrics Fitch could favorably affect the ratings.

  -- The ratings anticipate that the company will sustain
     operating earnings-based coverage in the 4-7x range and
     tangible financial leverage will remain below 30% in the near
     term.

Fitch has affirmed these ratings and revised the Outlook to Stable
from Negative:

Liberty Mutual Group, Inc.

  -- IDR at 'BBB';

  -- $187 million 7.25% notes due 2012 at 'BBB-';

  -- $260 million 8% notes due 2013 at 'BBB-';

  -- $180 million 7.3% notes due 2014 at 'BBB-';

  -- $500 million 5.75% notes due 2014 at 'BBB-';

  -- $249 million 6.7% notes due 2016 at 'BBB-';

  -- $3 million 7.625% notes due 2028 at 'BBB-';

  -- $231 million 7% notes due 2034 at 'BBB-';

  -- $471 million 6.5% notes due 2035 at 'BBB-';

  -- $440 million 7.5% notes due 2036 at 'BBB-';

  -- $300 million 7% junior subordinated notes due 2067 at 'BB+';

  -- $700 7.80% junior subordinated notes due 2087 at 'BB+';

  -- $1.25 billion 10.75% junior subordinated notes due 2088 at
     'BB'.

Liberty Mutual Insurance Co.

  -- IDR at 'BBB+';
  -- $140 million 8.5% surplus notes due 2025 at 'BBB';
  -- $227 million 7.875% surplus notes due 2026 at 'BBB';
  -- $435 million 7.697% surplus notes due 2097 at 'BBB'.

Ohio Casualty Corporation

  -- IDR at 'BBB';
  -- $20 million 7.3% notes due 2014 at 'BBB-'.

Safeco Corporation

  -- IDR at 'BBB';
  -- $17 million 7.25% notes due 2012 at 'BBB-'.

Fitch has affirmed these ratings:

Liberty Mutual Group, Inc.

  -- Short-term IDR at 'F2';
  -- $400 million Commercial Paper program at 'F2'.

Fitch has affirmed the IFS ratings of these members of Liberty
Mutual Inter-company Insurance Pool at 'A-' and revised the
Outlook to Stable from Negative:

  -- Liberty Mutual Insurance Company
  -- Employers Insurance Company of Wausau
  -- Liberty Mutual Fire Insurance Company
  -- Liberty Insurance Corporation
  -- Wausau Business Insurance Company
  -- Wausau Underwriters Insurance Company
  -- LM Insurance Corporation
  -- The First Liberty Insurance Corporation
  -- Liberty Personal Insurance Company
  -- Liberty Surplus Insurance Corporation
  -- Wausau General Insurance Company
  -- Liberty Mutual Mid-Atlantic Insurance Company

Fitch has affirmed the IFS ratings of these companies that
participate in a 100% quota share with the LMIC Pool at 'A-' and
revised the Outlook to Stable from Negative:

  -- Liberty Lloyds of Texas Insurance Company
  -- Liberty County Mutual Insurance Company
  -- Liberty Insurance Underwriters, Inc.
  -- LM Property and Casualty Insurance Company
  -- LM General Insurance Company
  -- LM Personal Insurance Company
  -- Liberty Mutual Personal Insurance Company

Fitch has affirmed the IFS ratings of these members of Peerless
Insurance Inter-company Insurance Pool (Peerless Pool) at 'A-' and
revised the Outlook to Stable from Negative:

  -- Peerless Insurance Company
  -- Peerless Indemnity Ins Company
  -- America First Insurance Company
  -- America First Lloyd's Ins Company
  -- Colorado Casualty Ins Company
  -- Consolidated Ins Company
  -- Excelsior Insurance Company
  -- Golden Eagle Ins Corp
  -- Hawkeye-Security Ins Company
  -- Indiana Insurance Co
  -- Liberty Mutual Mid-Atlantic Ins Co
  -- Mid-America Fire & Casualty
  -- The Midwestern Indemnity Company
  -- Montgomery Mutual Ins Co
  -- The Netherlands Ins Co
  -- National Ins Assoc
  -- The Ohio Casualty Insurance Company
  -- Avomark Insurance Company
  -- West American Insurance Company
  -- American Fire and Casualty Company
  -- Ohio Security Insurance Company
  -- Insurance Company of Illinois
  -- Safeco Insurance Company of Illinois
  -- American Economy Insurance Company
  -- American States Insurance Company
  -- American States Preferred Insurance Company
  -- Safeco Insurance Company of Indiana
  -- Safeco National Insurance Company
  -- Safeco Insurance Company of Oregon
  -- American States Lloyds Insurance Company
  -- Safeco Lloyds Insurance Company
  -- First National Insurance Company of America
  -- General Insurance Company of America
  -- Safeco Insurance Company of America
  -- Safeco Surplus Lines Insurance Company
  -- American States Insurance Company of Texas

Fitch has affirmed the IFS ratings of these companies that
participate in a 100% quota share with the Peerless Pool at 'A-'
and revised the Outlook to Stable from Negative:

  -- Liberty Northwest Ins Co
  -- Bridgefield Casualty Insurance Company
  -- Bridgefield Employers Insurance Company
  -- North Pacific Ins Co
  -- Oregon Automobile Ins Co

Fitch has withdrawn these ratings due to a legal entity merge:

  -- Ohio Casualty of New Jersey, Inc.
  -- Liberty Insurance Company of America


LINCOLNSHIRE CAMPUS: Sale of All Assets to Senior Care Approved
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
authorized Lincolnshire Campus, LLC, et al., to sell substantially
all of their assets to Senior Care Development, LLC.

Pursuant to the Asset Purchase Agreement, as amended, SCD will
purchase substantially all of the Lincolnshire Debtors' assets for
an aggregate purchase price of $49,270,000, composed of
$20,000,000 cash plus the assumption of certain liabilities.  The
cash component of the SCD bid is increased by $6,000,000 to total
$20,000,000, which will be allocated as: (i) $4,250,000 to Monarch
Landing, Inc.'s assets and (ii) $15,750,000 to Sedgebrook, Inc.'s
assets.

Upon closing, the assets transferred, sold and delivered to SCD
will be free and clear of all claims and encumbrances of any
person or entity.

At closing:

   -- proceeds of the sale will be paid to the Indenture Trustee
      for application in accordance with the Bond Documents, less
      amounts relating to, among other things: (a) the carve-out,
      (b) the ELH Payments, and (c) amounts owed to creditors
      holding valid and perfected liens against the assets;

   -- $3.5 million of the sale proceeds will be placed in escrow
      for the benefit of holders of mechanic's liens on the
      Sedgebrook property pending resolution of the Mechanic's
      Lien Holders' assertions that their claims are senior or
      equal to those of the Indenture Trustees pursuant to
      Illinois state law and other applicable statutes;

   -- SCD will pay to the Debtors:

      - the purchase price, less the Good-Faith Deposit less
        $750,000 (half the Break-Up Fee),
      - the $40 million purchase price will be allocated as:
        $30 million for the assets associated with the Sedgebrook
        campus and $10 million for the assets associated with the
        Monarch Landing campus, and
      - Wells Fargo Bank National Association, as indenture
        trustee, and U.S. Bank National Association, as indenture
        trustee, have reserved all rights as to the allocation of
        the $750,000;

   -- Erickson Living Holdings, LLC will be paid from the proceeds
      of the sale an (i) expense reimbursement of $350,000 and
      (ii) incentive payment of $2,295,000.

   -- the Debtors will pay all delinquent amounts and costs, if
      any, of any special tax payments, if any, arising under the
      Sedgebrook SSA Financing and the Monarch Landing SSA
      Financing, including, but not limited to, any delinquent
      amounts and costs, if any, remaining owing for 2010 or any
      prior fiscal year; and

   -- certain limited obligations of Naperville and Lincolnshire,
      respectively, under the executory contracts will be assumed
      and assigned to SCD.

                        About the Debtors

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

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

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

Baltimore, Maryland-based Erickson Retirement Communities LLC,
along with affiliates, filed for Chapter 11 on Oct. 19, 2009
(Bankr. N.D. Tex. Case No. 09-37010).  DLA Piper LLP (US) serves
as counsel to the Debtors.  BMC Group Inc. serves as claims and
notice agent.  Houlihan, Lokey, Howard & Zoukin, Inc., is also
serving as investment and financial consultant.  Alvarez & Marsal
is serving as restructuring adviser.   Judge Stacey G.C. Jernigan
confirmed Erickson's Plan of Reorganization on April 16, 2010.
The confirmed Chapter 11 Plan is premised on the $365 million sale
of substantially all of the Erickson Retirement assets to Redwood
Capital Investments LLC and its affiliates.  The Plan became
effective on April 30, 2010.

Erickson own 20 continuing care retirement communities in 11
states.  Among Erickson's 20 communities, eight are completed, 11
are open although in construction, and one is in development.
They have 23,000 residents in total.


LINCOLNSHIRE CAMPUS: Plan Outline Hearing Scheduled for Today
-------------------------------------------------------------
The Hon. Stacey G. C. Jernigan of the U.S. Bankruptcy Court for
the Northern District of Texas will convene a hearing today,
September 30, 2010, at 9:30 a.m. (prevailing central time), to
consider Lincolnshire Campus, LLC, et al.'s request to
conditionally approve the Disclosure Statement explaining their
proposed Plan of Reorganization, as amended.

As reported in the Troubled Company Reporter on September 17,
according to the Disclosure Statement, the Plan provides for the
payment or full satisfaction of all secured tax claims, senior
mechanic's lien claims, administrative claims, and unsecured
priority claims.  The Plan also provides that the holders of
secured claims will receive cash equal to their pro rata share of
the cash proceeds after the payment of administrative claims,
senior mechanic's lien claims, and the costs for administering the
Plan.  Holders of unsecured claims will be entitled to receive
cash equal to the holder's pro rata share of the Creditor Trust.
Holders of subordinated claims and equity interests won't receive
anything.

A full-text copy of the amended Disclosure Statement is available
for free at:

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

                        About the Debtors

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

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

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

Baltimore, Maryland-based Erickson Retirement Communities LLC,
along with affiliates, filed for Chapter 11 protection on Oct. 19,
2009 (Bankr. N.D. Tex. Case No. 09-37010).  DLA Piper LLP (US)
serves as counsel to the Debtors.  BMC Group Inc. serves as claims
and notice agent.  Houlihan, Lokey, Howard & Zoukin, Inc., is also
serving as investment and financial consultant.  Alvarez & Marsal
is serving as restructuring adviser.   Judge Stacey G.C. Jernigan
confirmed Erickson's Plan of Reorganization on April 16, 2010.
The confirmed Chapter 11 Plan is premised on the $365 million sale
of substantially all of the Erickson Retirement assets to Redwood
Capital Investments LLC and its affiliates.  The Plan became
effective on April 30, 2010.

Erickson own 20 continuing care retirement communities in 11
states.  Among Erickson's 20 communities, eight are completed, 11
are open although in construction, and one is in development.
They have 23,000 residents in total.


LOBO LAND: Member's Debt Non-Dischargeable Under Sec. 523(a)(6)
---------------------------------------------------------------
In Omer May v. Carol Platt Cagan, Adv. Proc. No. 09-1202 (Bankr.
D. N.M.), plaintiff sued defendant to determine whether the
defendant's use of proceeds from the sale of certain real property
in connection with the Lobo Land, LLC, bankruptcy case constitutes
a willful and malicious injury within the meaning of 11 U.S.C.
Sec. 523(a)(6) or constitutes a breach of fiduciary duty,
embezzlement or larceny sufficient to render the debt non-
dischargeable under 11 U.S.C. Sec. 523(a)(4).  The sale proceeds
were designated under Lobo Land's confirmed plan to be disbursed
to Plaintiff.

Ms. Cagan argues that because the contractual obligation runs to
Lobo Land, Mr. May's remedy must be pursued against Lobo Land.

In an order dated September 28, 2010, the Hon. Robert H. Jacobvitz
finds that the debt at issue is non-dischargeable under 11 U.S.C.
Sec. 523(a)(6).  Ms. Cagan is the principal and majority owner of
Lobo Land and the person who acted on its behalf in converting the
proceeds from the sale of the residential lots to her own use; her
active participation in the conversion renders the debt
nondischargeable in her personal bankruptcy case.

The Court adds that no cause exists to impose punitive damages.

A copy of the Court's memorandum opinion is available at:

     http://www.leagle.com/unsecure/page.htm?shortname=inbco20100928550

Lobo Land filed a voluntary petition under Chapter 11 of the
Bankruptcy Code (Bankr. D. N.M. Case No. 05-10262) on January 14,
2005.  Lobo Land's plan of reorganization, as modified by Debtor's
First Modification to Plan Dated October 11, 2005, was confirmed
on March 8, 2006.  The bankruptcy case converted to Chapter 7 on
January 3, 2008.

Carol Cagan was the managing member and 97% owner of Lobo Land.
Her partner, Dee Cross, owned the remaining 3%. Ms. Cagan was in
charge of the affairs of Lobo Land.  Ms. Cagan is a lawyer, and
practiced in California in the field of entertainment law prior to
moving to New Mexico.  Her area of expertise included the
negotiation and drafting of contracts.

Ms. Cagan filed a voluntary petition under Chapter 13 of the
Bankruptcy Code (Bankr. N.M. Case No. 08-11193) on April 18, 2008.
Her case converted to Chapter 7 on August 26, 2009.


MAI THI TRAN: Case Summary & 11 Largest Unsecured Creditors
-----------------------------------------------------------
Joint Debtors: Mai Thi Tran
               John Hoang Nguyen
               21320 Germain Street
               Chatsworth, CA 91311

Bankruptcy Case No.: 10-22179

Chapter 11 Petition Date: September 27, 2010

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

Judge: Maureen Tighe

Debtors' Counsel: Jerome Bennett Friedman, Esq.
                  1901 Avenue of the Stars, Suite 1700
                  Los Angeles, CA 90067-4409
                  Tel: (310) 552-8210
                  Fax: (310) 733-5442
                  E-mail: jfriedman@jbflawfirm.com

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

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

A list of the Joint Debtors' 11 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-22179.pdf


MAMMOTH HENDERSON I: Files for Chapter 11 in Las Vegas
------------------------------------------------------
Mammoth Henderson I, LLC, sought Chapter 11 protection on
September 27, 2010, in Nevada (Bankr. D. Nev. Case No 10-28261).

Mammoth is the owner of the 58,800 square-foot Mammoth
Professional Building on St. Rose Parkway in Henderson, Nevada.
Schedules say the building is worth $7.35 million and has a
mortgage of $11.25 million.


MARVIN RICHER: Case Summary & 16 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Marvin H. Richer
               Gail L. Richer
               4715 N. Walkup Road
               Crystal Lake, IL 60012

Bankruptcy Case No.: 10-74803

Chapter 11 Petition Date: September 27, 2010

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

Judge: Manuel Barbosa

Debtor's Counsel: Bradley T. Koch, Esq.
                  HOLMSTROM & KENNEDY P.C.
                  P.O. Box 589
                  Rockford, IL 61105
                  Tel: (815) 962-7071
                  Fax: (815) 962-7181
                  E-mail: bkoch@holmstromlaw.com

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

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

The petition was signed by the Joint Debtors.

Joint Debtors' List of 16 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Patrick Morehead          Note                   $920,000
525 S. Valley Hill Road
Woodstock, IL 60098

Banco Popular             Judgment               $357,000
P.O. Box 4601
Oak Park, IL 60303

Tessendorf                Services               $2,848
Mechanical Services
45 Center Drive
Gilberts, IL 60136

Walko & Associates        Services               $2,500

Com Ed                    Utilities              $2,441

Cook & Franke             Services               $2,302

Constellation New         Utilities              $1,365
Energy Gas Division,
LLC

KRW Insurance             Insurance              $958
Agency, Inc.

Creekside Landscape       Services               $950
Development

Blue Cross Blue           Insurance              $657
Shield of IL

AT&T                      Telephone Service      $293

IWM Corporation           Trade debt             $248

Northwestern Lighting     Trade debt             $196

Tennant Sales & Service   Trade debt             $110
Co.

Fort Dearborn Life        Insurance              $80
Ins. Co.

United Parcel Service     Trade debt             $33


MEDICAL STAFFING: Emerges from Bankruptcy Protection
----------------------------------------------------
Medical Staffing Network Healthcare has successfully emerged from
protection under Chapter 11 of the United States Bankruptcy Code,
fewer than three months following its filing on July 2, 2010.

The measures taken by Medical Staffing Network (MSN) to
voluntarily restructure its capital and debt through the Chapter
11 process have allowed the Company to emerge as a stronger and
more financially competitive company, better poised to meet the
changing marketplace within the temporary and permanent healthcare
staffing industry.

"This is a very important day for our company, clients and
healthcare professionals, and I would like to thank our lenders
for their support in finalizing a GE Capital-led credit facility,"
stated Robert Adamson, Chairman and Chief Executive Officer. "The
challenges and needs of our clients and our healthcare
professionals have changed dramatically in response to the
economic environment over the last two years.  We, as a company,
can now operate from a more solid foundation, offering more
flexible service options for our clients and better job
opportunities to our healthcare professionals.  We are now better
poised to take advantage of servicing the many niche markets,
thereby growing our business and simultaneously diversifying our
portfolio."

Adamson continued, "I am extremely proud of all of our employees
who, through their dedication and hard work during the last three
months, enabled our business to operate uninterrupted.  It is with
this kind of commitment that we can expect our business to
withstand and grow in these challenging times."

                      About Medical Staffing

Boca Raton, Florida-based Medical Staffing Network Holdings, Inc.,
provides temporary (predominantly healthcare) staffing services
including per diem, short term contracts and travel, in the United
States.  Warburg Pincus Private equity VIII, L.P., owns a 45.4%
stake in the Company.  The Company and its affiliates filed for
Chapter 11 bankruptcy protection on July 2, 2010 (Bankr. S.D. Fla.
Lead Case No. 10-29101).  Medical Staffing estimated $100 million
to $500 million in assets and debts.  In its schedules, an
affiliate of Medical Staffing listed total assets of $53,293,726
and total liabilities of $129,862,111.

The Debtors are represented by Paul Steven Singerman, Esq., and
Jordi Guso, Esq., at Berger Singerman, P.A., in Miami.  Akerman
Senterfitt is the Debtors' special corporate and transactional
counsel.  Loughlin Meghji + Company is the corporate restructuring
advisor.  Ernst & Young LLP is the accounting and tax advisor.
The Garden City Group Inc. is the claims and notice agent.


MGM RESORTS: Unit Proposes to List Shares on Hong Kong Exchange
---------------------------------------------------------------
MGM China Holdings Limited, a Cayman Islands company which has
been formed by MGM Resorts International and Ms. Pansy Ho, filed
on Sept. 27, 2010, a proposed listing application on Form A1 with
The Stock Exchange of Hong Kong Limited in connection with a
possible listing of its shares on the main board of the Hong Kong
Exchange.

If the proposed listing occurs, MGM China Holdings Limited will
become the owner of substantially all of the economic share
interests of MGM Grand Paradise, S.A., a joint venture of MGM
Resorts International and Ms. Pansy Ho, which owns and operates
the MGM Macau, a luxury resort, hotel and casino located in Macau,
SAR.

                         About MGM Resort

MGM Resorts International (NYSE: MGM) --
http://www.mgmresorts.com/-- has significant holdings in gaming,
hospitality and entertainment, owns and operates 15 properties
located in Nevada, Mississippi and Michigan, and has 50%
investments in four other properties in Nevada, Illinois and
Macau.

The Company's balance sheet at June 30, 2010, showed
$19.98 billion in total assets, $1.19 billion in total current
liabilities, $2.65 billion in deferred income taxes,
$13.04 billion in long-term debt $243.29 million in other long-
term obligations, and $2.85 billion in total stockholders' equity.

                           *     *     *

As reported by the Troubled Company Reporter on July 1, 2010,
Fitch Ratings affirmed these ratings for MGM Resorts: Issuer
Default Rating affirmed at 'CCC'; Senior secured notes due 2013,
2014, and 2017 affirmed at 'B+/RR1' (91%-100% recovery band);
Senior secured notes due 2020 rated 'B+/RR1' (91%-100%); Senior
credit facility affirmed at 'B-/RR3' (51%-70%); Senior unsecured
notes affirmed at 'CCC/RR4' (31%-50%); Convertible senior notes
due 2015 rated 'CCC/RR4' (31%-50%); Senior subordinated notes
affirmed at 'C/RR6' (0%-10%).


NA-MOR INC: Mass. Ct. Won't Rule on Sale Due to Lack of Record
--------------------------------------------------------------
The Hon. Melvin S. Hoffman rules that factual record before the
court is insufficient to determine whether a certain real property
is property of the bankruptcy estate.  Judge Hoffman says further
proceedings are required.  Na-Mor, Inc., a Massachusetts
corporation, seeks to sell its interest in real property located
in Harwinton, Connecticut, free and clear of all liens, pursuant
to 11 U.S.C Sec. 363(b) and (f)(4). Creditor Banco Popular North
America and interested party Robert Armistead objected to the
proposed sale arguing that the Debtor's interest in the property
was assigned to another party nearly 20 years ago, so the property
is not property of the bankruptcy estate.

A copy of the Court's memorandum of decision is available at:

     http://www.leagle.com/unsecure/page.htm?shortname=inbco20100928548

Na-Mor, Inc., filed for Chapter 11 (Bankr. D. Mass. Case No.
10-41302) on March 22, 2010.


NCOAT INC: Judge Approves $1 Million Sale to Fort Ashford
---------------------------------------------------------
Overruling objections from unsecured creditors, a federal judge
signed off Tuesday on the $1 million sale of nCoat Inc. to private
equity firm Fort Ashford Funds LLC, Bankruptcy Law360 reports.

Law360 says Judge Thomas W. Waldrep Jr. of the U.S. Bankruptcy
Court for the Middle District of North Carolina approved the sale,
finding it fair and reasonable.

                          About nCoat Inc.

Whitsett, North Carolina-based nCoat, Inc. (Other OTC: NCOA) and
its subsidiaries -- http://www.ncoat.com/-- research, license,
commercialize, distribute, and apply nano and multiple non-nano
surface coatings.  The Company's coatings are used by, among
others, automotive, diesel engine, trucking, recreational vehicle,
motorcycle, aerospace, and oil and gas industries.

nCoat, Inc., filed for Chapter 11 protection on August 16, 2010
(Bankr. M.D. N.C. Case No. 10-11512).  John A. Northen, Esq., and
Vicki L. Parrott, Esq., who have offices in Chapel Hill, North
Carolina, assist the Debtor in its restructuring effort.  In its
schedules, the Debtor disclosed assets totaling $1,375,746 and
debts totaling $913,619,139.

Affiliates High Performance Coatings, Inc. (Bankr. M.D. N.C. Case
No. 10-11515); MCC, Inc., dba Jet Hot (Bankr. M.D. N.C. Case No.
10-11514); and nTech, Inc. (Bankr. M.D. N.C. Case No. 10-11513)
file separate Chapter 11 petitions on August 16, 2010.


ORLEANS HOMEBUILDERS: Seeks Plan Exclusivity Until Nov. 26
----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Orleans Homebuilders Inc. is asking for a November 26
extension of the exclusive period to propose a Chapter 11 plan.  A
hearing on the Company's request for a second extension is
scheduled for November 8.

Orleans Homebuilders, the Bloomberg report relates, was scheduled
to seek approval of the disclosure statement explaining its
proposed plan at a hearing on September 29.  If the plan approval
process goes on schedule, Orleans will present the plan
confirmation in November.

The Plan, according to Mr. Rochelle, is designed to give stock and
new secured debt to revolving credit lenders owed $234 million.
Unsecured creditors would get lawsuit recoveries and share
proceeds from property sales after secured debt is paid.
Revolving credit lenders are expected to recover between 67% and
87% if they vote for the plan.  Unsecured creditors should see
between 3.4% and 5.25% if they vote "yes" as a class.

Mr. Rochelle recounts that Orleans negotiated the plan with
holders of more than 80% of the secured debt.  The Plan reduces
debt to less than $200 million from more than $400 million.

Orleans originally intended to sell the business for $170 million
to rival homebuilder NVR Inc.  Orleans dropped the sale in favor
of a plan where lenders would take ownership.  NVR sued for breach
of contract, according to Mr. Rochelle.

                    About Orleans Homebuilders

Orleans Homebuilders, Inc. -- aka FPA Corporation, OHB, Parker &
Lancaster, Masterpiece Homes, Realen Homes and Orleans --
develops, builds and markets high-quality single-family homes,
townhouses and condominiums.  From its headquarters in suburban
Philadelphia, the Company serves a broad customer base including
first-time, move-up, luxury, empty-nester and active adult
homebuyers.  The Company currently operates in these 11 distinct
markets: Southeastern Pennsylvania; Central and Southern New
Jersey; Orange County, New York; Charlotte, Raleigh and
Greensboro, North Carolina; Richmond and Tidewater, Virginia;
Chicago, Illinois; and Orlando, Florida.  The Company's Charlotte,
North Carolina operations also include adjacent counties in South
Carolina.  Orleans Homebuilders employs approximately 300 people.

The Company filed for Chapter 11 bankruptcy protection on March 1,
2010 (Bankr. D. Del. Case No. 10-10684).  Cahill Gordon & Reindell
LLP is the Debtor's bankruptcy and restructuring counsel.  Curtis
S. Miller, Esq., and Robert J. Dehney, Esq., at Morris, Nichols,
Arsht & Tunnell, are the Debtor's Delaware and restructuring
counsel.  Blank Rome LLP is the Debtor's special corporate
counsel.  Garden City Group Inc. is the Debtor's claims and notice
agent.  The Company estimated assets and debts at $100 million to
$500 million.


OWENS CORNING: Delaware Files 2nd Quarter 2010 Summary Report
-------------------------------------------------------------
Mark W. Mayer, vice president and chief accounting officer of
Owens Corning Delaware, submitted to the Office of the U.S.
Trustee a post-confirmation summary report for the quarter ended
June 30, 2010.

                    Owens Corning Delaware
                       Case No. 00-3837
                   Post-Confirmation Report
                For Quarter Ended June 30, 2010

Cash, beginning of period                         $33,698,000

Total receipts received by Debtor:
Cash sales                                                 0
Accounts receivable                             $927,247,000
Proceeds from litigation                                   0
Sale of Debtor's assets                                    0
Capital infusion under Plan                                0
                                              ---------------
Total cash received                              927,247,000
                                              ---------------
Total cash available                              960,945,000

Less disbursement made by Debtor:
Disbursements made under Plan                              0
Disbursement made for administrative claims          653,000
Other disbursements                              954,068,000
                                              ---------------
Total disbursements                              954,721,000
                                              ---------------
Cash, at end of period                             $6,224,000
                                              ===============

                      About Owens Corning

Headquartered in Toledo, Ohio, Owens Corning fka Owens Corning
(Reorganized) Inc. (NYSE: OC) -- http://www.owenscorning.com/--
is a producer of residential and commercial building materials and
glass fiber reinforcements, and other similar materials for
composite systems.  The company has operations in 26 countries.

The Company filed for Chapter 11 protection on October 5, 2000
(Bankr. D. Del. Case. No. 00-03837).  Norman L. Pernick, Esq., at
Saul Ewing LLP, represented the Debtors.  Elihu Inselbuch, Esq.,
at Caplin & Drysdale, Chartered, represented the Official
Committee of Asbestos Creditors.  James J. McMonagle served as the
Legal Representative for Future Claimants until June 20, 2007.
Mr. McMonagle was replaced by Michael J. Crames.  Mr. Crames
served as Mr. McMonagle's counsel until July 2005, when he retired
from the law firm Kaye Scholer LLP.

On September 28, 2006, the Honorable John P. Fullam, Sr., of the
U.S. District Court for the Eastern District of Pennsylvania
affirmed the order of Honorable Judith Fitzgerald of the U.S.
Bankruptcy Court for the District of Delaware confirming Owens
Corning's Sixth Amended Plan of Reorganization.  The Plan took
effect on October 31, 2006, marking the company's emergence from
Chapter 11.

Reorganized Owens sought on July 25, 2008, from the Delaware
Bankruptcy Court a final decree closing the Chapter 11 cases of 17
of its affiliates.  Only the Chapter 11 case of Owens Corning
Sales, LLC, formerly known as Owens Corning, under Case No.
00-03837 will remain open.

(Owens Corning Bankruptcy News; Bankruptcy Creditors' Service
Inc.; http://bankrupt.com/newsstand/or 215/945-7000)

                          *     *     *

Reorganized Owens Corning carries a 'Ba1' corporate family rating
from Moody's.


OWENS CORNING: Omni Management Released From Responsibilities
-------------------------------------------------------------
In light of the closing of the Chapter 11 case of Reorganized
Debtor Owens Corning Sales LLC, Scott M. Ewing of Omni Management
Group submitted to the Clerk of the U.S. Bankruptcy Court for the
District of Delaware:

  -- an updated list of creditors in CD format;
  -- an updated claims register in pdf format; and
  -- copies of original claims.

Pursuant to the compliance with the provisions of the Court's
order and receipt of all the materials submitted, Omni Management
is released from any responsibilities in Owens' case.

                      About Owens Corning

Headquartered in Toledo, Ohio, Owens Corning fka Owens Corning
(Reorganized) Inc. (NYSE: OC) -- http://www.owenscorning.com/--
is a producer of residential and commercial building materials and
glass fiber reinforcements, and other similar materials for
composite systems.  The company has operations in 26 countries.

The Company filed for Chapter 11 protection on October 5, 2000
(Bankr. D. Del. Case. No. 00-03837).  Norman L. Pernick, Esq., at
Saul Ewing LLP, represented the Debtors.  Elihu Inselbuch, Esq.,
at Caplin & Drysdale, Chartered, represented the Official
Committee of Asbestos Creditors.  James J. McMonagle served as the
Legal Representative for Future Claimants until June 20, 2007.
Mr. McMonagle was replaced by Michael J. Crames.  Mr. Crames
served as Mr. McMonagle's counsel until July 2005, when he retired
from the law firm Kaye Scholer LLP.

On September 28, 2006, the Honorable John P. Fullam, Sr., of the
U.S. District Court for the Eastern District of Pennsylvania
affirmed the order of Honorable Judith Fitzgerald of the U.S.
Bankruptcy Court for the District of Delaware confirming Owens
Corning's Sixth Amended Plan of Reorganization.  The Plan took
effect on October 31, 2006, marking the company's emergence from
Chapter 11.

Reorganized Owens sought on July 25, 2008, from the Delaware
Bankruptcy Court a final decree closing the Chapter 11 cases of 17
of its affiliates.  Only the Chapter 11 case of Owens Corning
Sales, LLC, formerly known as Owens Corning, under Case No.
00-03837 will remain open.

(Owens Corning Bankruptcy News; Bankruptcy Creditors' Service
Inc.; http://bankrupt.com/newsstand/or 215/945-7000)

                          *     *     *

Reorganized Owens Corning carries a 'Ba1' corporate family rating
from Moody's.


PACIFIC ENERGY: Baker Hughes Fights to Keep $690,000 Payment
------------------------------------------------------------
Bankruptcy Law360 reports that Baker Hughes Inc. has objected to a
plan to Pacific Energy Resources Ltd. and its affiliates, arguing
that more than $690,000 the oil field services company was paid
for work performed under a 2007 contract should not be subject to
unsecured creditors' recovery actions.

The money was paid to Baker Hughes within 90 days of the debtors'
March 2009 Chapter 11 filing and was for labor, material and
services, according to Law360.

                         About Pacific Energy

Headquartered in Long Beach, California, Pacific Energy Resources
Ltd. -- http://www.pacenergy.com/-- engaged in the acquisition
and development of oil and gas properties, primarily in the United
States.  The Company and seven of its affiliates filed for
Chapter 11 protection on March 8, 2009 (Bankr. D. Del. Lead Case
No. 09-10785).  The Debtor estimated between $100 million and
$500 million in assets and debts in its Chapter 11 petition.

Attorneys at Pachulski Stang Ziehl & Jones LLP, serve as
bankruptcy counsel to the Debtors.  The Debtors also tapped Rutan
& Tucker LLP as special corporation and litigation counsel;
Schully, Roberts, Slattery & Marino, PLC, as special oil and gas
and transactional counsel; Devlin Jensen as special Canadian
counsel; Scott W. Winn, at Zolfo Cooper Management, LLC, as chief
restructuring officer; Lazard Freres & Co. LLC as investment
banker; and Albrecht & Associates, Inc., as agent for the Debtors
in the sale of their oil and gas properties.  Omni Management
Group, LLC, is the claims, balloting, notice and administrative
agent for the Debtors.


PACIFIC ETHANOL: To Sell Senior Convertible Notes for $35 Million
-----------------------------------------------------------------
Central Valley Business Times reports that Pacific Ethanol Inc.
agreed to:

   i) issue senior convertible notes for $35 million to
      institutional investors to help fund its business, and

  ii) sell its minority ownership interest in Front Range Energy
      LLC, a 48 million gallon per year ethanol production
      facility located in Windsor, Colorado, for $18.5 million in
      cash.  The name of the buyer was not disclosed.

According to the report, about $23.3 million will be used to buy a
20% ownership interest in New PE Holdco LLC, which is the owner of
the Company's previously-owned four ethanol production facilities.
The holding company was set up as part of the plan for the plants
to emerge from a Chapter 11 bankruptcy.  As a result, the Company
will hold the largest equity ownership position in New PEH.

The report adds the Company plans to retire $17 million in
corporate debt, accrued interest and fees owed to Lyles United LLC
and Lyles Mechanical Co.  The balance of the proceeds is expected
to pay transaction fees and to provide approximately $10 million
of cash reserves to the Company's balance sheet.

                       About Pacific Ethanol

Pacific Ethanol Holding Co. LLC and four affiliates filed for
Chapter 11 on May 17, 2009 (Bankr. D. Del. Case No. 09-11713).
Judge Kevin Gross handles the case.  Attorneys at Cooley Godward
Kronish LLP represent the Debtors as counsel.  Attorneys at Potter
Anderson & Corroon LLP are co-counsel.  Epiq Bankruptcy Solutions
LLC is the claims agent.  Pacific Ethanol Holding disclosed
$50 million to $100 million in assets and $100 million to
$500 million in debts in its petition.

Pacific Ethanol Inc. and its marketing subsidiaries, Kinergy
Marketing LLC, and Pacific Ag. Products, LLC, have not filed for
Chapter 11 bankruptcy protection.  The Company is expected to
continue to manage the Plant Subsidiaries under an Asset
Management Agreement and Kinergy and PAP are expected to continue
to market and sell the Plant Subsidiaries' ethanol and feed
production under existing Marketing Agreements.


PALATIN TECHNOLOGIES: KPMG LLP Raises Going Concern Doubt
---------------------------------------------------------
Palatin Technologies, Inc., filed on September 27, 2010, its
annual report on Form 10-K for the fiscal year ended June 30,2010.

KPMG LLP, in Philadelphia, Pa., expressed substantial doubt about
the Company's ability to continue as a going concern.  The
independent auditors noted that the Company has incurred recurring
net losses and negative cash flows from operations and will
require substantial additional financing to continue to fund its
planned development activities.

The Company reported a net loss of $1.8 million on $14.2 million
for fiscal 2010, compared to a net loss of $4.8 million on
$11.4 million of revenue for fiscal 2009.

As of June 30, 2010, the Company's cash and cash equivalents were
$5.4 million and its available-for-sale investments were
$3.5 million.  The Company says its existing cash, cash
equivalents and available-for-sale investments are not sufficient
to fund its planned operations for the next twelve months.

The Company's balance sheet at June 30, 2010, showed $12.4 million
in total assets, $3.1 million in total liabilities, and
stockholders' equity of $9.3 million.

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

               http://researcharchives.com/t/s?6bd3

                    About Palatin Technologies

Cranbury, N.J-based Palatin Technologies, Inc., is a
biopharmaceutical company dedicated to the development of peptide,
peptide mimetic and small molecule agonist compounds with a focus
on melanocortin and natriuretic peptide receptor systems.


PETER MORRIS: Creditor Wants Trustee to Take Reins in Case
----------------------------------------------------------
A creditor wants control of Peter Morris's bankruptcy case wrested
away from the real-estate tycoon, who it says has spent money on
lavish purchases and unauthorized professionals during the
proceedings, Dow Jones' DBR Small Cap reports.

                     About PRM Realty Group

Chicago, Illinois-based PRM Realty Group, LLC, filed for Chapter
11 bankruptcy protection on January 6, 2010 (Bankr. N.D. Tex. Case
No. 10-30241).  The Company's affiliates -- Peter R. Morris; Bon
Secour Partners, LLC; PM Transportation, LLC; Rangeline
Properties, LLC; PRS II, LLC; and Morris Radio Enterprises, LLC --
filed separate Chapter 11 bankruptcy petitions.  Gerrit M.
Pronske, Esq., at Pronske & Patel, P.C., assists PRM Realty in its
bankruptcy effort.  PRM Realty listed disclosed $34,054,818 in
total assets and $225,611,600 in total liabilities as of the
Petition Date.


PINNACLE FILMS: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Pinnacle Films, Inc.
        P.O. Box 7029
        Charlotte, NC 28241

Bankruptcy Case No.: 10-32805

Chapter 11 Petition Date: September 27, 2010

Court: U.S. Bankruptcy Court
       Western District of North Carolina (Charlotte)

Judge: J. Craig Whitley

Debtor's Counsel: Richard M. Mitchell, Esq.
                  MITCHELL & CULP, PLLC
                  1001 Morehead Square Drive, Suite 330
                  Charlotte, NC 28203
                  Tel: (704) 333-0630
                  Fax: (704) 333-4975
                  E-mail: rmmatty@mitchellculp.com

Scheduled Assets: $0

Scheduled Debts: $5,300,177

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ncwb10-32805.pdf

The petition was signed by William E. Rice, president.


REMINGTON RANCH: Wants Supplemental Loan OK'd to Operate Business
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Oregon will convene
a final hearing on October 18, 2010 at 1:30 p.m., to consider
Remington Ranch, LLC's request to further access cash collateral.
Objections, if any, are due 10 days from the September 22 service
date.

The Debtor asked the Court to authorize its entry into an Amended
Post Petition Loan Agreement with James Pippin which provides for
an additional $18,400 supplemental post petition financing.

The Debtor will use the money to continue paying its limited
operating expenses through December 2010.

The lender expressed willingness to provide the additional
postpetition financing of $18,400 with interest thereon at the
rate of 6% per annum until paid.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant James Pippin an administrative
expense status, subordinate only to U.S. Trustee fees and
professional fees.

                    About Remington Ranch, LLC

Powell Butte, Oregon-based Remington Ranch, LLC, is a property
developer.  The Company filed for Chapter 11 bankruptcy protection
on January 21, 2010 (Bankr. D. Ore. Case No. 10-30406).  Cable
Huston Benedict Haagensen & Lloyd LLP serves as the Debtor's
bankruptcy counsel.  The Debtor disclosed $29,298,544 in assets
and $32,453,284 in liabilities as of the Petition Date.


REMINGTON RANCH: Plan Confirmation Hearing Set for October 18
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Oregon will consider
at a hearing on October 18, 2010 at 1:30 p.m., to consider
adequacy of the Disclosure Statement and confirmation of Remington
Ranch, LLC's proposed Plan of Reorganization, as amended three
times.

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

According to the Disclosure Statement, the Plan provides for the
completion of Phase I, which includes 192 single family lots and
a number of overnight units to allow recordation of the plat, the
Wicked Pony Golf Course, the sales center, and a system of lakes
and streams, along with the supporting infrastructure located on
approximately 770 acres in the southern portion of the property.

Secured creditors will be paid, over time, the full amount of the
Allowed Secured Claim of each from the proceeds from lot sales.
Unsecured Creditors will also be paid the full amount of the
Allowed Unsecured Claim of each from the proceeds of lot sales.
Secured and Unsecured creditors will be paid after the Bridge Loan
and Construction Loan debt are fully retired.

When the Debtor has paid the Bridge Loan and Construction Loan in
full, the Reorganized Debtor will begin funding the Secured
Creditors' Pool by paying 80% of the net lot sale proceeds.  This
percentage will remain in effect until the Secured Creditors have
been paid 75% of the Allowed Secured Claim of each.  The
Reorganized Debtor will not begin funding the Unsecured Creditors'
Pool (at 50% of the net lot proceeds) until the Columbia State
Bank has been paid in full and the remainder of the Secured
Creditors have been paid not less than 75% of the Allowed Secured
Claim of each.  All General Unsecured Creditors will be paid pro
rata from the Unsecured Creditor Pool.

If a Plan is confirmed, and construction begins in the 2011, the
Debtor intends for the first closings of lot sales to begin in the
second quarter of 2012.  The timing of payment to creditors will
depend upon the amount of claims allowed and the priority of
claims.  Allowed Claims would be satisfied by the first quarter of
2015.  Therefore, unsecured creditors would expect to be paid in
2014-2015.

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

The Debtor is represented by:

     J. Stephen Werts, Esq.
     Chad M. Stokes, Esq.
     CABLE HUSTON BENEDICT HAAGENSEN & LLOYD LLP
     Suite 2000, 1001 SW Fifth Avenue
     Portland, OR 97204-1136
     Tel: (503) 224-3092
     Fax: (503) 224-3176
     E-mail: swerts@cablehuston.com
             cstokes@cablehuston.com

                    About Remington Ranch, LLC

Powell Butte, Oregon-based Remington Ranch, LLC, is a property
developer.  The Company filed for Chapter 11 bankruptcy protection
on January 21, 2010 (Bankr. D. Ore. Case No. 10-30406).  The
Debtor disclosed $29,298,544 in assets and $32,453,284 in
liabilities as of the Petition Date.


RENEGADE HOLDINGS: Federal Agents Seize Chiqua Penn Plantation
--------------------------------------------------------------
Richard Craver at Winston-Sale Journal reports that federal agents
seized the operations of Chiqua Penn Plantation owned by Calvin
Phelps who also owns Renegade Holdings Inc. and two of its
affiliates.

The seizure came after a lawsuit was filed against Mr. Phelps by
Gene Tarr, the bankruptcy examiner for Renedage Holdings et al.
The examiner asked a federal judge to approve his request to
create a trust for the plantation and its arts and artifacts, or
transfer its ownership to the debtors in Renegade's Chapter 11
bankruptcy in the lawsuit.

The examiner said the lawsuit aims to void and recover "fraudulent
transfer of assets" from the tobacco companies that went to either
Phelps, his wife or the LLCs.  That transfer damaged the tobacco
companies by at least $8.1 million, says Mr. Craver.

                       About Renegade Holdings

Renegade Holdings and two affiliates -- Alternative Brands, Inc.
and Renegade Tobacco Company -- filed for Chapter 11 protection on
Jan. 28, 2009 (Bankr. M.D. N.C. Lead Case No. 09-50140C).

ABI is a federally licensed manufacturer of tobacco products
consisting primarily of cigarettes and cigars.  RTC distributes
the tobacco products produced by ABI through wholesalers and
retailers in 19 states and for export.  ABI also is a contract
fabricator for private label brands of cigarettes and cigars which
are produced for other licensed tobacco manufacturers.

ABI and RTC are subsidiaries of RHI. The stock of RHI is owned
indirectly by Calvin A. Phelps through his ownership of the stock
of Compliant Tobacco, LLC which, in turn, owns all of the stock of
RHI which in turn owns all of the stock of RTC and ABI. Until his
resignation shortly before the June 26 hearing, Mr. Phelps was the
chief executive officer of all three companies. All three of the
Debtors' have their offices and production facilities in
Mocksville, North Carolina.


RHC LLC: Files for Chapter 11 to Stop US Bank Foreclosure
---------------------------------------------------------
RHC, LLC, sought Chapter 11 protection on September 27, 2010 in
Smyrna, Tennessee (Bankr. M.D. Tenn. Case No. 3-10-bk-10445)

Brian Reisinger, staff writer at Nashville Business Journal,
reports that RHC LLC filed a Chapter 11 protection to stop a
foreclosure action by U.S. Bank.

The Company, which has ties to the Smyrna Air Center, listed
assets of more than $1 million and at least $3.1 million in
liabilities.  The Company owes $1 million to owner Robert Fields.

According to the Journal, Smyrna Air lost business during the
recession, and suffered from poor management decisions made after
Mr. Fields ceded control of the company two and a half years ago.
Mr. Fields developed a turnaround plan, and began negotiating with
vendors.  But the U.S. Bank officials would not budge on its
foreclosure plans, so the Company filed Chapter 11 to force the
bank to the negotiating table.


RIH CASINO: Faces Suit Over $960 Million Loan
---------------------------------------------
Adam Klasfeld at Courthouse News Service reports that Five Mile
Capital sued RIH Casino Resorts, Resorts International Holdings
and affiliates in New York County Court for allegedly siphoning
off $150 million from a $960 million loan, making their companies
insolvent.

On Oct. 26, 2006, the casinos borrowed $960 million from J.P.
Morgan Chase Bank N.A. to "repay existing loans on the
properties," according to the complaint, Courthouse News relates.

Courthouse News says the complaint continues: "Recognizing that
they would not be able to comply with their obligations under the
various agreements, in February 2008, the borrowers improperly
transferred more than $150 million through RIH LLC to an RIH LLC
affiliate, RIH Casino Resorts LLC ('RIH Casino').  This transfer
left the borrower defendants woefully undercapitalized and unable
to meet their oblations as they became dues, including those
obligations under the loan.

"Not surprisingly, the borrower defendants thereafter defaulted on
the loan, failing to make interest payments as they became due and
failing to repay the outstanding principal.

"Plaintiff brings this action to set aside the improper transfers
and to recover the damages caused by the defendants' conduct."

The transfer left the companies "without sufficient capital to
fund operational shortfalls and make necessary improvements,"
making them insolvent, the complaint states, according to
Courthouse News.

Named as defendants are RIH Casino Resorts, LLC and RIH LLC
(operating out of Los Angeles); RIH Acquisitions IN, LLC and RIH
Propco IN, LLC (of East Chicago); RIH Acquisitions MS I, LLC, RIH
Propco MS I, LLC, RIH Acquisitions MS II, LLC and RIH Propco MS
II, LLC (of Robinsonville, Miss.); and RIH Acquisitions NJ, LLC
and RIH Propco NJ, LLC (of Atlantic City, N.J.), Courthouse News
discloses.

Lead plaintiff Five Mile Capital SPE B LLC, filing for itself and
Berkadia Commercial Mortgage LLC, says the $150 million transfer
caused the casinos to default on an interest payment on July 9,
2009.

Five Mile Capital seeks an accounting and damages for fraudulent
transfer.  It is represented by Louis Solomon with Haynes and
Boone.

RIH Casino Resorts, LLC -- http://www.resortscasinos.com/--
through four wholly-owned subsidiaries, owns and operates four
hotel-casinos in three separate markets: The Atlantic City Hilton
in Atlantic City, New Jersey, Harrah's East Chicago in the
Chicagoland gaming market of Northern Illinois, Harrah's Tunica in
Tunica, Mississippi and Bally's Saloon Tunica in Tunica,
Mississippi.


ROBERT MIELL: Sentenced to 240 Months Imprisonment for Fraud
------------------------------------------------------------
The Hon. Mark W. Bennett sentenced Robert Miell to 240 months of
imprisonment, followed by three years of supervised release, on
mail fraud charges, concurrent sentences of 60 months of
imprisonment, followed by three years of supervised release on
perjury charges; and concurrent sentences of 36 months of
imprisonment, with one year of supervised release, on charges of
filing a false tax return.

Judge Bennett compared Mr. Miell to Charles Dickens' LITTLE DORRIT
(1855-57), where Dickens portrayed a greedy landlord as repeatedly
urging his rent collector to "squeeze" the inhabitants of his most
squalid property, even though the rent collector believed that he
had already "squeezed" them dry.  "Although [Mr. Miell's]
properties were not squalid, there is nevertheless a disturbingly
Dickensian quality to this case: The defendant, who owned hundreds
of rental properties in Cedar Rapids and Linn County, Iowa, and,
consequently, was himself worth many millions of dollars, engaged
in a fraud scheme involving renters' damage deposits over many
years to 'squeeze' an extra few hundred dollars each from people
that he thought were too economically vulnerable or
unsophisticated to contest his claims," according to Judge
Bennett.  Judge Bennett said Mr. Miell's damage deposit fraud
scheme involved creation of fake and inflated invoices for repairs
to and cleaning of his rental properties to justify claims and
judgments against renters' damage deposits.  He also engaged in
another fraud scheme to obtain insurance payments for repair of
hail damage to the roofs of more than a hundred of his rental
properties based on fake or inflated invoices, whether or not the
roofs in question had actually been repaired.  The defendant
pleaded guilty to 18 counts of mail fraud arising from these
schemes.  He also pleaded guilty to two of three counts of perjury
and was convicted by a jury of two counts of filing false tax
returns.

The case is United States of America, v. Robert Miell, no. CR
07-101 (N.D. Iowa).  A copy of the memorandum opinion dated
September 27, 2010, is available at:

     http://www.leagle.com/unsecure/page.htm?shortname=infdco20100927929

Robert Miell owns a rental property company in Cedar Rapids.  He
filed for Chapter 11 bankruptcy protection in the Northern
District of Iowa on May 28, 2009.  Jerrold Wanek assisted Mr.
Miell in his restructuring efforts.  As reported by the Troubled
Company Reporter on October 14, 2009, U.S. Bankruptcy Judge Paul
Kilburg converted Mr. Miell's Chapter 11 reorganization case to a
Chapter 7 liquidation, at the behest of the U.S. Trustee.


SEA ISLAND: Plan Confirmation Hearing Scheduled for November 4
--------------------------------------------------------------
The Hon. John S. Dalis of the U.S. Bankruptcy Court for the
Southern District of Georgia approved the disclosure statement
explaining the Chapter 11 plan for Sea Island Company.  The Debtor
can now send the Plan to creditors for voting and present the Plan
for confirmation in November.

Judge Dalis will convene a hearing on November 4, 2010, at 1:00
p.m.(prevailing Eastern Time), to consider the confirmation of the
Plan.  Objections, if any, are due October 27, at 5:00 p.m.

Ballots accepting or rejecting the Plan must be received by the
voting agent by 5:00 p.m. (prevailing Eastern Time) on October 29,
2010, in this address:

     Sea Island Company, Ballot Processing Center
     c/o Epiq Bankruptcy Solutions LLC
     F.D.R. Station, P.O. Box 5014
     New York, NY 10150-5014

As reported in the Troubled Company Reporter on September 27,
under the Plan, the Company is selling its holdings for about
$197.5 million to a group affiliated with Oaktree Capital
Management LP and Avenue Capital Group, absent higher and better
bids for the assets.  Procedures call for the submission of
competing offers by Oct. 4 and an auction on October 11.
0
Absent higher and better offers at the auction, the Debtor will
move seek confirmation of the current version of its proposed
Chapter 11 plan at a hearing on Nov. 4, 2010.  The Plan is
premised upon the sale of the Company's holdings for about $197.5
million. Lenders including Synovus Bank, Bank of America and Bank
of Scotland would recoup about $180 million, less than a third of
outstanding loans. Unsecured creditors would be paid shares from a
pool totaling just $3 million. They include former Sea Island
president Dennie McCrary, who is owed about $27 million. The
Company estimates that unsecured creditors, at best, would receive
about 3 cents per dollar owed to them.

A full-text copy of the amended and restated Disclosure Statement
is available for free at:

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

                         About Sea Island

St. Simons Island, Georgia-based Sea Island Company --
http://www.seaisland.com/-- aka Sea Island Shooting School, Sea
Island Yacht Club, Sea Island Stables, and Cabin Bluff, is a
private resort and real estate development company founded in
1926.  Sea Island Company owns and operates Sea Island Resorts,
featuring two of the world's most exceptional destinations: the
Forbes Five-Star Cloister at Sea Island and The Lodge at Sea
Island.  Sea Island is filing a Chapter 11 plan based upon an
agreement to sell substantially all of its assets to Sea Island
Acquisition LP, a limited partnership formed by investment funds
managed by the global investment firms Oaktree Capital Management,
L.P., and Avenue Capital Group.

Sea Island filed for Chapter 11 protection on August 10, 2010
(Bankr. S.D. Ga. Case No. 10-21034).  Sarah R. Borders, Esq.;
Harris Winsberg, Esq.; Sarah L. Taub, Esq.; and Jeffrey R. Dutson,
Esq., at King & Spalding LLP, assists the Debtor in its
restructuring effort.  Robert M. Cunningham, Esq., at Gilbert,
Harrell, Sumerford & Martin PC, is the Debtor's co-counsel.  FTI
Consulting, Inc., is the Debtor's restructuring advisor.  Donald
F. Walton, the U.S. Trustee for Region 21, appointed seven members
to the official committee of unsecured creditors in the Chapter 11
cases of Sea Island Company, et al.  EPIQ Bankruptcy Solutions,
LLC, is the Debtor's claims and notice agent.  The official
committee of unsecured creditors has retained Jordi Guso, Esq. and
Berger Singerman, P.A. as its counsel.  The Debtor estimated its
assets and debts at $500 million to $1 billion as of the Petition
Date.

Affiliates Sea Island Coastal Properties, LLC; Sea Island
Services, Inc.; Sea Island Resort Residences, LLC; Sea Island
Apparel, LLC; First Sea Island, LLC; and Sical, LLC, filed
separate Chapter 11 petitions on August 10, 2010.


SELECTRON MANAGEMENT: E.D.N.Y. Ct. Rejects Involuntary Chapter 7
----------------------------------------------------------------
The Hon. Dorothy T. Eisenberg dismisses the involuntary Chapter 7
petition against Selectron Management Corporation that was filed
on July 8, 2010, by Tai Ham d/b/a Selectron Industrial Company.
The judge held that the Petitioning Creditor cannot utilize the
bankruptcy process and wield a chapter 7 trustee as a weapon in
its attempts to recover on its $762,425 judgment against the
Alleged Debtor.  The Petitioning Creditor is well within its
rights to conduct its own investigation into the Alleged Debtor
and Synergy International Optronics, LLC, and take the steps that
it deems appropriate in state court or in the Synergy
International bankruptcy proceeding.  However, the involuntary
petition is a two-party dispute, and it is not the function of the
bankruptcy court to act as a collection device for judgment
creditors.

Tai Ham filed the involuntary chapter 7 petition against Selectron
(Bankr. E.D.N.Y. Case No. 10-75320) on July 8, 2010, to recover on
the Judgment.  Among other things, Tai Ham's counsel argued that a
bankruptcy case was appropriate because the Alleged Debtor made
transfers to a related debtor entity that is currently before the
Court, Synergy International Optronics, LLC, Case No. 10-72272.
Tai Ham's counsel stated that these transfers were done with the
intent to deprive Tai Ham from being able to recover on its
judgment.  Thus, a chapter 7 trustee should be appointed to
investigate the Alleged Debtor.

A copy of the Court's decision dated September 27, 2010, is
available at:

     http://www.leagle.com/unsecure/page.htm?shortname=inbco20100927435


SPECIALTY PRODUCTS: Wants Plan Exclusivity Until March 31
---------------------------------------------------------
Specialty Products Holding Corp. said it needs more time to
control its Chapter 11 case and sort through the complex asbestos
liability issues that pushed it into bankruptcy, Dow Jones' DBR
Small Cap reports.

According to the report, the company is seeking an extra six
months to file a bankruptcy exit plan without the threat of rival
proposals from creditors.  The report relates that the extension,
if approved by a judge, would give Specialty Products exclusive
permission to propose a plan until March 31, 2011.  The Company
would also be able to solicit votes for the plan through May 30,
2011, the report notes.

In court papers, the report says, Specialty Products said it had
successfully met many of the goals of the initial phase of its
case, such as obtaining a $40 million bankruptcy loan.  But while
the company believes it's making "progress toward a successful
reorganization," it still has a multitude of challenges to
confront before it's ready to exit bankruptcy, the report adds.

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 $100,000,001 to
$500,000,000.

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.


STRADELLA INVESTMENTS: Sec. 341(a) Meeting Scheduled for Oct. 27
----------------------------------------------------------------
The U.S. Trustee for Region 16 will convene a meeting of Stradella
Investments, Inc.'s creditors on October 27, 2010, at 1:00 p.m.
EDT.  The meeting will be held at Room 1-159, 411 W Fourth Street,
Santa Ana, CA 92701.

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.

San Juan Capistrano, California-based Stradella Investments, Inc.,
filed for Chapter 11 bankruptcy protection on September 19, 2010
(Bankr. C.D. Calif. Case No. 10-23193).  Timothy J. Yoo, Esq., at
Levene Neale Bender Rankin & Brill LLP, 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.


SUNESIS PHARMACEUTICALS: Granted 180-Day Extension by NASDAQ
------------------------------------------------------------
Sunesis Pharmaceuticals, Inc. received a letter, dated
September 28, 2010, from The NASDAQ Stock Market notifying Sunesis
that it has been granted an additional 180-day compliance period,
or until March 28, 2011, to regain compliance with the $1.00 per
share minimum bid price rule for continued listing on The NASDAQ
Capital Market, as set forth in NASDAQ Listing Rule 5550(a)(2).
The letter states that, pursuant to Listing Rule 5810(c)(3)(A),
Sunesis is eligible for an additional compliance period because it
meets all other NASDAQ Capital Market initial listing criteria set
forth in Listing Rule 5505.  The new compliance period is an
extension of the initial 180-day period provided for in NASDAQ's
deficiency notice to Sunesis, dated March 31, 2010.

The NASDAQ letter does not impact Sunesis' listing on The NASDAQ
Capital Market at this time and Sunesis' common stock will
continue to trade under its current symbol "SNSS" during the
additional 180-day compliance period.

Sunesis may regain listing compliance by maintaining a closing bid
price of its common stock of at least $1.00 per share for a
minimum of 10 consecutive business days at any time before
March 28, 2011.  If, pursuant to Listing Rule 5810(c)(3)(A),
Sunesis meets the outlined requirements, NASDAQ will provide
written confirmation to Sunesis that it complies with Listing Rule
5550(a)(2), unless NASDAQ exercises its discretion to extend this
10-day period pursuant to Listing Rule 5810(c)(3)(F).  If Sunesis
is not in compliance following the additional 180-day period,
NASDAQ will notify Sunesis that its common stock is subject to
delisting. At that time, Sunesis may appeal to a NASDAQ Hearings
Panel ("NASDAQ Panel"), and Sunesis would remain listed pending
such NASDAQ Panel's decision following a hearing.  Sunesis cannot
provide any assurances that a NASDAQ Panel will allow Sunesis to
remain listed in the event of any appeal.

                 About Sunesis Pharmaceuticals

Sunesis -- http://www.sunesis.com/-- is a biopharmaceutical
company focused on the development and commercialization of new
oncology therapeutics for the treatment of solid and hematologic
cancers.  Sunesis has built a highly experienced cancer drug
development organization committed to advancing its lead product
candidate, vosaroxin, in multiple indications to improve the lives
of people with cancer.


SUNRISE SENIOR: Names Greg Neeb as Chief Investment Officer
-----------------------------------------------------------
Sunrise Senior Living announced the promotion of Greg Neeb,
Sunrise's chief investment officer, to the position of chief
investment and administrative officer, and the appointment of
David Haddock to the position of general counsel and secretary.
Both appointments will be effective October 1, 2010.

"I am very pleased to recognize Greg and David's valuable
contributions to Sunrise and we are very pleased that they are
taking on these significant new leadership roles," said Mark
Ordan, Sunrise's chief executive officer.  "They are important
members of our strong leadership team, and their increased
responsibilities will help us maximize value for our shareholders
while we focus on strengthening our organization and fulfilling
our mission to champion quality of life for all seniors."

"I would also like to thank Lewis Ferguson of Gibson Dunn &
Crutcher for his valuable service as acting general counsel.  We
look forward to continue partnering with him."

Mr. Neeb has served as Sunrise's chief investment officer since
December 2008.  He joined the Company as senior vice president of
capital markets and investments in April 2008.  Previously, Mr.
Neeb served as chief investment officer of The Mills Corporation
until the Company was acquired by Simon Property Group and
Farallon Capital in 2007.  Prior to The Mills, he worked as a
manager for real estate consulting firm Kenneth Leventhal &
Company.  Mr. Neeb is a graduate of the University of Michigan.

Mr. Haddock joined Sunrise as associate general counsel in July
2005 and was later named deputy general counsel.  Mr. Haddock came
to Sunrise from the law firm Baker Botts L.L.P., having previously
served as in-house counsel to publicly traded companies and
practicing at the law firm Hogan Lovells.  Mr. Haddock is a
graduate of Princeton University and the University of Virginia
School of Law.


SUREFIL LLC: Completes $4.5-Mil. Sale of Assets to Currie
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Surefil LLC completed the sale of its assets to a
company led by Bill Currie, the chairman of Universal Forest
Products Inc.  The sale for $4.5 million was approved this month
by the bankruptcy court.

Surefil is a Grand Rapids, Mich. based company dedicated to
providing custom filling solutions to the personal care, homecare,
oral, medical and beverage industries.  Surefil provides
formulation support and manufacturing.

Surefil, LLC, filed for Chapter 11 protection on June 8, 2009
(Bankr. W.D. Mich. Case No.: 09-06914).  Surefil Properties, LLC,
also filed for Chapter 11 (Case No. 09-06916).  Harold E. Nelson,
Esq., at Nantz, Litowich, Smith & Girard, serves as bankruptcy
counsel.  Surefil LLC estimated assets at up to $10 million and
debts at up to $50 million.


SURMAI LEE: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Surmai Catherine Lee
        300 Woodette Drive, Apartment 502
        Dunedin, FL 34698

Bankruptcy Case No.: 10-39168

Chapter 11 Petition Date: September 27, 2010

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

Debtor's Counsel: Henry N. Portner, Esq.
                  1001 W. Indiantown Road, # 105
                  Jupiter, FL 33458
                  Tel: (561) 400-0027
                  E-mail: attatlaw@hotmail.com

Scheduled Assets: $1,756,654

Scheduled Debts: $2,534,072

A list of the Debtor's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flsb10-39168.pdf


TAYSEER QUTOB: Case Summary & 9 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Tayseer N. Qutob
        4095 Heron Road
        Fremont, CA 94555

Bankruptcy Case No.: 10-71084

Chapter 11 Petition Date: September 27, 2010

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

Judge: Randall J. Newsome

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

Scheduled Assets: $4,196,840

Scheduled Debts: $3,070,673

A list of the Debtor's nine largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/canb10-71084.pdf

Debtor-affiliate that filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Sawson N. Qutob                       10-58318            08/11/10


TENET HEALTHCARE: Fitch Issues Recovery Rating Review
-----------------------------------------------------
Fitch Ratings has issued its Recovery Rating review of the U.S.
Healthcare sector.  This review includes an analysis of valuation
multiples, EBITDA discounts applied, and detailed recovery
worksheets for issuers with a Fitch Issuer Default Rating of 'B+'
or lower in this sector.  The issuers included in this report are:

  -- Community Health Systems, Inc.
  -- HCA, Inc.
  -- Health Management Associates, Inc.
  -- Tenet Healthcare Corp.

Recovery analysis is considered for all companies, but notching of
those with IDRs above 'B+' will continue to be heavily influenced
by broader historical recovery patterns.  For companies with an
IDR of 'B+' or below, explicit Recovery Ratings are assigned.


THINKFILM LLC: Ch. 11 Trustee Wants to Depose Las Vegas Sands
-------------------------------------------------------------
Jacqueline Palank, writing for Dow Jones' Daily Bankruptcy Review,
reports that Chapter 11 trustee Ronald L. Durkin wants to question
Las Vegas Sands Corp., over the gambling habits of film financier
David Bergstein.  DBR says Mr. Durkin filed his request in
bankruptcy court Tuesday seeking approval to depose Las Vegas
Sands on Oct. 26 in connection with a lawsuit a Las Vegas Sands
affiliate filed against Mr. Bergstein last year.

DBR notes Mr. Durkin has been appointed by the bankruptcy court to
take charge of five Bergstein-controlled companies that creditors
sought to push into bankruptcy earlier this year.  His appointment
is temporary, until a judge can make a final ruling as to whether
the bankruptcies should proceed.

DBR says, according to Mr. Durkin, the lawsuit, filed in a Nevada
district court, accused Mr. Bergstein of breach of contract.
While Mr. Durkin said a confidentiality order bars him from
providing specifics, he said he has "reason to believe that the
payment of some or all of Bergstein's debt to the Sands entities
came from the alleged debtors or affiliates of the alleged
debtors."

DBR relates Mr. Durkin said if Mr. Bergstein did use the funds of
his companies, like film distributor Thinkfilm LLC, to pay his
debts, then there may be grounds to file lawsuits to recover those
funds.  Under bankruptcy law, companies can recoup money they paid
out in the months before their bankruptcies if such payments made
them insolvent or were fraudulent.

In addition to questioning Sands officials, Mr. Durkin also wants
to peruse any documents the company may have about its
transactions with Mr. Bergstein -- including receipts of money he
paid the Sands casinos, communications regarding Mr. Bergstein's
failure to pay or delay in doing so, the source of funds he used
to pay gambling debts and any applications to extend credit to
Bergstein.

                        About CapCo et al.

CapCo Group LLC and four other companies controlled by David
Bergstein are part of a wider network of entities that distribute
and finance films.  Among the approximately 1,300 films they have
the rights to are "Boondock Saints" and "The Wedding Planner."

Several creditors filed for involuntary Chapter 11 against the
companies on March 17, 2010 -- CT-1 Holdings LLC (Bankr. C.D.
Calif. Case No. 10-19927); CapCo Group, LLC (Bankr. C.D. Calif.
Case No. 10-19929); Capitol Films Development LLC (Bankr. C.D.
Calif. Case No. 10-19938); R2D2, LLC (Bankr. C.D. Calif. Case No.
10-19924); and ThinkFilm LLC (Bankr. C.D. Calif. Case No. 10-
19912).  Judge Barry Russell presides over the cases.  The
Petitioners are represented by David L. Neale, Esq., at Levene
Neale Bender Rankin & Brill LLP.


THOMPSON PUBLISHING: Wants to Sell Substantially All of Assets
--------------------------------------------------------------
Thompson Publishing Holding Co., Inc., et al., ask for
authorization from the U.S. Bankruptcy Court for the District of
Delaware to sell substantially all of the Debtors' assets free and
clear of liens, claims, encumbrances, and interests.

The first lien lenders decided to submit a credit bid for the
Debtors' business.  The Potential Purchaser entered into an asset
purchase agreement with the Debtors.  A copy of the agreement is
available for free at http://bankrupt.com/misc/THOMPSON_apa.pdf

The First Lien Lenders will provide (a) a credit bid in the amount
of $42,000,000; (b) cash in an amount sufficient for (i) the
repayment of outstanding obligations under a DIP facility, (ii)
payment of the cure costs, and (iii) without duplication, payment
of any carve-out and any additional amounts payable pursuant to
and in accordance with a wind-down budget; and (c) assumption of
certain of the Debtors' liabilities.  The Potential Purchaser also
has the option to assume certain of the Debtors' accounts payable
incurred in the ordinary course of business prior to the Petition
Date by designating the accounts payable five business days prior
to the auction or seven business days before the sale hearing.

The Debtors propose to subject the sale of the assets to an
auction process with the stalking horse purchase agreement serving
as basis for any competing bids.  The Debtors have filed with the
Court their proposed bidding procedures, a copy of which is
available for free at:

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

Competing bids, to be qualified, must exceed the Potential
Purchaser's offer by $250,000.  Each bid must be accompanied with
a certified or bank check or wire transfer in an amount equal to
10% of the purchase price stated in the bid.

The Debtors, with the consent of the first lien agent and after
consultation with the committee, will determine whether a bid for
less than substantially all of the Debtors' assets qualifies as a
qualified partial bid.  This bid must be accompanied with a
certified or bank check or wire transfer in an amount equal to 20%
of the purchase price stated in the bid.

The bidding at the auction will start at the purchase price stated
in the starting qualified bid -- to be determined by the Debtors,
with the consent of the first lien agent and after consultation
with the committee -- and then continue in minimum increments of
$250,000.

Objections to the Debtors' request for court approval to sell
their assets must be filed by October 7, 2010, at 4:00 p.m. (ET).

A final hearing on the Debtors' request is set for October 12,
2010, at 12:00 p.m. (ET).

                     About Thompson Publishing

Washington, DC-based Thompson Publishing Holding Co., Inc., filed
for Chapter 11 bankruptcy protection on September 21, 2010 (Bankr.
D. Del. Case No. 10-13070).  Alissa T. Gazze, Esq., Chad A.
Fights, Esq., and Derek C. Abbott, Esq., at Morris Nichols Arsht &
Tunnell, LLP, assist the Debtor in its restructuring effort.  The
Debtor estimated its assets at $10 million to $50 million and
debts at $100 million to $500 million as of the Petition Date.

Affiliates TPG AES Holding Co, Inc. (Bankr. D. Del. Case No. 10-
13072), Alex eSolutions, Inc. (Bankr. D. Del. Case No. 10-13074),
AHC Media LLC (Bankr. D. Del. Case No. 10-13073), Thompson
Publishing Group, Inc. (Bankr. D. Del. Case No. 10-13071), The
Performance Institute, Inc. (Bankr. D. Del. Case No. 10-13075),
and Thompson Publishing Development, LLC (Bankr. D. Del. Case No.
10-13076) filed separate Chapter 11 petitions.


THOMPSON PUBLISHING: Wins Approval for $750,000 Interim Loan
------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Thompson Publishing Holding Co. secured interim
approval for $750,000 in financing.  At an Oct. 12 hearing,
Thompson will be asking the bankruptcy judge in Delaware to give
final approval for a $3 million credit.

According to the report, at the Oct. 12 hearing, Thompson will
also be asking for approval of auction and sale procedures where
the business would be sold to first-lien lenders in exchange for
secured debt.  The loan agreement requires having approval of the
auction process within 20 days of the Chapter 11 filing.  The
auction itself must take place within 45 days of the bankruptcy
filing.  At auction, the first bid will come from the first-lien
lenders under contract to buy the business in exchange for
$42 million in secured debt.  The buyer will assume liabilities on
subscriptions and obligations to employees.

                     About Thompson Publishing

Thompson Publishing Holding Co. Inc., which produces books on
regulatory trends and how they affect businesses and government,
sought bankruptcy protection from creditors (Bankr. D. Del. Case
No. 10-13070). Thompson is majority owned by Avista Capital
Partners, which bought a 50 percent stake in the company for $130
million in 2006.

Thompson estimated assets of $10 million to $50 million and debts
of $100 million to $500 million in its Chapter 11 petition.

Six affiliates, including Thompson Publishing Group, Inc., filed
separate Chapter 11 petitions.

Alissa T. Gazze, Esq., Chad A. Fights, Esq., and Derek C. Abbott,
Esq., at Morris Nichols Arsht & Tunnell, LLP, assist the Debtors
in their restructuring effort.


THOMPSON PUBLISHING: Wants to Hire James Loughlin as CRO
--------------------------------------------------------
Thompson Publishing Holding Co., Inc., et al., ask for
authorization from the U.S. Bankruptcy Court for the District of
Delaware to employ James J. Loughlin, Jr., of Loughlin Meghji +
Company Associates, Inc., as chief restructuring officer.

Mr. Loughlin will, among other things:

     a. lead the Chapter 11 restructuring process to include day-
        to-day management of advisors, budgets, plans and
        milestones;

     b. represent the interests of the Debtor during court
        proceedings and hearings;

     c. attend board meetings and report progress, options and
        recommendations to the Debtors' board; and

     d. assist the Debtors in negotiations with the lenders by,
        among other things, providing the required analysis and
        participating in presenting the materials.

LM+Co Associates will be paid $200,000 per month.  The Debtors
will pay LM+Co Associates a contingent value added fee of $350,000
to be awarded and paid upon the consummation of a plan of
reorganization from the Debtors, and the consummation of the sale
of the Debtors' assets.  The Debtors will pay LM+Co Associates a
retainer in the amount of $200,000.

James J. Loughlin, Jr., LM+Co Associates' principal and managing
director, assures the Court that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

Washington, DC-based Thompson Publishing Holding Co., Inc., filed
for Chapter 11 bankruptcy protection on September 21, 2010 (Bankr.
D. Del. Case No. 10-13070).  Alissa T. Gazze, Esq., Chad A.
Fights, Esq., and Derek C. Abbott, Esq., at Morris Nichols Arsht &
Tunnell, LLP, assist the Debtor in its restructuring effort.  The
Debtor estimated its assets at $10 million to $50 million and
debts at $100 million to $500 million as of the Petition Date.

Affiliates TPG AES Holding Co, Inc. (Bankr. D. Del. Case No. 10-
13072), Alex eSolutions, Inc. (Bankr. D. Del. Case No. 10-13074),
AHC Media LLC (Bankr. D. Del. Case No. 10-13073), Thompson
Publishing Group, Inc. (Bankr. D. Del. Case No. 10-13071), The
Performance Institute, Inc. (Bankr. D. Del. Case No. 10-13075),
and Thompson Publishing Development, LLC (Bankr. D. Del. Case No.
10-13076) filed separate Chapter 11 petitions.


THOMPSON PUBLISHING: Gets Okay to Hire Epiq as Bankruptcy Counsel
-----------------------------------------------------------------
Thompson Publishing Holding Co., Inc., et al., sought and obtained
authorization from the Hon. Peter J. Walsh of the U.S. Bankruptcy
Court for the District of Delaware to employ Epiq Bankruptcy
Solutions, LLC, as claims, noticing, and balloting agent.

Epiq will, among other things:

     a. prepare and serve required notices in the Debtors' Chapter
        11 cases;

     b. maintain copies of proofs of claims and proofs of interest
        filed in the Debtors' bankruptcy cases;

     c. maintain a separate claims register for each debtor in
        jointly administered cases; and

     d. file a quarterly updated claims register wit the Court in
        alphabetical and numerical order.

The hourly rates of Epiq's personnel are:

        Clerk                                  $40-$50
        Case Manager (Level 1)                $125-$175
        IT Programming Consultant             $140-$190
        Case Manager (Level 2)                $185-$220
        Senior Case Manager                   $225-$275
        Senior consultant                       $295

A copy of Epiq's service agreement with the Debtors is available
for free at http://bankrupt.com/misc/THOMPSON_claimsagentpact.pdf

Daniel C. McElhinney, Epiq's executive director, assures the
Court that the firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.

Washington, DC-based Thompson Publishing Holding Co., Inc., filed
for Chapter 11 bankruptcy protection on September 21, 2010 (Bankr.
D. Del. Case No. 10-13070).  Alissa T. Gazze, Esq., Chad A.
Fights, Esq., and Derek C. Abbott, Esq., at Morris Nichols Arsht &
Tunnell, LLP, assist the Debtor in its restructuring effort.  The
Debtor estimated its assets at $10 million to $50 million and
debts at $100 million to $500 million as of the Petition Date.

Affiliates TPG AES Holding Co, Inc. (Bankr. D. Del. Case No. 10-
13072), Alex eSolutions, Inc. (Bankr. D. Del. Case No. 10-13074),
AHC Media LLC (Bankr. D. Del. Case No. 10-13073), Thompson
Publishing Group, Inc. (Bankr. D. Del. Case No. 10-13071), The
Performance Institute, Inc. (Bankr. D. Del. Case No. 10-13075),
and Thompson Publishing Development, LLC (Bankr. D. Del. Case No.
10-13076) filed separate Chapter 11 petitions.


TMJ IMPLANTS: Crocker Ventures Acquires Firm
--------------------------------------------
Crocker Ventures has acquired TMJ Implants of Golden, Colo., the
leading manufacturer of implants for the treatment of
temporomandibular joint (TMJ) disorder.

As part of the acquisition, a new production facility is being
constructed in Golden and will be completed this fall. It will
house manufacturing, order processing, and customer service for
the company, while sales, marketing and administration will be
conducted from Salt Lake City, where Crocker Ventures is
headquartered.  The company's Colorado employees will continue to
produce the high-quality joint replacement prosthesis for which
TMJ Implants has become known.

"TMJ Implants has proven to have the best implant products on the
market and a solid position and reputation as a leader in the
industry," said Gary Crocker, president of Crocker Ventures.
"Combining the strength of the production team with new ownership,
a fresh management lineup and substantial investment in the new
facility enables us to keep the very best attributes of TMJ
Implants, while ensuring the company will grow and prosper in the
near and distant future."

Crocker Ventures purchased the company out of bankruptcy after it
was caught over-leveraged in the economic downturn.  In the
acquisition, announced to coincide with the annual meeting and
scientific sessions of the American Association of Oral and
Maxillofacial Surgeons, Crocker Ventures saw a rare opportunity.
"Here was an excellent medical device and a top-notch team of
employees simply caught in a bad circumstance," Crocker said. "We
feel fortunate we were able to step in." No reductions in the
company's work force are planned.

TMJ Implants makes and sells the renowned Christensen TMJ
Prosthesis System for the treatment of temporomandibular joint
disorder.  The joint is a small hinge that allows the lower jaw to
move, and as with other joints such as the knee and hip,
sufficient deterioration or trauma can require joint replacement.
TMJ disorders express themselves in a variety of forms, including
earache, jaw pain, difficulty opening the mouth and other
symptoms.

Focused on patient needs and surgeon flexibility, TMJ Implants
offers unparalleled options for temporomandibular joint repair.
These include implants in either standardized stock components, or
customized, patient-specific versions of the product.  Also,
implants are available as either partial or total joint
replacements. Notably, TMJ Implants is the only company to offer a
partial replacement prosthesis for TMJ disorders, which allows for
a simpler and less-invasive procedure when surgeons determine a
total joint replacement is not needed and a more conservative
approach is called for.

When construction of the new production facility is complete, the
company will reinitiate production and expects to be able to take
orders for delivery in the fourth quarter 2010.

                      About Crocker Ventures

Crocker Ventures -- http://www.crockerventures.com/-- is an
independent, privately-held life science and healthcare investment
firm that funds promising seed- and early-stage life science
technology companies in four primary areas: diagnostics,
biotechnology/pharmaceuticals, drug delivery, and medical devices.
We are committed to identifying companies with strong intellectual
property positions and significant growth potential that meet
large, unmet market needs, and providing them with the capital and
operating perspective they need to reach their full potential.


TONGJI HEALTHCARE: Posts $170,300 Net Loss in June 30 Quarter
-------------------------------------------------------------
Tongji Healthcare Group, Inc., filed its quarterly report on Form
10-Q, reporting a net loss of $170,272 on $463,696 of revenue for
the three months ended June 30, 2010, compared with a net loss of
$74,128 on $443,106 of revenue for the same period last year.

The Company had an operating loss of $157,158 during the three
months ended June 30, 2010, compared with an operating loss of
$11,855 during the comparable period last year.

The Company has an accumulated deficit of $667,151 as of June 30,
2010 and the Company is in default of the terms of Senior Security
Note, as of June 30, 2010.

The Company's balance sheet as of June 30, 2010, showed
$5.9 million in total assets, $6.0 million in total liabilities,
and a stockholders' deficit of $109,296.

As reported in the Troubled Company Reporter on April 22, 2010,
Kabani & Company, Inc., in Los Angeles, expressed substantial
doubt about the Company's ability to continue as a going concern,
following its 2009 results.  The independent auditors noted that
of the Company's significant operating losses and insufficient
capital.

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

               http://researcharchives.com/t/s?6bd4

                     About Tongji Healthcare

Based in Nanning, Guangxi, the People's Republic of China, Tongji
Healthcare Group, Inc., was incorporated in the State of Nevada on
December 19, 2006.  The Company operates Tongji Hospital,
a general hospital with 105 licensed beds.


TRANSDIGM GROUP: McKechnie Deal Cues Fitch's Negative Watch
-----------------------------------------------------------
Fitch Ratings has placed the ratings for TransDigm Group Inc. and
its indirect subsidiary TransDigm, Inc., on Rating Watch Negative
following the company's announcement that it will acquire
McKechnie Aerospace Holdings from JLL Partners for $1.27 billion
in cash.  The pending acquisition is to be financed with senior
and subordinated debt and is expected to close by the end of
calendar year 2010.

The ratings cover approximately $1.8 billion of outstanding debt,
which would rise to approximately $3 billion if the transaction is
completed.  A complete list of Fitch's ratings follows at the end
of this release.

Fitch believes the transaction would be a good business fit with
TDG's existing businesses, enhancing TDG's existing strength in
the commercial aerospace aftermarket and adding to the company's
portfolio of proprietary products.  However, there are several
concerns regarding the acquisition, including higher debt levels,
integration risks, and the price.  Fitch estimates that pro forma
leverage (gross debt to EBITDA) will be in the range of 5.9 times
to 6.3x at year-end.  Fitch calculates that the acquisition price
is 12.5x to 13.0x estimated 2010 EBITDA.  Both the pro forma
leverage and acquisition price estimates could improve depending
on financial performance in the second half of 2010 and 2011, as
well as TDG's success in reducing costs.

Fitch will complete its review of the ratings when the pending
deal closes and final details about acquisition financing are
disclosed.  If a negative rating action occurs, Fitch expects that
the action would be limited to a one notch downgrade of the Issuer
Default Ratings.  Alternatively, growth in the commercial
aerospace industry combined with successful cost reductions could
lead to a ratings affirmation.  The recovery ratings of the
various debt classes within the capital structure could change
depending on the mix of senior and subordinated debt ultimately
used to finance the transaction.

TDG's ratings are supported by the company's high profit margins,
low capital expenditures and the resulting strong cash flow.  The
ratings are also supported by TDG's liquidity position, including
a favorable debt maturity schedule.  TDG benefits from its diverse
portfolio of products for a variety of commercial and military
platforms/programs; its role as a sole source provider for the
bulk of its sales; military sales that help to offset the
cyclicality of the commercial aerospace market; and management's
history of successful acquisitions and subsequent integration.

Concerns include the company's long term financial strategy and
weak collateral support for the secured bank facility in terms of
asset coverage.  Commercial aerospace cyclicality is also a
concern.  Parts of the commercial aerospace market have been soft
in the past 18 months, particularly the aftermarket business
(about 40% of TDG's fiscal year 2009 [FY09] sales), but air
traffic has grown for the past several months, supporting Fitch's
expectation that the aftermarket will recover in the second half
of calendar 2010.

The Recovery Ratings and notching in the debt structure reflect
Fitch's recovery expectations under a scenario in which distressed
enterprise value is allocated to the various debt classes.  The
expected recovery for bank debt holders remains 'RR1', indicating
recovery of 91%-100%.  The senior subordinated notes are 'RR4'
which reflects expectation of recovery in the 31%-50% range.

TDG continues to generate strong EBITDA margins.  At the end of
the third quarter of fiscal 2010, margins for the last 12 months
were 46.4% versus 47.7% in FY09 and 45.5% in FY08.  EBITDA for
the LTM was $372 million which was slightly below EBITDA of
$363 million in FY09.  The company has successfully executed its
strategy of integrating new businesses which focus on proprietary
components.  TDG has been able to maintain and expand margins due
to several factors including the company's position as a sole
source provider for 80% of sales in FY09; a large proportion of
aftermarket sales (about 60% of sales) which earn robust margins;
high barriers to entry as the result of certification costs for
aircraft components; and the proprietary nature of roughly 95% of
the product offerings.  A dedicated focus on cost containment and
productivity improvements has also strengthened margins.

For the most recent LTM, TDG generated negative free cash flow of
$195 million as a result of a $404 million special dividend to
shareholders.  In FY09, FCF was $184 million (13.3% of adjusted
debt) and in the prior fiscal year it was $179 million (12.9%).
Free cash generation is typically solid with FCF/adjusted debt in
the high single digit to low double digit percentage range.  The
business is not capital intensive, which also helps support free
cash generation.  Capital expenditures tend to be less than 2% of
sales per year.

TDG had debt of $1.8 million compared to revenues of $802 million
for the most recent LTM.  Debt increased by $425 million since a
new bond offering was completed to fund the special dividend
during the first quarter of fiscal 2010.  With the additional
debt, leverage (debt to EBITDA) rose to 4.8x in the LTM versus
3.7x at the end of fiscal 2009.  Historically, leverage shows a
pattern coinciding with the company's acquisition strategy:
leverage rises after an acquisition and then gradually moves down
as earnings increase.  Large debt repayments have not been typical
in the past several years and Fitch does not anticipate seeing
them given the company's financial strategy.  Furthermore, the
company has the ability to deploy its cash for share repurchases.
A $50 million share repurchase program was announced in October
2008.

The credit agreement contains only one financial covenant.  The
consolidated secured debt ratio can be no greater than 4.5x beyond
Dec. 31, 2008 and Fitch calculates it was approximately 2.1x at
the end of the recent quarter.

TDG has acquired 28 businesses since 1993, including two in
fiscal 2010.  Over the last four fiscal years, TDG has averaged
$211 million per year on acquisitions.  Management has a solid
record of integrating acquisitions profitably.

TDG generates more than 65% of its revenue from commercial
aerospace and the majority of that is from the highly profitable
commercial aerospace aftermarket which Fitch believes should
recover in the second half of calendar year 2010.  This is also in
line with management's projections.  In fiscal 2010, TDG expects
to see revenues from defense to be flat, which is consistent with
Fitch's expectations for U.S. defense spending.  TDG's revenue
breakdown in FY09 was: 40% commercial aftermarket, 19% defense
aftermarket, 1% other aftermarket, 25% commercial original
equipment manufacturer, 13% defense OEM, and 2% other OEM.

At the end of the third quarter of fiscal 2010, the company had
ample liquidity in the amount of $456 million which consisted of
$258 million of cash and $198 million on its revolving credit
facility.  TDG does not have any material pension liabilities.
There are no near-term debt maturities.  In June 2012, the
company's undrawn $200 million revolver expires.  In 2013, the
term loan matures.  In 2014, $1 billion of senior subordinated
notes mature.

Fitch places these ratings on Rating Watch Negative:

TDG:

  -- Long-term IDR 'B'.

TDI:

  -- IDR 'B';
  -- Senior secured revolving credit facility 'BB/RR1';
  -- Senior secured term loan 'BB/RR1';
  -- Senior subordinated notes 'B/RR4'.


TRICO MARINE: Loses Bid to Refinance Debt with DIP Loans
--------------------------------------------------------
Carla Main at Bloomberg News reports that Trico Marine Services
Inc. was denied court permission to refinance $25 million in debt
while it reorganizes in bankruptcy.

According to the report, U.S. Bankruptcy Court Judge Brendan
Linehan Shannon said he didn't know enough about how refinancing
the debt to Tennenbaum Capital Partners LLC would affect lower-
ranking creditors.  Tennenbaum required Trico to refinance what
it's owed as a condition for an additional $10 million loan.

Trico Marine, Bloomberg relates, has already received interim
court permission to borrow the $10 million, but needs final
approval to convert the older, Tennenbaum-funded loan to new debt
with new collateral protections.

The company has already received the $10 million on interim
approval, and has enough cash to maintain operations, company
attorney Robert Dehney said in an interview with Bloomberg.

The official committee of unsecured creditors filed objections to
the proposed 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 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

                          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.

The Official Committee of Unsecured Creditors selected Kasowitz,
Benson, Torres & Friedman LLP as its counsel.


TRONOX INC: Management Plan Outline Approved by Court
-----------------------------------------------------
Tronox, Inc., and its debtor affiliates notify parties-in-interest
that the Disclosure Statement describing their Chapter 11 Plan of
Reorganization has been approved by Judge Allan Gropper of the
U.S. Bankruptcy Court for the Southern District of New York as
containing "adequate information" within the meaning of Section
1125 of the Bankruptcy Code at a hearing held on September 23,
2010.

"It appears to me that the disclosure statement is in fact very
direct and very plain with regard to the summary of treatment of
claims and equity interests," Bloomberg News quoted Judge Gropper
as saying.

The Court's order, however, is subject to entry of an appropriate
form of order after parties have an opportunity to review the
amended Plan, Disclosure Statement, and the related Solicitation
Procedures Order, the Debtors said.

Judge Gropper also put off until September 29 or such other time
it may direct the hearing on whether the disclosure statement
explaining the alternative reorganization plan filed by the
Official Committee of Equity Security Holders will be approved.

           Debtors Amend Plan & Disclosure Statement

Accordingly, the Debtors filed amended versions of the First
Amended Plan and accompanying Disclosure Statement and
Solicitation Procedures Order to, among other things, add or
modify certain language to reflect resolutions reached with
objecting parties at the Disclosure Statement Hearing and to
reflect comments received from other parties-in-interest.

Changes include a change in the description of "Released
Parties," which now include:

  (a) Tronox and Reorganized Tronox;

  (b) the current directors and officers of the Tronox Debtors
      in place as of July 7, 2010;

  (c) all current and former members of the Official Committee
      of Unsecured Creditors;

  (d) the Backstop Parties;

  (e) the parties to the Equity Commitment Agreement dated
      December 20, 2009;

  (f) the agents and lenders under each of the Prepetition
      Facilities, the Original DIP Facility and the Replacement
      DIP Facility solely in connection with such facilities;

  (g) the Environmental Response Trustees;

  (h) if Class 8 votes to accept the Plan, all current and
      former members of the Official Committee of Equity
      Security Holders;

  (i) with respect to each of the foregoing Entities, their
      subsidiaries, Affiliates, members, officers, directors,
      managing directors, managers, controlling persons, agents,
      financial advisors, accountants, investment bankers,
      consultants, attorneys, employees, partners and
      representatives;

  (j) the Nevada Parties and any other Government Environmental
      Entity that is party to the Environmental Claims
      Settlement Agreement; and

  (k) the United States and its agents, attorneys and financial
      advisors.

The First Amended Plan states that nothing in the Plan, the Plan
Supplement or any document related thereto will in any way
release any claim against or liability of these parties, who are
not Released Parties:

  * Lehman Brothers Holdings Inc.,
  * Ernst & Young LLP,
  * Kerr-McGee Corporation and Anadarko Petroleum Corporation
    and their officers, directors, employees, advisors,
    attorneys, professionals, accountants, investment bankers,
    consultants, agents and other representatives.

Nothing in the Plan, the Plan Supplement or any document related
thereto will in any way release any individuals who were former
directors or officers of the Tronox Debtors or their subsidiaries
and also were or currently are directors or officers of Kerr-
McGee or Anadarko.  Nothing in the Plan or Confirmation Order
will discharge, release or preclude (i) any liability to the
Securities and Exchange Commission that is not a Claim and
(ii) any liability to the SEC on the part of any Person or Entity
that is not a Tronox Debtor or a Reorganized Tronox Debtor.

For the convenience of parties-in-interest, the Debtors submitted
blackline comparisons of the First Amended Plan and Disclosure
Statement, marked against versions filed on September 22, 2010.

In addition, the Debtors attached a blackline comparison of the
Amended Solicitation Procedures Order, marked against the version
filed on September 1, 2010.

Copies of the blacklined Plan, Disclosure Statement, and Amended
Solicitation Procedures Order are available for free at:

         http://bankrupt.com/misc/TrnxPlan9-23.pdf
         http://bankrupt.com/misc/TrnxDS9-23.pdf
         http://bankrupt.com/misc/TrnxAmSolProcOrd.pdf

        Previous Plan and Disclosure Statement Versions

As previously reported, on September 1, 2010, the Debtors
submitted a proposed First Amended Plan and Disclosure Statement.

On September 21, 2010, the Debtors submitted a revised version of
the First Amended Plan and Disclosure Statement to reflect events
that have transpired since September 1.

Revisions to the September 21 Plan include:

  -- a clearer definition of "asbestos claims," which means,
     "collectively, any Tort Claims, or allegation or portion
     thereof against, or any debt, liability or obligation of,
     any Tronox Debtor or Non-Debtor Affiliate resulting
     directly or indirectly from alleged injury to a person or
     property from asbestos exposure or release, including all
     claims for indemnification or contribution relating to
     alleged injury from asbestos exposure or release, whether
     or not such alleged injury was known or had manifested as
     of Confirmation, to the extent arising, directly or
     indirectly, from acts, omissions, business or operations of
     any Tronox Debtor including all retained claims, debts,
     obligations or liabilities for compensatory damages (such
     as loss of consortium, medical monitoring, personal or
     bodily injury, wrongful death, survivorship, proximate,
     consequential, general and special damages;"

  -- a clarification that the claims objection bar date is not
     applicable to tort claims because they will be allowed or
     disallowed for distribution purposes in accordance with the
     "Tort Claims Trust Distribution Procedures;" and

  -- a clearer definition of the Exit Credit Agreement, which
     means "one or more credit agreements governing the Exit
     Financing, in each case, as the same may be amended,
     restated, supplemented or otherwise modified from time to
     time, including the Replacement DIP Agreement from and
     after the Effective Date, to the extent the Replacement DIP
     Facility is converted into all or a portion of the Exit
     Financing in accordance with the terms of the Replacement
     DIP Agreement."

The September 21 Plan also added more details and greater
explanation regarding the Debtors' Exit Financing.  In its latest
version, the Debtors explain that if all or any portion of the
Replacement DIP Facility is converted into all or any portion of
the Exit Financing in accordance with the terms of the
Replacement DIP Agreement, then on the effective date of the Plan
and without further notice to or order or other approval of the
Court, except for the Confirmation Order and as otherwise
required by the Replacement DIP Documents:

  (a) Reorganized Tronox will assume the Replacement DIP
      Agreement and the other Replacement DIP Documents, and
      without limiting the foregoing, Reorganized Tronox will
      assume the Replacement DIP Facility Claims on the terms
      and conditions set forth in the Replacement DIP Documents,
      which from and after the Effective Date will constitute
      Exit Credit Documents;

  (b) all Replacement DIP Documents, as Exit Financing Credit
      Documents, will remain in full force and effect on and
      after the Effective Date, and all Liens, rights,
      interests, duties and obligations thereunder will be will
      survive the Effective Date and will continue to secure all
      Replacement DIP Facility Claims assumed by Reorganized
      Tronox and all other obligations under the Exit Credit
      Documents.  All Liens and security interests granted
      pursuant to the Replacement DIP Documents to the
      Replacement DIP Agent or the lenders under the Replacement
      DIP Documents and all other Liens and security interests
      granted pursuant to the Exit Credit Documents will be (i)
      valid, binding, perfected and enforceable Liens and
      security interests in the personal and real property
      described in the documents, with the priorities
      established in respect thereof under applicable non-
      Bankruptcy Law and (ii) not subject to avoidance,
      recharacterization or subordination under any applicable
      law; and

  (c) Reorganized Tronox will, and is authorized to, enter into
      and perform and to execute and deliver a certain
      "Accession and Novation Agreement," instruments or
      documents reasonably asked by the Replacement DIP Agent to
      evidence or effectuate the conversion of the Replacement
      DIP Facility to all or part of the Exit Financing in
      accordance with the terms of the Replacement DIP
      Documents.  Reorganized Tronox will pay, as and when due,
      all fees and expenses and other amounts provided under the
      Exit Credit Documents.

Blacklined copies of the September 21 Plan and Disclosure
Statement are available for free at:

           http://bankrupt.com/misc/TrnxPlan9-21.pdf
           http://bankrupt.com/misc/TrnxDS9-21.pdf

                Equity Committee Comments

The Equity Committee noted that under the terms of the September
21 Plan, holders of equity interests are now a class entitled to
voted because they may receive distribution.

The Equity Committee said that it does not support the September
21 Plan and, in particular, the estimation of the Debtors'
enterprise value incorporated therein.

On behalf of the Equity Committee, Craig A. Barbarosh, Esq., at
Pillsbury Winthrop Shaw Pittman LLP, in New York, contended that
it is critical that it be made clear to holders of Equity
Interests that the Official Committee appointed to represent the
interests of public shareholders in these cases does not support
the Debtors' Plan and believes that the holders of Equity
Interests should vote to reject the Debtors' Plan.

To ensure adequate disclosure to holders of Equity Interests, the
Equity Committee asserted that the Solicitation Packages to be
mailed to holders of Equity Interests include a notice from the
Equity Committee explaining the Equity Committee's views.

Alternatively, if the Court approves the Disclosure Statement
with respect to the Equity Committee's alternative Disclosure
Statement, the Equity Committee Disclosure Statement is
distributed contemporaneously with the Debtors' Disclosure
Statement, the Equity Committee suggests.

  Tronox Submits Further Revised Plan and Disclosure Statement

To reflect comments received from stakeholders, the Debtors
submitted further revisions the September 21 Plan and Disclosure
Statement on September 22, 2010.

Changes include revisions to the meanings of:

  (a) Exit Credit Agreement -- which means one or more credit
      agreements governing the Exit Financing, in each case, as
      the same may be amended, restated, supplemented or
      otherwise modified from time to time, including the
      Replacement DIP Agreement from and after the Effective
      Date, to the extent the Replacement DIP Facility is
      converted into all or a portion of the Exit Financing in
      accordance with the terms of the Replacement DIP
      Agreement; and

  (b) Exit Credit Documents -- which means all loan and security
      documents relating to the Exit Financing, in each case, as
      the same may be amended, restated, supplemented or
      otherwise modified from time to time.  For avoidance of
      doubt, if the Replacement DIP Facility is converted into
      all or a portion of the Exit Financing in accordance with
      the terms of the Replacement DIP Agreement, the term "Exit
      Credit Documents" will mean all "Credit Documents" as
      defined in the Replacement DIP Agreement from and after
      the Effective Date and all other agreements, instruments
      or documents, in form and substance acceptable to the
      Replacement DIP Agent, to evidence or effectuate the
      conversion of the Replacement DIP Facility into all or a
      portion of the Exit Financing.

The September 22 Plan and Disclosure Statement also clarified
that general administrative claims include cure claims, other
than a professional fee claim, provided that:

  -- as a result of the Environmental Claims Settlement
     Agreement, any Environmental Claims that are administrative
     claims will be treated exclusively as set in the
     Environment Claims Settlement Agreement and will not be
     considered General Administrative Claims; and

  -- to the extent the Replacement DIP Facility Claims are
     converted into the Exit Financing in accordance with the
     terms of the Replacement DIP Agreement, the converted
     Replacement DIP Facility Claims will be exclusively treated
     as set forth in the applicable Exit Credit Documents and
     other related loan and security documents and will not be
     considered General Administrative Claims.

The Debtors removed all traces about the new convertible
preferred stock which are supposed to be issued on the Plan
effective date to the Backstop Parties, in exchange for
$15,000,000 in cash.

Blacklined copies of the September 22 Plan and Disclosure
Statement are available for free at:

            http://bankrupt.com/misc/TrnxPlan9-22.pdf
            http://bankrupt.com/misc/TrnxDS9-22.pdf

          Creditors' Committee Supports Debtors' Plan

The Official Committee of Unsecured Creditors submitted with the
Court in a form of a letter in support of the Debtors' Disclosure
Statement and Chapter 11 Plan.

The Letter described briefly the negotiations surrounding the
terms of the Debtors' Plan, directs unsecured creditors'
attention to certain provisions and aspects of the Debtors'
Disclosure Statement and Plan for their review and consideration
prior to voting, and encourages unsecured creditors to vote in
favor of the Debtors' Plan.

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

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

                 Equity Committee vs. Debtor Plan

Early this month, the Official Committee of Equity Security
Holders of Tronox Inc. delivered to the U.S. Bankruptcy Court for
the Southern District of New York an alternative Chapter 11 Plan
of Reorganization for the Debtors.  The Equity Committee said its
Plan provides greater recoveries for Tronox stakeholders.

Among the differences between the Equity Committee Plan and the
most recent version of the Debtors' Plan are:

  * The Equity Committee Plan is based on a valuation range of
    $1.2 to 1.3 billion, with a midpoint of $1.25 billion.  The
    Debtors' First Amended Plan estimates the total enterprise
    value of Reorganized Tronox at 975 million to
    $1.150 billion, with a midpoint of $1.063 billion.

  * Both the Equity Committee Plan and the Debtors' Plan are
    employing a rights offering process.  In both the Equity
    Committee Plan and the Debtors' Plan, all holders of General
    Unsecured Claims and all Holders of Indirect Environmental
    Claims will be given the opportunity to participate a rights
    offering to purchase new equity in the reorganized company.
    Unlike the Debtors' Plan, however, certain Holders of Equity
    Stock Interests who are Eligible Holders will also be able
    to participate in the rights offering pursuant to the Equity
    Committee Plan.  In the Debtors' Plan, Holders of Equity
    Stock Interests will be given no similar opportunity.  Under
    terms to be arranged with the Debtors, the Equity Committee
    intends to conduct its Rights Offering to Holders of General
    Unsecured Claims and Indirect Environmental Claims in
    conjunction with the rights offering to be conducted under
    the Debtors' Plan.  The Rights Offering to Holders of Equity
    Stock Interests, however, will be conducted post
    confirmation of the Equity Committee Plan.

  * The Equity Committee and its financial advisors believe that
    the Debtors' Plan significantly undervalues the value of
    Reorganized Tronox.

  * Under the Equity Committee Plan, 62.5% of the New Common
    Stock will go to Holders of Allowed General Unsecured Claims
    as compared to 16.9% under the Debtors' Plan.

  * The Equity Committee Plan seeks to preserve the settlements
    reached with the Governmental Environmental Entities and the
    Holders of Tort Claims and will provide those entities with
    an equal or greater recovery than that which they would
    otherwise receive in the Debtors' Plan.  However, the Equity
    Committee reserves the right to challenge the allowance and
    amount of claims of the Governmental Environmental Entities
    and Holders of Tort Claims and to modify the treatment of
    those claims if any classes of the claim vote to reject the
    proposed treatment in the Equity Committee Plan.

  * The Equity Committee Plan also provides value to the public
    shareholders of Tronox in the form of New Warrants and the
    ability to participate in a portion of the Rights Offering.
    Under the Debtors' Plan, the public shareholders will
    receive warrants that the Equity Committee believes are
    essentially valueless and then, only if the class of
    shareholders votes in favor of the Debtors' Plan.

  * The Equity Committee Plan also provides the necessary
    financing for Reorganized Tronox's operations
    post-emergence, including a greater amount of borrowing
    capacity under the Exit Credit Facility.  While there is
    less debt and reduced borrowing capacity under the Debtors'
    Plan, the difference is made up by increasing the rights
    offering being provided to the Ad Hoc Bondholders and
    leaving less stock to be distributed to the Holders of
    Allowed General Unsecured Claims.  Specifically, the Ad Hoc
    Bondholders have set aside for themselves the exclusive
    opportunity to purchase $15 million of New 8% Convertible
    Preferred Stock, which, aside from being senior to the New
    Common Stock, is valued at approximately $17 million.  This,
    combined with backstop fees valued at approximately
    $36 million, means the Ad Hoc Bondholders are paying
    themselves approximately $53 million on the Effective Date of
    the Debtors' Plan.

The Debtors have agreed, in a stipulation, that their exclusive
periods are terminated for the sole purpose of permitting the
Equity Committee to file an alternative reorganization plan.  The
Debtors also agreed, to ensure a smooth flow of their
reorganization proceedings, not to object to the Equity
Committee's filing of the alternative plan.  The Debtors and the
Equity Committee further agreed to coordinate the hearings
relating to the approval of the disclosure statements with
respect to the Amended Plan and the Proposed Equity Committee
Plan and Proposed Equity Committee Disclosure Statement and
confirmation of the Amended Plan or, to the extent applicable,
the Equity Committee Plan.

                       About Tronox Inc.

Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates
filed for Chapter 11 protection on January 13, 2009 (Bankr.
S.D.N.Y. Case No. 09-10156).  The case is before Hon. Allan L.
Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and
Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York,
represent the Debtors.  The Debtors also tapped Togut, Segal &
Segal LLP as conflicts counsel; Rothschild Inc. as investment
bankers; Alvarez & Marsal North America LLC, as restructuring
consultants; and Kurtzman Carson Consultants serves as notice and
claims agent.

An official committee of unsecured creditors and an official
committee of equity security holders have been appointed in the
cases.  The Creditors Committee has retained Paul, Weiss, Rifkind,
Wharton & Garrison LLP as counsel.

Until September 30, 2008, Tronox Inc. was publicly traded on the
New York Stock Exchange under the symbols TRX and TRX.B.  Since
then, Tronox Inc. has traded on the Over the Counter Bulletin
Board under the symbols TROX.A.PK and TROX.B.PK.  As of
December 31, 2008, Tronox Inc. had 19,107,367 outstanding shares
of class A common stock and 22,889,431 outstanding shares of class
B common stock.

Bankruptcy Creditors' Service, Inc., publishes Tronox Bankruptcy
News.  The newsletter tracks the Chapter 11 proceeding undertaken
by Tronox Inc. and its 14 affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


TRONOX INC: Says Equity Committee Plan Unconfirmable
----------------------------------------------------
The Official Committee of Equity Security Holders of Tronox, Inc.,
and its Debtor affiliates submitted on September 20, 2010, their
first amended proposed Chapter 11 Plan of Reorganization and
Disclosure Statement.

The material changes between the original Equity Committee Plan
and the First Amended Equity Committee Plan are:

  a. Treatment of General Unsecured Creditors

     * Original EC Plan: 62.5% of Reorganized Tronox's New
       Common Stock and opportunity to participate in Rights
       Offering to purchase additional 17.5% of New Common
       Stock, subject to dilution from New Warrants and shares
       issued pursuant to the Management Equity Incentive Plan.

     * First Amended EC Plan: 54% of Reorganized Tronox's New
       Common Stock and opportunity to participate in Rights
       Offering to purchase additional 28.1% of New Common
       Stock, subject to dilution from New Warrants and shares
       issued pursuant to the Management Equity Incentive Plan.

  b. Treatment of Equity Stock Interests

     * Original EC Plan: New Warrants and opportunity to
       participate in Rights Offering to purchase additional
       17.5% of New Common Stock, subject to dilution from New
       Warrants and shares issued pursuant to Management Equity
       Incentive Plan.

     * First Amended EC Plan: New Warrants and opportunity to
       participate in Rights Offering to purchase additional
       14.5% of New Common Stock, subject to dilution from New
       Warrants and shares issued pursuant to Management Equity
       Incentive Plan.

  c. Total Number of Shares Offered in the Rights Offering

     * Original EC Plan: 13,500,000
     * First Amended EC Plan: 18,500,000

  d. Total Number of Shares Offered to General Unsecured
     Creditors

     * Original EC Plan: 6,750,000
     * First Amended EC Plan: 12,210,000

  e. Total Number of Shares Offered to Equity Stock Interests

     * Original EC Plan: 6,750,000
     * First Amended EC Plan: 6,290,000

  f. Plan Equity Value

     * Original EC Plan: $19.73 per share
     * First Amended EC Plan: $18.65 per share

  g. Estimated Recovery to General Unsecured Creditors

     * Original EC Plan: 100% of claim
     * First Amended EC Plan: 100% of claim

  h. Estimated Recovery to Equity Stock Interests

     * Original EC Plan: $2.58 per share
     * First Amended EC Plan: $2.40 per share

Blackline versions of the Equity Committee First Amended Plan
Disclosure Statement is available for free at:

            http://bankrupt.com/misc/TrnxECPlan1.pdf
            http://bankrupt.com/misc/TrnxECDS1.pdf

On September 22, 2010, the Equity Committee submitted their
Second Amended Plan and Disclosure Statement, which include an
explanation by the Equity Committee on why equity interest
holders should not vote in favor of the Debtors' Chapter 11 Plan
of Reorganization.  The Equity Committee's Second Amended Plan
also mentions what will happen to the Debtors' equity interests
in the Tiwest Joint Venture.

Pursuant to the Equity Committee Second Amended Plan, if it is
approved, the Equity Committee together with the Debtors will
sell the Tiwest Interests for $260,000,000 plus $50,000,000 for
maintaining a 50% interest.

Blackline versions of the Second Amended Equity Committee Plan
and Disclosure Statement are available for free at:

            http://bankrupt.com/misc/TrnxECPlan2.pdf
            http://bankrupt.com/misc/TrnxECDS2.pdf

                  Objections to Plan Outline

The Debtors, the Official Committee of Unsecured Creditors and
the ad hoc committee of noteholders of senior unsecured notes due
December 2012 issued by Tronox Worldwide LLC and Tronox Finance
Corp. object to the approval of the Disclosure Statement
explaining the Official Committee of Equity Security Holders of
Tronox, Inc.'s Chapter 11 Plan of Reorganization.

A. Debtors

On behalf of the Debtors, Richard M. Cieri, Esq., at Kirkland &
Ellis LLP, in New York, contends that the Court should not
approve the Equity Committee's Disclosure Statement or authorize
a solicitation and rights offering process that will compete with
and distract from the prosecution of the Debtors' own proposed
Chapter 11 Plan of Reorganization.

"Following months of extensive, protracted and, ultimately
constructive settlement negotiations, Tronox is ready to solicit
votes on its proposed Plan, which maximizes recoveries to its
creditors, fairly allocates value among them and contemplates the
timely realization of that value," Mr. Cieri says.

The Debtors' Plan enjoys the support of the vast majority of its
creditors, including legacy tort and environmental creditors, who
have made significant concessions to settle their claims and
facilitate the "good company/bad company" structure on which the
Plan is premised, and which allows for the creation of a viable
and financeable Reorganized Tronox, Mr. Cieri further asserts.

The Equity Committee, on the other hand, seeks approval of a
disclosure statement and authorization to solicit votes on the
Equity Committee Plan, which is unconfirmable based on the
reality of the Chapter 11 cases, Mr. Cieri argues.  He explains
that for instance, without the support of the Debtors' legacy
creditors, the Equity Committee cannot meet its statutory burden
of proving that all senior creditor classes will receive par-
plus-accrued recoveries.

Mr. Cieri also argues that even if the Equity Committee could pay
the legacy creditors in full in cash and provide other unsecured
creditors with a "par-plus-accrued" recovery -- which the EC Plan
does not do because such unsecured creditors need to come "out of
pocket" to participate in a rights offering to recover in full,
the Bankruptcy Code does not permit a plan proponent to force a
party to discharge obligations that are otherwise non-
dischargeable.

The Equity Committee just assumes it can substitute itself as the
proponent of the Debtors' Plan, take advantage of the hard-fought
negotiations that led to the global creditor settlement embodied
therein and redirect value towards its constituents without
upsetting the apple cart, Mr. Cieri tells the Court.

"These assumptions are wrong and a dueling plan process with one
confirmable plan and one unconfirmable plan should not move
forward, as it risks not only upsetting the apple cart but
turning the apple cart upside down," Mr. Cieri says.

Mr. Cieri points out that the Equity Committee's desire to devote
estate resources to a complicated and confusing competing Chapter
11 Plan process is purely tactical because the process is in no
way compelled by the law or justified by the present facts.

A dual plan process is wasteful and likely to create more
problems than it solves, Mr. Cieri says.  Accordingly, the
Debtors ask the Court to exercise its powers under Section
105(d)(2)(iv) of the Bankruptcy Code to delay solicitation of
votes on the Equity Committee's Plan while they first pursues
confirmation of the Debtors' Plan.

There is no resulting harm to the Equity Committee -- it will
retain all of the due process and procedural protections
available to it under the Bankruptcy Code and in connection with
its status as an official committee in the Chapter 11 cases, Mr.
Cieri contends.

B. Creditors' Committee

On behalf of the Creditors' Committee, Alan W. Kornberg, Esq., at
Paul Weiss Rifkind Wharton & Garrison LLP, in New York, complains
that while the Equity Committee Disclosure Statement suffers from
many deficiencies, above all it impermissibly solicits acceptances
of a patently unconfirmable Chapter 11 plan that does not comply
with the "absolute priority rule" of Section 1129(b)(2)(B)(ii) of
the Bankruptcy Code by providing equity holders with meaningful
value under the Equity Committee Proposed Plan while failing to
pay in full general unsecured creditors.

The absolute priority rule prohibits holders of equity interests
in these cases from receiving any recovery prior to general
unsecured creditors being paid in full and yet that is exactly
what the Equity Committee Proposed Plan would accomplish.

On its face, the Equity Committee Plan fails to pay in full the
general unsecured creditors whose claims are classified in
Classes 4, 5 and 6, Mr. Kornberg notes.

The Debtors' liabilities, considering the sum total of
governmental and non-governmental environmental claims and other
tort claims, indisputably exceed its total enterprise value --
regardless of whether compared against the Debtors' valuation of
the company or the Equity Committee's valuation -- by potentially
billions of dollars, Mr. Kornberg further notes.

For these reasons, Mr. Kornberg contends that without the consent
of all creditor constituencies, there simply is not enough value
available to make a distribution to interest holders.

The unsecured creditor constituencies in these cases and the
Debtors have worked tirelessly over the last several months to
structure settlements amongst themselves to avoid costly
litigation which surely would have placed the Debtors'
reorganization in peril and jeopardized any meaningful and timely
recovery to creditors, Mr. Kornberg points out.

These Settlement Agreements, which are premised upon the
valuation contained in an amended version of the Debtors' Chapter
11 Plan, will resolve a significant amount of the claims asserted
against Tronox, and are based in large part upon recoveries
arising from the Anadarko Litigation, which may not result in a
100% return to those classes of creditors.

The Settlement Agreements only exist because of the insolvency of
the Debtors' estates, Mr. Kornberg says.  He adds that there is
not value enough available for creditors to receive a 100%
recovery, and creditors have worked together to fairly divide up
what available value there is.

Mr. Kornberg argues that the Equity Committee co-opted the
Settlement Agreements in the Equity Committee Plan despite
representatives of Classes 4, 5 and 6 having never agreed to
abide by the Settlement Agreements in the context of a plan of
reorganization that redirects allegedly available value arising
from creditors to interest holders.

Against this backdrop, Mr. Kornberg asserts that only the
Debtors' Amended Plan should go forward.  However, he says that
if the Equity Committee can prevail upon the court at
confirmation of the Debtors' Plan that there is value enough for
equity holders, that plan can be modified to account for the
Court's ruling.

Furthermore, Mr. Kornberg asserts that the Equity Committee
Disclosure Statement and Plan does not have "adequate
information" upon which creditors can make an informed decision
because it fails to provide, among other things, information:

  -- regarding proposed exit financing;

  -- on the proposed sale of Tronox's interests in the Tiwest
     Joint Venture;

  -- regarding a proposed convenience class;

  -- regarding the proposed Class 7 treatment;

  -- regarding the eligibility of certain interest holders to
     participate in the Rights Offering;

  -- regarding Class 8;

  -- regarding the ongoing securities litigation; and

  -- information regarding the approval process for creation of
     the Management Equity Incentive Plan.

For these reasons, the Creditors' Committee asks the Court not to
approve the Equity Committee's Disclosure Statement.

The Ad Hoc Committee's objections were joinders of the Debtors'
and the Creditors' Committee's objections.

The EC Disclosure Statement was previously opposed to by:

  -- LaGrange Capital Partners LP and LaGrange Capital Partners
     Offshore Fund, Ltd., also known as the Lead Plaintiffs;

  -- Rehabilitation Institute of Chicago and New Water Park LLC,
     also known as the Streetville Claimants;

  -- National Coating Corporation;

  -- Exxaro Australia Sands Pty Ltd., Exxaro Namakwa Sands, a
     division of Exxaro TSA Sands (Pty) Ltd., and Yalgoo
     Minerals Pty Ltd., an affiliate of Exxaro; and

  -- The Landwell Company LP and Basic Management, Inc.

                   Equity Committee Responds

In response to objections against the Equity Committee Plan and
Disclosure Statement, the Equity Committee asserts that its
confirmable, complies with the absolute priority rule, supports
and promotes creditor choice, and should be approved and its
solicitation should go forward.

With regard to the Equity Committee Disclosure Statement, Craig
A. Barbarosh, Esq., at Pillsbury Winthrop Shaw Pittman LLP, in
New York, points out that the vast majority of the objections
that the Equity Committee received simply reiterate objections
that the parties had filed to the Debtors' Disclosure Statement.

Mr. Barbarosh notes that the Debtors recently filed an amended
Disclosure Statement that may address or resolve those
Objections.  However, he says that the Equity Committee has not
had an opportunity to review the Debtors' amended Disclosure
Statement.

"To the extent that the [Equity Committee Disclosure Statement]
has adopted, or incorporated by reference, a disclosure of the
Debtors that is subject to a pending objection, or has been
resolved by consent, the Equity Committee will resolve such
objections in the manner agreed to and/or ordered by the
Bankruptcy Court, the Debtors and the particular objecting party,
so long as such resolution does not prejudice the Equity
Committee,"

There were three objections filed by the Debtors, the Creditors'
Committee and Exxaro Australia Sands Pty Ltd., that objected to
particular items unique to the Equity Disclosure Statement.

A chart summarizing each of the objections, together with the
Equity Committee's proposed resolution is available for free at:

         http://bankrupt.com/misc/TrnxECRply2DSobj.pdf

Mr. Barbarosh also tells the Court that the Equity Committee has
filed amendments to the Equity Committee Plan and Disclosure
Statement.

                       About Tronox Inc.

Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates
filed for Chapter 11 protection on January 13, 2009 (Bankr.
S.D.N.Y. Case No. 09-10156).  The case is before Hon. Allan L.
Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and
Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York,
represent the Debtors.  The Debtors also tapped Togut, Segal &
Segal LLP as conflicts counsel; Rothschild Inc. as investment
bankers; Alvarez & Marsal North America LLC, as restructuring
consultants; and Kurtzman Carson Consultants serves as notice and
claims agent.

An official committee of unsecured creditors and an official
committee of equity security holders have been appointed in the
cases.  The Creditors Committee has retained Paul, Weiss, Rifkind,
Wharton & Garrison LLP as counsel.

Until September 30, 2008, Tronox Inc. was publicly traded on the
New York Stock Exchange under the symbols TRX and TRX.B.  Since
then, Tronox Inc. has traded on the Over the Counter Bulletin
Board under the symbols TROX.A.PK and TROX.B.PK.  As of
December 31, 2008, Tronox Inc. had 19,107,367 outstanding shares
of class A common stock and 22,889,431 outstanding shares of class
B common stock.

Bankruptcy Creditors' Service, Inc., publishes Tronox Bankruptcy
News.  The newsletter tracks the Chapter 11 proceeding undertaken
by Tronox Inc. and its 14 affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


TRONOX INC: Proposes Goldman Sachs Replacement Facility
-------------------------------------------------------
Tronox Inc. and its units ask the U.S. Bankruptcy Court for
authority to enter into a certain facility syndication engagement
letter dated as of September 27, 2010, with Goldman Sachs Lending
Partners LLC.  The Debtors also seek the Court's authority to pay
GS Lending Partners certain arrangement, syndication and agency
fees, and certain transaction expenses, in connection with the
syndication agreement.

Richard M. Cieri, Esq., at Kirkland & Ellis LLP, in New York,
relates that the Debtors seek to enter into the Agreement to
permit GS Lending Partners to syndicate a replacement debtor-in-
possession and exit financing facility, that will (a) refinance
all outstanding indebtedness under the Debtors' existing
$425,000,000 DIP and Exit Financing Facility on improved terms
and (b) provide the Debtors with the option to increase its exit
financing as contemplated by its proposed Chapter 11 Plan of
Reorganization.

As previously reported, the Existing Facility was initially
approved in December 2009 when the Debtors entered into the
original plan support and equity commitment agreements that
established a framework for settling the Debtors' legacy
environmental and other liabilities through a combination of debt
and equity financing.

Mr. Cieri notes that at that time, the Existing Facility provided
the Debtors with committed exit financing expected to be
sufficient to meet the Debtors' settlement obligations under the
December 2009 proposal.

On September 17, 2010, however, the Court approved the Debtors'
entry into the current plan support and equity commitment
agreements, which set forth the terms of the Debtors' amended
Plan and provide for significant incremental cash payments to be
made to the Debtors' legacy environmental and tort creditors.

"To fund these cash payments, the Plan requires that Tronox
increase its debt financing by approximately $90 million," Mr.
Cieri tells the Court.

To access the additional financing necessary to support its Plan,
and to take advantage of improved market conditions that could
result in significant savings to the Chapter 11 estates, the
Debtors seek to engage GS Lending Partners to provide certain
services in connection with syndicating the New Facility.

Pursuant to the Engagement Letter, GS Lending Partners will act
as sole lead arranger, sole bookrunner, sole syndication agent
and administrative agent for the syndicate of lenders under the
New Facility, in exchange for which the Debtors have agreed to
pay these fees and expenses:

  * a $10,625,000 arrangement and syndication fee payable at the
    closing of the New Facility;

  * an annual agency fee equal to $250,000, payable in the first
    instance in advance of the closing date of the New Facility
    and then on each anniversary thereof for so long as any
    loans under the New Facility are outstanding or any lenders
    that will participate in the New Facility has a commitment
    outstanding under the New Facility; and

  * any documented, actual and reasonable expenses, including
    the reasonable documented fees, expenses and disbursements
    of the attorneys and advisors to GS Lending Partners, plus
    any sales, uses or similar taxes arising in connection with
    any matter enumerated in the Engagement Letter.

A full-text copy of the Engagement Letter is available for free
at http://bankrupt.com/misc/TrnxGSLttr.pdf

The Court will convene a hearing on September 29, 2010, at
2:30 p.m. (ET) pursuant to a request from the Debtors to shorten
the notice period for hearing.  Parties-in-interest are allowed to
raise objections at the hearing, including orally.

                       About Tronox Inc.

Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates
filed for Chapter 11 protection on January 13, 2009 (Bankr.
S.D.N.Y. Case No. 09-10156).  The case is before Hon. Allan L.
Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and
Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York,
represent the Debtors.  The Debtors also tapped Togut, Segal &
Segal LLP as conflicts counsel; Rothschild Inc. as investment
bankers; Alvarez & Marsal North America LLC, as restructuring
consultants; and Kurtzman Carson Consultants serves as notice and
claims agent.

An official committee of unsecured creditors and an official
committee of equity security holders have been appointed in the
cases.  The Creditors Committee has retained Paul, Weiss, Rifkind,
Wharton & Garrison LLP as counsel.

Until September 30, 2008, Tronox Inc. was publicly traded on the
New York Stock Exchange under the symbols TRX and TRX.B.  Since
then, Tronox Inc. has traded on the Over the Counter Bulletin
Board under the symbols TROX.A.PK and TROX.B.PK.  As of
December 31, 2008, Tronox Inc. had 19,107,367 outstanding shares
of class A common stock and 22,889,431 outstanding shares of class
B common stock.

Bankruptcy Creditors' Service, Inc., publishes Tronox Bankruptcy
News.  The newsletter tracks the Chapter 11 proceeding undertaken
by Tronox Inc. and its 14 affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


TRONOX INC: Wins Approval to Sign Goldman Forbearance Deal
----------------------------------------------------------
Tronox Inc. and its units sought and obtained authority from the
Court to enter into a certain Forbearance Agreement and Amendment
to Credit Agreement and related Expense Reimbursement Letter
Agreement with Goldman Sachs Lending Partners LLC and certain
other lenders.

Richard M. Cieri, Esq., at Kirkland & Ellis LLP, in New York,
relates that the Debtors' Replacement DIP Facility provides for a
flexible Maturity Date that contemplates two potential three-
month Facility Extension Options.  He notes that the Debtors
previously exercised the first Facility Extension Option, and as
a result, unless the second Facility Extension Option is
exercised, the Replacement DIP Facility will mature on
September 23, 2010.

Mr. Cieri relates that the Debtors currently desire to exercise
the second Facility Extension Option to extend the Maturity Date
to December 24, 2010, but cannot do so due to certain Events of
Default under the Replacement DIP Agreement relating, among other
things, the termination of the Debtors' December 2009 plan
support agreement, which expired on June 30, 2010 pursuant to its
terms, and the Debtors' failure to pursue the original Plan of
Reorganization.

The Forbearance Agreement would enable the Debtors to exercise
the second Facility Extension Option, Mr. Cieri says.

In addition to enabling the Debtors to exercise the second
Facility Extension Option, the Forbearance Agreement provides for
the Agent and Lenders to forbear from exercising certain default-
related rights and remedies with respect to the Specified
Defaults during the Forbearance Period, which expires no later
than October 29, 2010, Mr. Cieri further relates.

The Forbearance Agreement makes clear that the Agent and Lenders
are not waiving any of the Specified Defaults, and except as
otherwise provided in the Forbearance Agreement, they expressly
reserve their default-related rights and remedies.

Mr. Cieri adds that the Forbearance Agreement also amends the
Replacement DIP Agreement to extend certain milestones related to
the Debtors' restructuring that will harmonize the deadlines
contained in the Replacement DIP Agreement with those in the
Debtors' recently approved equity commitment agreement.

In exercising the second Facility Extension Option, the Debtors
are required to pay the Lenders a 0.5% Extension Fee previously
approved by the Court in the final order approving the
Replacement DIP Agreement.

                       About Tronox Inc.

Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates
filed for Chapter 11 protection on January 13, 2009 (Bankr.
S.D.N.Y. Case No. 09-10156).  The case is before Hon. Allan L.
Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and
Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York,
represent the Debtors.  The Debtors also tapped Togut, Segal &
Segal LLP as conflicts counsel; Rothschild Inc. as investment
bankers; Alvarez & Marsal North America LLC, as restructuring
consultants; and Kurtzman Carson Consultants serves as notice and
claims agent.

An official committee of unsecured creditors and an official
committee of equity security holders have been appointed in the
cases.  The Creditors Committee has retained Paul, Weiss, Rifkind,
Wharton & Garrison LLP as counsel.

Until September 30, 2008, Tronox Inc. was publicly traded on the
New York Stock Exchange under the symbols TRX and TRX.B.  Since
then, Tronox Inc. has traded on the Over the Counter Bulletin
Board under the symbols TROX.A.PK and TROX.B.PK.  As of
December 31, 2008, Tronox Inc. had 19,107,367 outstanding shares
of class A common stock and 22,889,431 outstanding shares of class
B common stock.

Bankruptcy Creditors' Service, Inc., publishes Tronox Bankruptcy
News.  The newsletter tracks the Chapter 11 proceeding undertaken
by Tronox Inc. and its 14 affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


UCI INTERNATIONAL: Inks $500 Million Credit Deal With BofA et al.
-----------------------------------------------------------------
UCI International Inc., UCI Acquisition Holdings Inc., a wholly-
owned subsidiary of the Company, and United Components Inc., a
wholly-owned subsidiary of Holdings entered on Sept. 23, 2010,
into a Credit Agreement, between UCI, as borrower, the Company and
Holdings, as guarantors, Bank of America, N.A., as administrative
agent, Banc of America Securities LLC and Deutsche Bank Securities
Inc., as joint lead arrangers and joint bookrunners, Deutsche Bank
Securities Inc., as syndication agent and General Electric Capital
Corporation and Keybank, N.A., as co-documentation agents.

The Credit Agreement provides for borrowings of up to $500
million, which consists of a term loan facility in an aggregate
principal amount of $425 million, which was fully funded on the
date of the Credit Agreement, and a revolving credit facility in
an aggregate principal amount of $75 million, none of which was
drawn on the date of the Credit Agreement.  The total amount of
the $75 million revolving credit facility available for borrowing
at Sept. 23, 2010 was approximately $23.1 million due to certain
restrictions under the Company's floating rate senior PIK notes.
The maturity date for the:

   i) term loan facility is 6.5 years from the date of the Credit
      Agreement and

  ii) revolving credit facility is 5 years from the date of the
      Credit Agreement.

The interest rates payable under the Credit Agreement will depend
on the type of loan plus an applicable margin.  The initial
applicable margin of any Eurodollar Rate Loans made under the
Credit Agreement equals 4.50% and the initial applicable margin
for any Base Rate Loans made under the Credit Agreement equals
3.50% with step downs of 0.50% for every fiscal quarter after the
first full fiscal quarter ending after the closing date for which
the total leverage ratio is equal to or less than 3.00 to 1.00.  A
commitment fee of 0.75% per annum accrues on unused amounts of the
commitments under the revolving credit facility with step downs to
0.50% for every fiscal quarter after the first full fiscal quarter
ending after the closing date for which the total leverage ratio
is equal to or less than 3.00 to 1.00.

The Credit Agreement contains customary representations and
warranties and covenants, including, without limitation, the
following covenants: maintenance of a maximum total leverage
ratio, maintenance of minimum interest coverage ratio and maximum
capital expenditures covenant.

The Credit Agreement also includes customary events of default, in
certain cases subject to reasonable and customary periods to cure,
including but not limited to: failure to make payments when due,
breach of covenants, breach of representations and warranties,
insolvency proceedings, certain judgments and attachments and any
change of control.  The occurrence of an event of default may
result in the termination of the Credit Agreement, accelerate
UCI's repayment obligations and allow the loan parties to exercise
all rights and remedies available to them with respect to the
collateral.  Certain defaults under the financial maintenance
covenants may be cured by equity contributions to UCI, subject to
customary limitations on the amount of equity contributions, the
use of proceeds thereof and the number of times on which the cure
may be utilized.

Pursuant to a guarantee and collateral agreement, dated Sept. 23,
2010, by UCI and the Company, Holdings and the wholly-owned
restricted, material, domestic subsidiaries of UCI, as guarantors
in favor of the administrative agent for the benefit of the
secured parties, all borrowings under the Credit Agreement are
secured by a:

   i) first priority security interest in and mortgages on
      substantially all tangible and intangible assets, and

  ii) first-priority security interest in (A) 100% of the stock of
      Holdings and UCI and 100% of the stock of substantially all
      of UCI's present and future direct and indirect restricted
      domestic subsidiaries, (B) 100% of the non-voting stock of
      substantially all of UCI's first-tier present and future
      foreign subsidiaries and (C) 65% of the voting stock of
      substantially all of UCI's first-tier present and future
      foreign subsidiaries and CFC Holdcos.

A full-text copy of the Credit Agreement is available for free
at http://ResearchArchives.com/t/s?6bcc

A full-text copy of the Guarantee and Collateral Agreement is
available for free at http://ResearchArchives.com/t/s?6bcd

UCI, headquartered in Evansville, Indiana, is one of the larger
and more diversified companies primarily servicing the vehicle
aftermarket.  The company supplies a broad range of filtration
products, fuel products, cooling systems, and engine management
systems.  While approximately 88% of revenues are automotive
related, UCI also services customers within the trucking, marine,
mining, construction, agricultural, and industrial vehicle
markets.  Annual revenues in 2009 were approximately $885 million.
UCI is a portfolio company of the Carlyle Group.

                           *     *     *

Moody's Investors Service placed the ratings of UCI International,
Inc. -- Caa1 Corporate Family and Probability of Default -- under
review for upgrade.  This action follows the announcement of a
proposed refinancing of much of its existing debt.  UCI is the
ultimate parent of United Components, Inc. In a related action,
Moody's assigned ratings on the announced new bank credit
facilities at United Components, Ba3.  The new bank credit
facilities consist of a $75 million senior secured revolving
credit facility and a $425 million senior secured term loan
facility.  The proceeds of the term loan will be used to refinance
United Components' existing senior secured term loan due 2012 and
senior subordinated notes due 2013.


ULTIMATE ESCAPES: Removes CEO Tousignant for 'Cause'
----------------------------------------------------
Ultimate Escapes Inc. said in a regulatory filing that on
September 23, its Board of Directors removed James M. Tousignant
as President and Chief Executive Officer of the Company, and
terminated Mr. Tousignant's employment with the Company, for
"cause".  At this time, Mr. Tousignant continues to serve as a
member of the Board.  The Board has not appointed a replacement
President or Chief Executive Officer at this time.

The Board has, however, expanded the authority of Sheon Karol, a
partner at CRG Partners Group, LLC, who had previously been
appointed to serve as Chief Restructuring Officer of the Company's
subsidiary Ultimate Escapes Holdings, LLC, such that Mr. Karol is
now also responsible for the oversight and direction of the day to
day operations of the Company.

Mr. Karol, 53, has been a partner at CRG, a national turnaround
consulting firm, since April 2009.  From March 2007 to March 2009,
he was a Managing Director with Mesirow Financial Consulting, a
turnaround consulting firm.  From February 2002 to March 2007, he
was a Managing Director with XRoads Solutions Group, a turnaround
consulting firm.  Prior to that, Mr. Karol served as Senior Vice
President-General Counsel of Lechters, Inc., a specialty retailer,
since May 1999.

                      About Ultimate Escapes

Ultimate Escapes, Inc. -- http://www.ultimateescapes.com/-- 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.

Kissimmee, Florida-based Ultimate Escapes Holdings, LLC, filed for
Chapter 11 bankruptcy protection on September 20, 2010 (Bankr. D.
Del. Case No. 10-12915).  Affiliates 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, et al., filed
separate Chapter 11 petitions.

Scott D. Cousins, Esq., at Greenberg Traurig LLP, serves as the
Debtors' bankruptcy counsel.  CRG Partners Group LLC is the
Debtors' restructuring adviser.  Ultimate Escapes Holdings
estimated assets at $10 million to $50 million and debts at $100
million to $500 million as of the Petition Date.  The Company's
consolidated balance sheet at June 30, 2010, showed $188.7 million
in total assets, $222.0 million in total liabilities, and a
stockholders' deficit of $33.3 million, according to recent
filings with the Securities and Exchange Commission.


URBAN BRANDS: DIP Financing, Cash Collateral Use Get Interim OK
---------------------------------------------------------------
Urban Brands, Inc., et al., sought and obtained interim
authorization from the Hon. Kevin J. Carey of the U.S. Bankruptcy
Court for the District of Delaware to obtain postpetition secured
financing from Bank of America, N.A., and to use cash collateral.

The DIP lenders have committed to provide up to $6 million under a
revolving credit.  During the term of the DIP loan agreement, the
DIP Lender will make revolving advances in accordance with the DIP
loan agreement.  A copy of the DIP financing agreement is
available for free at:

   http://bankrupt.com/misc/URBAN_BRANDS_dipfinancingpact.pdf
   http://bankrupt.com/misc/URBAN_BRANDS_dipfinancingpact2.pdf

Mark D. Collins, Esq., at Richards, Layton & Finger, P.A.,
explained that the Debtors need the money to fund their Chapter 11
case, pay suppliers and other parties.

The DIP facility will expire and become immediately due and
payable on the 25th day following the execution of the DIP loan
agreement, unless the final DIP court order has been entered by
that date, or on October 29, 2010.

Each revolving credit loan will bear interest at a rate per annum
equal to the DIP Lender's prime rate plus 7%.

The DIP Lender will be granted priming first-priority, continuing,
valid, binding, enforceable, non-avoidable and automatically
perfected postpetition security interests and liens senior and
superior in priority to all other secured and unsecured creditors
of the Debtors' estates.

The Debtors will pay the DIP Lender a commitment fee of $60,000.
On the first day of each month during the term of the DIP loan
agreement, an unused line fee in an amount equal to 0.5% per annum
of the average difference, during the month just ended between the
revolving credit ceiling and the aggregate of the unpaid principal
balance of the loan account and the undrawn stated amount of L/C's
outstanding during the relevant period during the immediately
preceding month.  The Debtors must also pay a closing commitment
fee of $60,000 upon the entry of a sale order.  For the L/C's, the
fees are: (i) with respect to Standby L/C: at a rate per annum
equal to 5.00% per annum of the weighted average stated amount of
Standby L/Cs outstanding during the period and with respect of
which the fee is being paid; and (ii) with respect to Documentary
L/Cs" at a rate per annum equal to 5.00% per annum of the weighted
average stated amount of Documentary L/Cs outstanding during the
period and with respect of which the fee is being paid; and (iii)
provided, during the existence of any event of default, the fees
will be increased by 2% per annum.

The Debtors will grant the prepetition lender the prepetition
replacement liens, the prepetition superpriority claim, the
adequate protection payments and the prepetition indemnity account
as adequate protection for any decrease in the value of the
prepetition collateral on account of the granting of the DIP liens
to the DIP Lender, subordinating the prepetition liens to the
Carve-Out, the Debtors' use of the prepetition collateral,
including cash collateral, or the imposition of the automatic
stay.

The Court has set a final hearing for October 13, 2010, at 10:00
a.m. (ET) on the Debtors' request to obtain DIP financing and use
cash collateral.

The DIP Lender is represented by Donald E. Rothman, Esq. --
drothman@riemerlaw.com -- at Riemer & Braunstein LLP.

                         About Urban Brands

Urban Brands, Inc., operates as a women's specialty retailer.  Its
products include tops, such as knit tops, shirts and blouses, and
tanks and camis; bottoms, which include shorts and capris, skirts,
and pants; sweaters; and denim apparel, including denim jeans,
skirts, denim sets, and jackets.  The company also provides
dresses, career and related separates, jackets, intimates,
hosiery, swimwear, activewear, linen wear, extended sizes, bras
and panties, maxi dresses, ruffles, tunics, and accessories.

Urban Brands Inc. sought bankruptcy protection under Chapter 11
(Bankr. D. Del. Case No. 10-13005) on September 21, 2010.  The
Company estimated assets of $10 million to $50 million and debts
of $100 million to $500 million in its Chapter 11 petition.

Chun I Jang, Esq., Mark D. Collins, Esq., and Paul N. Heath, Esq.,
at Richards, Layton Finger, P.A., in Wilmington, Delaware, serve
as counsel to the Debtors.  BMC Group, Inc., is the claims and
notice agent.


VALLEY FORGE: Earns $234,500 in June 30 Quarter
-----------------------------------------------
Valley Forge Composite Technologies, Inc., filed its quarterly
report on Form 10-Q, reporting net income of $234,524 on
$3.64 million of revenue for the three months ended June 30, 2010,
compared with a net loss of $607,596 on $315,000 of revenue for
the same period a year ago.

To date, no revenues have been attributable to sales from ODIN or
THOR LVX.  All sales for the three months ended June 30, 2010,
have been for aerospace products.

The Company has an accumulated deficit of $8.57 million at
June 30, 2010, cash used in operations during the six month period
ended June 30, 2010, of $180,191.

Management intends to finance its 2010 operations primarily with
the revenue from product sales.

The Company's balance sheet as of June 30, 2010, showed
$3.34 million in total assets, $2.96 million in total liabilities,
and stockholders' equity of $377,822.

As reported in the Troubled Company Report on April 22, 2010, R.R.
Hawkins & Associates International, PSC, in Los Angeles,
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 net
losses since inception.

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

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

                        About Valley Forge

Covington, Ky.-based Valley Forge Composite Technologies, Inc.,
(OTC Bulletin Board: VLYF - News) -- http://www.vlyf.com/--
develops, manufactures and distributes next-generation detection
systems. Its THOR LVX(TN) system is designed to detect nuclear
material, explosives, narcotics and other contraband hidden in
cargo containers and baggage, even through shielding.  The Company
is also marketing the ODIN(TM) personal screening system for use
in airports, high-security buildings and border entry points.


VERMILLION INC: Taps New Vice President of Corporate Strategy
-------------------------------------------------------------
Vermillion, Inc. appointed Ashish Kohli as Vice President of
Corporate Strategy.  In his role, Mr. Kohli will be responsible
for Investor Relations, Corporate Strategy, and Business
Development for Vermillion.

"We are delighted to add a new executive with the skill set and
experience that Ashish has gathered over a successful twelve year
investment career," said Gail S. Page, CEO and Chairperson of the
Board of Directors of Vermillion.  "His business acumen will be
invaluable in helping us execute on our vision to transform
Vermillion into a diversified provider of high-value diagnostic
tests that help physicians diagnose, treat and improve outcomes
for patients."

Mr. Kohli joins Vermillion most recently from Columbia Wanger
Asset Management where he served as a Buy-Side Equity Analyst from
July 2005 to June 2010.  From 2000 through 2005 he worked at
William Blair & Company, the first three years as a Sell-Side
Equity Associate and the last two years as a Sell-Side Equity
Analyst. Previously, he held an Emerging Markets Debt analyst
position at Brinson Partners, Inc.  Mr. Kohli received his Master
of Business Administration from Texas Tech University and his
Bachelor of Science in Computer Engineering and Bachelor of
Science in Biochemistry from McMaster University in Hamilton,
Ontario.

"I am pleased to join Vermillion at such an exciting time in its
life cycle," said Mr. Kohli.  "After emerging from bankruptcy and
initiating its domestic launch of OVA1(TM), the Company is poised
to take advantage of opportunities to grow its revenue both here
in the US and abroad.  I look forward to helping drive these
initiatives through the international launch of OVA1 and other
potential business development opportunities."

                        About Vermillion

Vermillion, Inc. -- http://www.vermillion.com/-- is dedicated to
the discovery, development and commercialization of novel high-
value diagnostic tests that help physicians diagnose, treat and
improve outcomes for patients.  Vermillion, along with its
prestigious scientific collaborators, has diagnostic programs in
oncology, hematology, cardiology and women's health.  Vermillion
is based in Fremont, California.

The Company filed for Chapter 11 on March 30, 2009 (Bankr. D. Del.
Case No. 09-11091).  Vermillion's legal advisor in connection with
its successful reorganization efforts is Paul, Hastings, Janofsky
& Walker LLP.  At September 30, 2008, the Debtor had $7,150,000 in
total assets and $32,015,000 in total liabilities.

In January 2010, Vermillion successfully emerged from protection
with all creditors receiving 100 percent of allowed claims and
with the common stock being fully restated.


VISTEON CORP: Settles All Outstanding Issues with Ford
------------------------------------------------------
Steven Church, writing for Bloomberg News, reports that Visteon
Corp. won court approval to settle a dispute with Ford Motor Co.
over Ford's claim that Visteon owed it $160 million.  Mr. Church
reports U.S. Bankruptcy Judge Christopher S. Sontchi in
Wilmington, Delaware, approved the deal September 30.  Ford will
drop its claim and instead pay the company $29 million, James
Mazza, a Visteon attorney, said in court.

Mr. Church further reports Mr. Mazza said in an interview after
the hearing the approval of the Ford deal was the last Visteon
needed to exit bankruptcy.  Visteon expects to exit bankruptcy by
Oct. 1.

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reported that Visteon is cleaning up details to allow for
implementing the Chapter 11 plan on Oct. 1.  Visteon reached
settlement with former parent Ford on a variety of issues.  Among
them, Ford commits to purchasing $600 million in parts for models
launching through 2013.  Each side will drop claims against the
other.  Ford will withdraw $163 million in claims while
terminating Visteon's obligation for $105 million in pension
expenses.  Ford will reimburse Visteon for $29 million for
restructuring activities around the world.

Meanwhile, Visteon, according to Mr. Rochelle, said in a court
filing that the final five members of the new nine-member board of
directors haven't been officially selected.  Visteon wants the
bankruptcy judge to rule that the appointments need not be final
before the plan is implemented.

                        About Visteon Corp

Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is an automotive supplier
that designs, engineers and manufactures innovative climate,
interior, electronic and lighting products for automakers.  The
Company has corporate offices in Van Buren Township, Michigan
(U.S.); Shanghai, China; and Kerpen, Germany.  It has facilities
in 27 countries and employs roughly 35,500 people.  The Company
disclosed assets of US$4,561,000,000 and debts of US$5,311,000,000
as of March 31, 2009.

Visteon Corporation and 30 of its affiliates filed for Chapter 11
protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786
through 09-11818).  Judge Christopher S. Sontchi oversees the
Chapter 11 cases.  James H.M. Sprayregen, Esq., Marc Kieselstein,
Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, represent the Debtors in their restructuring
effort.  Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy
P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors'
local counsel.  The Debtors' investment banker and financial
advisor is Rothschild Inc.  The Debtors' notice, claims, and
solicitation agent is Kurtzman Carson Consultants LLC.  The
Debtors' restructuring advisor is Alvarez & Marsal North America,
LLC.

Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware entered an order on August 31, 2010,
confirming the Fifth Amended Plan of Reorganization of Visteon
Corporation and its debtor affiliates.  Visteon expects to emerge
from Chapter 11 upon completion of necessary closing conditions,
which the Company expects to occur by October 1.


WASHINGTON MUTUAL: Committee Files Avoidance Suits vs. 27 Officers
------------------------------------------------------------------
The Official Committee of Unsecured Creditors in Washington Mutual
Inc.'s cases initiated adversary complaints on September 24, 2010,
against 27 former officers of the Debtors to (i) avoid purported
obligations and (ii) avoid and recover a preferential transfer of
property.  The named defendants are:

* James Corcoran
* Anthony Bozzuti
* Edward F. Bach
* Rachel M. Mileur
* Henry J. Berens
* Amy Driver Anderson
* Matthew Wajner
* Gregory H. Wood
* Peter Gerrald
* Keith O. Fukui
* Steven Heruty
* William K. Glasby
* Michael R. Zarro
* David M. Schwartz
* Nirmal Baird
* Peter Heller
* Chandan Sharma
* Jianguo Zhong
* Alexander Sasha Kipkalov
* Stephen E. Whittaker
* Joni Wyckoff
* Marc Malone
* Robert C. Hill
* Thomas E. Morgan
* Howard Mathews
* John M. Browning
* Richard Blunck

Before the Petition Date, the Officers were employed by one or
more of the Debtors or the Debtors' subsidiaries.

On or within 90 days before the Petition Date, one or more of the
Debtors transferred an interest in the Debtors' property totaling
$2,211,210, consisting of the payment to or for the benefit of
Mr. Corcoran on July 17, 2008, the Creditors' Committee alleges.
The Transfer was made in connection with an employment agreement
between Mr. Corcoran and one or more of the Debtors or the
Debtors' subsidiaries.

James C. Carignan, Esq., at Pepper Hamilton LLP, in Wilmington,
Delaware, asserts that the Transfer was a transfer of property,
or an interest in property, of one or more of the Debtors.  At
the time of the Transfer, Mr. Carignan was an insider of one or
more of the Debtors, within the meaning of Section 101(31)(B) of
the Bankruptcy Code, Mr. Carignan points out.  Although the
Debtors deny that they were indebted to Mr. Carignan, if and to
the extent that the Court rules otherwise, Mr. Corcoran was a
creditor of one or more of the Debtors at the time of the
Transfer. Mr. Carignan argues.  If so, at the time of the
Transfer, the Transfer was made to a creditor, for or on account
of an antecedent debt owed by one or more of the Debtors or the
Debtors' subsidiaries before the Transfer was made, Mr. Carignan
insists.

Mr. Carignan further contends that the Transfer enabled Mr.
Corcoran to receive more than he would have received if: (a) the
Debtors' Chapter 11 cases were cases under Chapter 7 of the
Bankruptcy Code; (b) the Transfer had not been made; and (c) Mr.
Corcoran had received payment of the debt owed to Mr. Corcoran to
the extent provided by Section 547(b)(5) of the Bankruptcy Code.
In contrast, the Debtors received no performance of services by
Mr. Corcoran in exchange for that payment, Mr. Carignan points
out.  Mr. Carignan adds that the Debtors received less than a
reasonably equivalent value in exchange for that Transfer.

Moreover, 26 Officers filed proofs of claim, alleging that during
the two-year period before the Petition Date, one or more of the
Debtors or the Debtors' subsidiaries incurred obligations to them.
Specifically, the 26 Officers assert that they entered into
employment agreements with the Debtors or the Debtors'
subsidiaries, whereby the Debtors purportedly agreed to make
payments to the 26 Officers under certain circumstances.  A
schedule of the obligations asserted by the Officers is available
for free at:

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

Mr. Carignan contends that the purported Obligations under the
Agreements are avoidable, because they were incurred for the
benefit of the 26 Officers, who were insiders of the Debtors,
under the Agreements and outside the ordinary course of business
pursuant to Section 548(a)(1)(B)(ii)(IV) of the Bankruptcy Code.

In general, Mr. Carignan asserts that the Transfer and the
Purported Obligations are avoidable to the extent that they were
made (a) at a time when the Debtors were engaged or were about to
engage in a business and transactions for which the remaining
assets of the Debtors were unreasonably small in relation to the
business and transactions; (b) at a time when the Debtors
intended to incur, or believed or should reasonably have believed
that they would incur, debts beyond their ability to pay as they
became due; (c) at a time when the Debtors were insolvent; or (d)
with the result that the Debtors became insolvent as a result of
that Transfer and the Purported Obligations.

Accordingly, the Creditors' Committee asks the Court to enter
judgment:

  (a) with respect to Mr. Corcoran, for avoidance and recovery
      of the Transfer, or its value;

  (b) as to Mr. Corcoran, for disallowance of any claims
      held by Mr. Corcoran pursuant to Section 502(d) of the
      Bankruptcy Code unless the amount of the judgments for
      avoidance of the Transfer are paid to the Creditors'
      Committee;

  (c) as to Mr. Corcoran, for interest on the amount owed by
      him, to the full extent allowed under applicable law
      at the highest legal rate;

  (d) with respect to the remaining Officers, for avoidance of
      the purported Obligations, or their values;

  (e) as to the remaining Officers, for disallowance of any
      claims the remaining Officers may have, pursuant to
      Sections 544, 548 and other applicable law; and

  (f) as to all Officers, for all costs under applicable law.

                      About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- is a holding company for Washington Mutual
Bank as well as numerous non-bank subsidiaries.  The Company
operates in four segments: the Retail Banking Group, which
operates a retail bank network of 2,257 stores in California,
Florida, Texas, New York, Washington, Illinois, Oregon, New
Jersey, Georgia, Arizona, Colorado, Nevada, Utah, Idaho and
Connecticut; the Card Services Group, which operates a nationwide
credit card lending business; the Commercial Group, which conducts
a multi-family and commercial real estate lending business in
selected markets, and the Home Loans Group, which engages in
nationwide single-family residential real estate lending,
servicing and capital markets activities.

Washington Mutual Bank was taken over September 25 by U.S.
government regulators.  The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively).  Wamu owns
100% of the equity in WMI Investment.  Weil Gotshal & Manges
represents the Debtors as counsel.  When WaMu filed for protection
from its creditors, it disclosed assets of $32,896,605,516 and
debts of $8,167,022,695.  WMI Investment estimated assets of
$500,000,000 to $1,000,000,000 with zero debts.

Peter Calamari, Esq., and David Elsberg, Esq., at Quinn Emanuel
Urquhart Oliver & Hedges, LLP, served as legal counsel to WMI with
responsibility for the litigation.  Brian Rosen, Esq., at Weil,
Gotshal & Manges LLP served as legal counsel to WMI with
responsibility for the Chapter 11 case.

Bankruptcy Creditors' Service Inc. publishes Washington Mutual
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Washington Mutual Inc. (http://bankrupt.com/newsstand/or
215/945-7000).


WASHINGTON MUTUAL: Disc. Statement Hearing Continued to Oct. 8
--------------------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware adjourned the hearing to consider the
adequacy of the Disclosure Statement explaining the Fifth Amended
Chapter 11 Plan of Reorganization of Washington Mutual, Inc., and
WMI Investment Corp. to October 8, 2010.

The Disclosure Statement hearing is adjourned to accommodate
ongoing negotiations among parties in the Chapter 11 cases,
according to a September 22, 2010 notice filed with the Court.

The Disclosure Statement hearing has been adjourned many times,
the last being scheduled for September 24.  The previous
adjournment was due to Joshua Hochberg, the Court-appointed
examiner's request for additional time to complete his
investigative report on WaMu Inc.'s bankruptcy.

The Examiner's preliminary report dated September 7, 2010, did not
contain any initial findings on the WaMu investigation, but rather
apprised the Court of the current status of the ongoing
investigation.  The Examiner is tasked to evaluate the overall
reasonableness of the proposed global settlement agreement that
resolves certain disputes among the Debtors, JPMorgan Chase & Co.,
and certain other parties.

WaMu's hotly contested Plan centers on the Global Settlement
Agreement, reached among (i) the Debtors; (ii) JPMorgan Chase
Bank, N.A.; (iii) the Federal Deposit Insurance Corporation, in
its capacity as receiver for Washington Mutual Bank; (iv) the
FDIC, in its corporate capacity; (v) certain noteholders; and
(vi) the Official Committee of Unsecured Creditors for the
resolution of certain disputed accounts, the division of certain
tax refunds and the ownership of certain trust preferred
securities, among other others.

                      About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- is a holding company for Washington Mutual
Bank as well as numerous non-bank subsidiaries.  The Company
operates in four segments: the Retail Banking Group, which
operates a retail bank network of 2,257 stores in California,
Florida, Texas, New York, Washington, Illinois, Oregon, New
Jersey, Georgia, Arizona, Colorado, Nevada, Utah, Idaho and
Connecticut; the Card Services Group, which operates a nationwide
credit card lending business; the Commercial Group, which conducts
a multi-family and commercial real estate lending business in
selected markets, and the Home Loans Group, which engages in
nationwide single-family residential real estate lending,
servicing and capital markets activities.

Washington Mutual Bank was taken over September 25 by U.S.
government regulators.  The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively).  Wamu owns
100% of the equity in WMI Investment.  Weil Gotshal & Manges
represents the Debtors as counsel.  When WaMu filed for protection
from its creditors, it disclosed assets of $32,896,605,516 and
debts of $8,167,022,695.  WMI Investment estimated assets of
$500,000,000 to $1,000,000,000 with zero debts.

Peter Calamari, Esq., and David Elsberg, Esq., at Quinn Emanuel
Urquhart Oliver & Hedges, LLP, served as legal counsel to WMI with
responsibility for the litigation.  Brian Rosen, Esq., at Weil,
Gotshal & Manges LLP served as legal counsel to WMI with
responsibility for the Chapter 11 case.

Bankruptcy Creditors' Service Inc. publishes Washington Mutual
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Washington Mutual Inc. (http://bankrupt.com/newsstand/or
215/945-7000).


WASHINGTON MUTUAL: Insurers Can Pay Fishman's Defense Costs
-----------------------------------------------------------
U.S. Bankruptcy Judge Mary Walrath lifted the automatic stay to
allow third party carriers of the Debtors' director and officer
liability insurance policies to pay outstanding defense costs
incurred by Alan Fishman in connection with the litigation styled
Chew v. Fishman, Case No. 3765 NSC 2008.

Any advancement of defense costs in accordance with the terms
and conditions of the D&O Policies will not be subject to
challenge by the Debtors, their estates, their creditors, the
Official Committee of Unsecured Creditors or other parties-in-
interest to the Chapter 11 cases on any grounds including, but
not limited to, any challenge that any advancement of defense
costs improperly dissipated assets of the Debtors' estates or
were in violation of the automatic stay, Judge Walrath averred.

Judge Walrath also clarified that this order will be deemed to
represent an adjudication of the question of whether the proceeds
of the D&0 Policies are property of the Debtors' estates.

                      About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- is a holding company for Washington Mutual
Bank as well as numerous non-bank subsidiaries.  The Company
operates in four segments: the Retail Banking Group, which
operates a retail bank network of 2,257 stores in California,
Florida, Texas, New York, Washington, Illinois, Oregon, New
Jersey, Georgia, Arizona, Colorado, Nevada, Utah, Idaho and
Connecticut; the Card Services Group, which operates a nationwide
credit card lending business; the Commercial Group, which conducts
a multi-family and commercial real estate lending business in
selected markets, and the Home Loans Group, which engages in
nationwide single-family residential real estate lending,
servicing and capital markets activities.

Washington Mutual Bank was taken over September 25 by U.S.
government regulators.  The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively).  Wamu owns
100% of the equity in WMI Investment.  Weil Gotshal & Manges
represents the Debtors as counsel.  When WaMu filed for protection
from its creditors, it disclosed assets of $32,896,605,516 and
debts of $8,167,022,695.  WMI Investment estimated assets of
$500,000,000 to $1,000,000,000 with zero debts.

Peter Calamari, Esq., and David Elsberg, Esq., at Quinn Emanuel
Urquhart Oliver & Hedges, LLP, served as legal counsel to WMI with
responsibility for the litigation.  Brian Rosen, Esq., at Weil,
Gotshal & Manges LLP served as legal counsel to WMI with
responsibility for the Chapter 11 case.

Bankruptcy Creditors' Service Inc. publishes Washington Mutual
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Washington Mutual Inc. (http://bankrupt.com/newsstand/or
215/945-7000).


ZALE CORPORATION: Incurs $29 Million Net Loss for July 31 Quarter
-----------------------------------------------------------------
Zale Corporation reported its financial results for the fourth
quarter and full year ended July 31, 2010.

The Company's balance sheet at July 31, 2010, showed $1.16 billion
in total assets, $388.31 million in total current liabilities,
$284.68 million in long-term debt, $179.37 million in other
liabilities, and $308.02 million in stockholders' equity.

The Company incurred a net loss for the fourth quarter ended July
31, 2010 of $28.5 million compared to a net loss of $89.8 million
in the comparable period in the prior year.  Revenues for the
quarter ended July 31, 2010 were $345 million, a decrease of 3.4%
compared to $357 million during the comparable period in the prior
year.  Same store sales during the quarter ended July 31, 2010
decreased 2.1%, compared to a decrease of 21.2% during the
comparable period in the prior year.

In the quarter ended July 31, 2010, the Company recorded an income
tax benefit of $6 million, compared to a benefit of $25 million in
the comparable period in the prior year.  The income tax benefit
for fourth quarter of 2010 was primarily attributable to net
operating loss carrybacks identified and recognized pursuant to
the Business Assistance Act of 2009.

For the fiscal year ended July 31, 2010, the Company incurred a
net loss of $94 million compared to a net loss of $190 million in
fiscal 2009.  For fiscal year 2010 a decrease of 9.2% compared to
$1.78 billion for fiscal 2009.  Same store sales decreased 6.6%
for fiscal year 2010, compared with a decrease of 16.6% during
fiscal year 2009.

For the fiscal year ended July 31, 2010, the Company reduced
selling, general and administrative expenses by approximately
$88 million to $846 million compared to $934 million in 2009.
This reduction resulted primarily from the Company's initiatives
to reduce expenses including store closures.  For the fiscal year
2010, operating margin was negative 7.0%, an improvement of 600
basis points compared to negative 13.0% in 2009.  Excluding
special items operating margin was negative 5.1% for the year
ended July 31, 2010 compared to negative 8.3% in 2009.

During the fiscal year ended July 31, 2010, the Company recognized
a $6.6 million gain, net of issuance costs of $1.7 million,
related to a decrease in the fair value of the warrants issued in
connection with the Senior Secured Term Loan.

For the year ended 2010, the Company recorded a $29 million income
tax benefit, compared to a $53 million tax benefit in the prior
year.  For fiscal year 2010, the tax benefit was primarily
attributable to net operating loss carrybacks identified and
recognized during the year pursuant to the Business Assistance Act
of 2009.

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6bcf

                      About Zale Corporation

Based in Dallas, Texas, Zale Corporation (NYSE: ZLC) --
http://www.zalecorp.com/-- is a specialty retailer of diamonds
and other jewelry products in North America, operating
approximately 1,900 retail locations throughout the United States,
Canada and Puerto Rico, as well as online. Zale Corporation's
brands include Zales Jewelers, Zales Outlet, Gordon's Jewelers,
Peoples Jewellers, Mappins Jewellers and Piercing Pagoda.  Zale
also operates online at www.zales.com, www.zalesoutlet.com,
www.gordonsjewelers.com and www.pagoda.com.

As reported by the Troubled Company Reporter on February 10, 2010,
The Deal.com's Sara Behunek reported that analysts said bankruptcy
looms for Zale if it fails to restructure its debt and put in
place a solid merchandising strategy.

Zale reported a net loss of $12.09 million for the three months
ended April 30, 2010, from a net loss of $19.5 million for the
same period in 2009.  Zale reported a net loss of $65.15 million
for nine months ended April 30, 2010, from a net loss of
$99.7 million in the same period in 2009.


* Centerbridge's Rahm Says It's Easier to Get DIP Loan Now
----------------------------------------------------------
Joseph Checkler, writing for Dow Jones' Daily Bankruptcy Review,
reports that panelists at the Dow Jones Private Equity Analyst
Conference in New York Wednesday said now is a good time to
restructure a company in bankruptcy.

According to Mr. Checkler, Centerbridge Partners Principal William
Rahm said there's more capital, and it's much easier to obtain
debtor-in-possession financing now than it was two years ago.  "It
was hard to get a DIP loan, which is the most senior loan, in
almost every case," Mr. Rahm said.  Now, he says, it's almost as
easy as it was in 2006 and early 2007.

Mr. Checkler relates Lloyd Sprung, managing director at investment
bank Miller Buckfire, pointed to Blockbuster's recent $125 million
DIP loan and the General Growth Properties' Chapter 11
restructuring, in which "we found access to billions and billions
of capital."  "It does make restructuring a lot easier when
capital is available," he said.

Mr. Checkler also reports Benjamin Gonzalez, a principal in KPMG
LLC's restructuring advisory group, said one hot area over the
next few years will be real-estate companies, many of which will
have debt from 2006 coming due in 2011 and 2012.


* Default Risk Drops to Lowest in Two Years, Moody's Says
---------------------------------------------------------
The number of U.S. companies at greatest risk of default dropped
to the lowest level in two years as Federal Reserve efforts
bolstered the economy, Moody's Investors Service.  Companies rated
at or below B3 with a negative outlook declined to 195 as of Sept.
1 from a high of 288 in June 2009, Moody's said in a report.


* Fitch Reviews Recovery Rating on U.S. Healthcare Sector
---------------------------------------------------------
Fitch Ratings has issued its Recovery Rating review of the U.S.
Healthcare sector.  This review includes an analysis of valuation
multiples, EBITDA discounts applied, and detailed recovery
worksheets for issuers with a Fitch Issuer Default Rating of 'B+'
or lower in this sector.  The issuers included in this report are:

  -- Community Health Systems, Inc.
  -- HCA, Inc.
  -- Health Management Associates, Inc.
  -- Tenet Healthcare Corp.

Recovery analysis is considered for all companies, but notching of
those with IDRs above 'B+' will continue to be heavily influenced
by broader historical recovery patterns.  For companies with an
IDR of 'B+' or below, explicit Recovery Ratings are assigned.


* Chapter 11 Cases with Assets & Liabilities Below $1,000,000
-------------------------------------------------------------
Recent Chapter 11 cases filed with assets and liabilities below
$1,000,000:

In Re Peeble Creek Landscaping, Inc.
   Bankr. N.D. Ill. Case No. 10-41651
      Chapter 11 Petition filed September 17, 2010
         See http://bankrupt.com/misc/ilnb10-41651.pdf

In Re Wolf Real Estate Partnership, L.P.
   Bankr. N.D. Ill. Case No. 10-41700
      Chapter 11 Petition filed September 17, 2010
         See http://bankrupt.com/misc/ilnb10-41700.pdf

In Re Arnold Palmer
   Bankr. D. S.C. Case No. 10-06737
      Chapter 11 Petition filed September 17, 2010
         See http://bankrupt.com/misc/scb10-06737.pdf

In Re Neighbors Heating and Cooling, Inc.
   Bankr. W.D. Va. Case No. 10-62668
      Chapter 11 Petition filed September 17, 2010
         See http://bankrupt.com/misc/vawb10-62668.pdf

In Re Jamaican Gourmet Coffee, Inc.
   Bankr. D. Conn. Case No. 10-32807
      Chapter 11 Petition filed September 18, 2010
         See http://bankrupt.com/misc/ctb10-32807.pdf

In Re Todd Sheridan Trucking, Inc.
   Bankr. M.D. Ala. Case No. 10-32515
      Chapter 11 Petition filed September 19, 2010
         See http://bankrupt.com/misc/almb10-32515.pdf

In Re Byron C. Scott
   Bankr. S.D. Ala. Case No. 10-04348
      Chapter 11 Petition filed September 20, 2010
         See http://bankrupt.com/misc/alsb10-04348.pdf

In Re Intercommercial Group, Ltd.
   Bankr. C.D. Calif. Case No. 10-49973
      Chapter 11 Petition filed September 20, 2010
         See http://bankrupt.com/misc/cacb10-49973.pdf

In Re Nato Investment Group, Inc.
   Bankr. E.D. Calif. Case No. 10-44933
      Chapter 11 Petition filed September 20, 2010
         filed pro se

In Re Sergio Luis Zepeda
      Leticia Zepeda
   Bankr. C.D. Calif. Case No. 10-49873
      Chapter 11 Petition filed September 20, 2010
         See http://bankrupt.com/misc/cacb10-49873.pdf

In Re W. H. Inc. Figurski
   Bankr. E.D. Mich. Case No. 10-35059
      Chapter 11 Petition filed September 20, 2010
         See http://bankrupt.com/misc/mieb10-35059.pdf

In Re La Cucina Trattoria, LLC
   Bankr. D. N.J. Case No. 10-38941
      Chapter 11 Petition filed September 20, 2010
         See http://bankrupt.com/misc/njb10-38941.pdf

In Re TG55, LLC
   Bankr. D. N.J. Case No. 10-38915
      Chapter 11 Petition filed September 20, 2010
         See http://bankrupt.com/misc/njb10-38915.pdf

In Re Douglas A. Ross
   Bankr. N.D. Ohio Case No. 10-64019
      Chapter 11 Petition filed September 20, 2010
         See http://bankrupt.com/misc/ohnb10-64019.pdf

In Re All Vending Services Inc.
   Bankr. D. Puerto Rico Case No. 10-08661
      Chapter 11 Petition filed September 20, 2010
         See http://bankrupt.com/misc/prb10-08661.pdf

In Re Las Cruces Behavioral Medicine Associates, Inc.
        dba Gabriel Armenta Hernandez/Las Cruces Behavioral
            Medicine Associates, Inc.
   Bankr. W.D. Texas Case No. 10-32008
      Chapter 11 Petition filed September 20, 2010
         See http://bankrupt.com/misc/txwb10-32008.pdf

In Re Trapper Peak Timber Inc.
   Bankr. W.D. Wash. Case No. 10-21139
      Chapter 11 Petition filed September 20, 2010
         See http://bankrupt.com/misc/wawb10-21139.pdf

In Re GHP Properties, LLC
   Bankr. E.D. Ark. Case No. 10-16900
      Chapter 11 Petition filed September 21, 2010
         See http://bankrupt.com/misc/areb10-16900.pdf

In Re Cristie Tolotti
        dba The Tolotti Ranch
   Bankr. C.D. Calif. Case No. 10-14856
      Chapter 11 Petition filed September 21, 2010
         filed pro se

In Re Faro De Luz Central, Inc.
   Bankr. C.D. Calif. Case No. 10-50290
      Chapter 11 Petition filed September 21, 2010
         See http://bankrupt.com/misc/cacb10-50290.pdf

In Re Nancy Davies Newman
   Bankr. E.D. Calif. Case No. 10-45085
      Chapter 11 Petition filed September 21, 2010
         filed pro se

In Re ATL Bazaar LLC
   Bankr. N.D. Ga. Case No. 10-87937
      Chapter 11 Petition filed September 21, 2010
         filed pro se

In Re Eagle Fence, Inc.
   Bankr. N.D. Ind. Case No. 10-14110
      Chapter 11 Petition filed September 21, 2010
         See http://bankrupt.com/misc/innb10-14110.pdf

In Re Hartford Turnpike Realty, Inc.
   Bankr. D. Mass. Case No. 10-44668
      Chapter 11 Petition filed September 21, 2010
         See http://bankrupt.com/misc/mab10-44668.pdf

In Re Fournier Trucking, Inc.
   Bankr. D. N.H. Case No. 10-14059
      Chapter 11 Petition filed September 21, 2010
         See http://bankrupt.com/misc/nhb10-14059.pdf

In Re American Dream 1, Inc.
   Bankr. D. N.J. Case No. 10-39180
      Chapter 11 Petition filed September 21, 2010
         See http://bankrupt.com/misc/njb10-39180.pdf

In Re QTech Properties, LLC
        aka Qtech LLC
   Bankr. D. N.J. Case No. 10-39143
      Chapter 11 Petition filed September 21, 2010
         filed pro se

In Re Reef Environmental Services, LLC
   Bankr. M.D. Ala. Case No. 10-32555
      Chapter 11 Petition filed September 22, 2010
         See http://bankrupt.com/misc/almb10-32555.pdf

In Re 1495 Investors,LLC
   Bankr. E.D. Calif. Case No. 10-45214
      Chapter 11 Petition filed September 22, 2010
         filed pro se

In Re Harriet Sanders Stricklen
   Bankr. E.D. Calif. Case No. 10-45213
      Chapter 11 Petition filed September 22, 2010
         filed pro se

In Re Tamar Diamonds, Inc.
   Bankr. S.D. Fla. Case No. 10-38472
      Chapter 11 Petition filed September 22, 2010
         See http://bankrupt.com/misc/flsb10-38472.pdf

In Re Nature's Pace Sanctuary, Incorporated
        fdba Locust Grove Community, Inc.
   Bankr. E.D. Mo. Case No. 10-11213
      Chapter 11 Petition filed September 22, 2010
         See http://bankrupt.com/misc/moeb10-11213.pdf

In Re Harris Land Development, LLC
   Bankr. W.D. Mo. Case No. 10-62322
      Chapter 11 Petition filed September 22, 2010
         See http://bankrupt.com/misc/mowb10-62322.pdf

In Re Freddie's Drive-In of Donaldsonville, L.L.C.
   Bankr. M.D. La. Case No. 10-11498
      Chapter 11 Petition filed September 22, 2010
         See http://bankrupt.com/misc/lamb10-11498p.pdf
         See http://bankrupt.com/misc/lamb10-11498c.pdf

In Re Freddie's Drive-In No. 3 of Thibodaux, L.L.C.
   Bankr. M.D. La. Case No. 10-11499
      Chapter 11 Petition filed September 22, 2010
         See http://bankrupt.com/misc/lamb10-11499.pdf

In Re Great Basin Internet Services, Inc.
   Bankr. D. Nev. Case No. 10-53779
      Chapter 11 Petition filed September 22, 2010
         See http://bankrupt.com/misc/nvb10-53779.pdf

In Re North Coast Drilling Services, Inc.
   Bankr. N.D. Ohio Case No. 10-19315
      Chapter 11 Petition filed September 22, 2010
         See http://bankrupt.com/misc/ohnb10-19315.pdf

In Re SRR Partners, LLC
   Bankr. D. Utah Case No. 10-33053
      Chapter 11 Petition filed September 22, 2010
         See http://bankrupt.com/misc/utb10-33053.pdf

In Re David L. Moore
      Carol A. Moore
   Bankr. E.D. Va. Case No. 10-51730
      Chapter 11 Petition filed September 22, 2010
         See http://bankrupt.com/misc/vaeb10-51730.pdf

In Re Flagstaff Concrete Products, LLC
   Bankr. D. Ariz. Case No. 10-30512
      Chapter 11 Petition filed September 23, 2010
         See http://bankrupt.com/misc/azb10-30512.pdf

In Re Matthew P. Ragusa
      Jayne T. Ragusa
   Bankr. D. Ariz. Case No. 10-30499
      Chapter 11 Petition filed September 23, 2010
         See http://bankrupt.com/misc/azb10-30499.pdf

In Re Eduardo Monroy
   Bankr. C.D. Calif. Case No. 10-21989
      Chapter 11 Petition filed September 23, 2010
         See http://bankrupt.com/misc/cacb10-21989.pdf

In Re Kaufman Pierce Plaza, LLC
   Bankr. C.D. Calif. Case No. 10-22007
      Chapter 11 Petition filed September 23, 2010
         See http://bankrupt.com/misc/cacb10-22007.pdf

In Re Salmo Partners LLC
   Bankr. D. Colo. Case No. 10-34133
      Chapter 11 Petition filed September 23, 2010
         filed pro se

In Re UE Member NCS, LLC
   Bankr. D. Del. Case No. 10-13093
      Chapter 11 Petition filed September 23, 2010
         See http://bankrupt.com/misc/deb10-13093.pdf

In Re Sauce, Incorporated
   Bankr. S.D. Iowa Case No. 10-04721
      Chapter 11 Petition filed September 23, 2010
         See http://bankrupt.com/misc/iasb10-04721.pdf

In Re Steven Michael Recker
      Shelly Marie Recker
   Bankr. E.D. Mich. Case No. 10-35125
      Chapter 11 Petition filed September 23, 2010
         See http://bankrupt.com/misc/mieb10-35125p.pdf
         See http://bankrupt.com/misc/mieb10-35125c.pdf

In Re Paul Ancheta Aquino, Jr.
      Mary A. Aquino
   Bankr. D. Nev. Case No. 10-28024
      Chapter 11 Petition filed September 23, 2010
         See http://bankrupt.com/misc/nvb10-28024.pdf

In Re Aberdeen Group, L.L.C.
   Bankr. D. Ariz. Case No. 10-30737
      Chapter 11 Petition filed September 24, 2010
         See http://bankrupt.com/misc/azb10-30737p.pdf
         See http://bankrupt.com/misc/azb10-30737c.pdf

In Re Action Entrances, Inc.
   Bankr. D. Ariz. Case No. 10-30751
      Chapter 11 Petition filed September 24, 2010
         See http://bankrupt.com/misc/azb10-30751p.pdf
         See http://bankrupt.com/misc/azb10-30751c.pdf

In Re Arizona Self-Storage At Lindsay Road LLC
   Bankr. D. Ariz. Case No. 10-30727
      Chapter 11 Petition filed September 24, 2010
         See http://bankrupt.com/misc/azb10-30727p.pdf
         See http://bankrupt.com/misc/azb10-30727c.pdf

In Re Culver City Self-Storage, LLC
   Bankr. D. Ariz. Case No. 10-30734
      Chapter 11 Petition filed September 24, 2010
         See http://bankrupt.com/misc/azb10-30734p.pdf
         See http://bankrupt.com/misc/azb10-30734c.pdf

In Re Datum Communications Inc.
        aka Extreme Internet
   Bankr. D. Ariz. Case No. 10-30770
      Chapter 11 Petition filed September 24, 2010

In Re Mariposa Road Self-Storage Associates LLC
   Bankr. D. Ariz. Case No. 10-30713
      Chapter 11 Petition filed September 24, 2010
         See http://bankrupt.com/misc/azb10-30713p.pdf
         See http://bankrupt.com/misc/azb10-30713c.pdf

In Re Nogales Self Storage Associates, L.L.C.
   Bankr. D. Ariz. Case No. 10-30716
      Chapter 11 Petition filed September 24, 2010
         See http://bankrupt.com/misc/azb10-30716p.pdf
         See http://bankrupt.com/misc/azb10-30716c.pdf

In Re Rancho AAA Trust
   Bankr. D. Ariz. Case No. 10-30639
      Chapter 11 Petition filed September 24, 2010
         filed pro se

In Re Sahuarita Self Storage L.L.C.
   Bankr. D. Ariz. Case No. 10-30721
      Chapter 11 Petition filed September 24, 2010
         See http://bankrupt.com/misc/azb10-30721p.pdf
         See http://bankrupt.com/misc/azb10-30721c.pdf

In Re Thornydale Self Storage Associates, LLC
   Bankr. D. Ariz. Case No. 10-30723
      Chapter 11 Petition filed September 24, 2010
         See http://bankrupt.com/misc/azb10-30723p.pdf
         See http://bankrupt.com/misc/azb10-30723c.pdf

In Re Carson Kolb Healthcare Group, Inc.
   Bankr. C.D. Calif. Case No. 10-23592
      Chapter 11 Petition filed September 24, 2010
         See http://bankrupt.com/misc/cacb10-23592.pdf

In Re Dennis Michael Garrison
      Kathleen Grace Garrison
   Bankr. C.D. Calif. Case No. 10-14922
      Chapter 11 Petition filed September 24, 2010
         See http://bankrupt.com/misc/cacb10-14922.pdf

In Re Susan Lynn Sidwell
   Bankr. C.D. Calif. Case No. 10-50817
      Chapter 11 Petition filed September 24, 2010
         See http://bankrupt.com/misc/cacb10-50817.pdf

In Re Cesar C. Campos
      Lorna A. Campos
   Bankr. N.D. Calif. Case No. 10-59944
      Chapter 11 Petition filed September 24, 2010
         filed pro se

In Re WCD Properties, Inc.
   Bankr. N.D. Miss. Case No. 10-14642
      Chapter 11 Petition filed September 24, 2010
         See http://bankrupt.com/misc/msnb10-14642.pdf

In Re Herren Excavating LLC
   Bankr. W.D. Mo. Case No. 10-62355
      Chapter 11 Petition filed September 24, 2010
         See http://bankrupt.com/misc/mowb10-62355.pdf

In Re Tracy Lee Rouse-Hurst
   Bankr. D. Nev. Case No. 10-28140
      Chapter 11 Petition filed September 24, 2010
         filed pro se

In Re Dasoda Corp.
   Bankr. D. N.J. Case No. 10-39528
      Chapter 11 Petition filed September 24, 2010
         See http://bankrupt.com/misc/njb10-39528.pdf



                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard
C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez,
Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2010.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


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