TCR_Public/101027.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Wednesday, October 27, 2010, Vol. 14, No. 298

                            Headlines

A&M PROPERTY: Voluntary Chapter 11 Case Summary
ACORN ELSTON: Wants to Hire D.E. Shaw REA as Financial Advisor
ADVANSTAR INC: S&P Raises Corporate Credit Rating to 'B-'
AIRTRAN HOLDING: Reports $36.3-Mil. Profit in Third Quarter
AMERICAN INT'L: AIA Sets Price for Offering at HK19.68 Per Share

AMERICAN REPROGRAPHICS: S&P Puts 'BB-' Rating on Negative Watch
AMBAC FINANCIAL: AAC Policyholders Say Plan Only Favors Company
AMERICAN APPAREL: Acting President Casey Gets $400,000 Base Pay
AMERICAN APPAREL: Annual Stockholders' Meeting Set for Dec. 10
AMERICAN INT'L: NY App. Ct. Limits Professionals' Fraud Liability

AMERICAN INT'L: Fitch Keeps Ratings After NPR Review
AMR CORP: Reports First Profitable Quarter Since 2007
ASCEND PERFORMANCE: S&P Withdraws 'B' Corporate Credit Rating
AVISTAR COMMS: Posts $1.5 Million Net Loss in Q3 of 2010
BANK OF AMERICA: Fitch Keeps 'C' Individual Rating

BAY HARBOR: Case Summary & 20 Largest Unsecured Creditors
BB&T FINANCIAL: Fitch Puts B Support Floor Rating on Watch Neg.
BERRY CHILL: Closes Flagship State Street Store for Repairs
BLOCKBUSTER INC: U.S. Trustee Airs Objections to Rothschild Hiring
BOSTON CHICKEN: Trustee Prepares to Make 4th Distribution

BRANCH BANKING: Fitch Puts B Support Floor Rating on Watch Neg.
BUILDERS FIRSTSOURCE: Posts $20 Million Net Loss in Sept. 30 Qtr.
BWAY CORPORATION: Moody's Cuts Corporate Family Rating to 'B2'
CABLEVISION SYSTEMS: FCC Filing Shows News Corp Acted in Bad Faith
CAPITAL ONE: Moody's Assigns 'Ba1' Counterparty Instrument Rating

CAREFREE WILLOWS: Sec. 341(a) Meeting of Creditors on Dec. 2
CAROL KARLOVICH: Hearing on Further Case Use on November 8
CAROL KARLOVICH: Plan Promises to Pay 34.23% of Unsecured Claims
CARRIZO OIL: Moody's Assigns 'B2' Corporate Family Rating
CARRIZO OIL: S&P Assigns 'B' Corporate Credit Rating

CELL THERAPEUTICS: Signs Deal to Sell $21MM of Pref. Stock
CENTAUR LLC: Plan Confirmation Hearing Set for December 13
CHASE DEVELOPMENT: Case Summary & 3 Largest Unsecured Creditors
CHRYSLER FINANCIAL: DBRS Withdraws 'CCC' Issuer Rating
CITIGROUP INC: Fitch Upgrades Individual Ratings From 'C/D'

CNO FINANCIAL: A.M. Best Withdraws 'B' Financial Strength Rating
COMERICA BANK: Fitch Puts B Support Floor Rating on Watch Negative
COMMSCOPE INC: S&P Puts 'BB-' Rating on CreditWatch Negative
COMPUCOM SYSTEMS: Moody's Affirms 'B2' Corporate Family Rating
CONSECO INSURANCE: Fitch Withdraws 'BB+' Insurer Strength Rating

CONSOLIDATED HORTICULTURE: DIP Financing Hearing Set for Nov. 1
CONTECH CONSTRUCTION: S&P Cuts Corporate Credit Rating to 'CC'
CRACKER BARREL: Moody's Affirms 'Ba3' Corporate Family Rating
CRYOPORT INC: Receives $583,000 from 2nd Private Placement
CRYSTAL CATHEDRAL: Gets Interim Nod to Use Cash Collateral

DAYSE FIGUEROA: Case Summary & 20 Largest Unsecured Creditors
E*TRADE FINANCIAL: Earns $8 Million in 3rd Quarter of 2010
FAIRPOINT COMMUNICATIONS: S&P Withdraws 'D' Corp. Credit Rating
FOREST CITY: Moody's Affirms 'B3' Senior Unsecured Debt Ratings
GAS CITY: Files for Chapter 11 Bankruptcy in Chicago

GAS CITY: Case Summary & 20 Largest Unsecured Creditors
GENERAL MOTORS: Seeks to Enforce Wind-Down Order on Ramp Chevrolet
GENERAL MOTORS: Asbestos Panel Notes of Ruling in Garlock Cases
GEORGIA-PACIFIC: Fitch Upgrades Issuer Default Rating to 'BB+'
GENERAL MOTORS: New GM to Reduce Wages of Orion, Mich. Workers

GLOBAL AVIATION: S&P Affirms 'B' Corporate Credit Rating
HYPERDYNAMICS CORP: Gets Going Concern Qualification From Auditors
IMPLANT SCIENCES: To Restate Form 10-Qs for Non-Cash Adjustments
INTERNATIONAL SHOPPES: Files for Chapter 11 in Orlando
IRVINE SENSORS: Issues More Than 5% of Outstanding Shares

JARDEN CORP: Loan Amendment Cues Moody's to Withdraw Ba1 Rating
JETBLUE AIRWAYS: Posts $59-Mil. Profit in Third Quarter
LAKE ESTATES: Case Summary & 9 Largest Unsecured Creditors
JOHNSON MEMORIAL: Focus-Managed Firm Emerges from Chapter 11
LIBBEY INC: Posts $2.3 Million Profit in Third Quarter

LITHIUM TECHNOLOGY: Amper Politziner Now EisnerAmper
LODGENET INTERACTIVE: Reports $3 Mil. Net Loss in 3rd Qtr.
LODGENET INTERACTIVE: FMR, Fidelity Own 10.536% Stake
LODGENET INTERACTIVE: Mast Credit et al. Hold 5.2% Stake
MARIAH RE: S&P Assigns 'B' Preliminary Rating to Notes

MGM RESORTS: S&P Assigns 'CCC+' Rating to '500 Mil. Senior Notes
MGM RESORTS: Fitch Assigns 'CCC/RR4' Rating to $500 Mil. Notes
MODULAR MEDICAL: Case Summary & 18 Largest Unsecured Creditors
MOMENTIVE PERFORMANCE: S&P Raises Corporate Credit Rating to 'B-'
MOMENTIVE PERFORMANCE: Moody's Puts 'Caa1' Rating to Senior Notes

MOMENTIVE SPECIALTY: Moody's Assigns 'Caa1' Rating on Senior Notes
MOMENTIVE SPECIALTY: Revises Select Part of 2009 Annual Report
MOMENTIVE SPECIALTY: S&P Assigns 'CCC+' Rating to $574 Mil. Notes
MONIQUE MORGAN: Voluntary Chapter 11 Case Summary
MREF III: Case Summary & 42 Largest Unsecured Creditors

NATHANIEL FOX: Voluntary Chapter 11 Case Summary
NEWPAGE CORP: Amends Revolving Credit Deal With Wells Fargo
NORTEL NETWORKS: Verizon Seeks to Assert Set-Off Rights
NORTEL NETWORKS: Commences Avoidance Suits vs. Acme Packet, et al.
NORTEL NETWORKS: Canadian Court OKs New Claims Resolution Process

NORTEL NETWORKS: Claim Transfers Aggregate $4MM in September
OLD COLONY: Reaches Stipulation With Wells on Cash Collateral Use
PARK ROW: Case Summary & 16 Largest Unsecured Creditors
RADIO ONE: Extends Exchange Offer to November 5
RCLC INC: Completes $10.7-Mil. Sale to Trenton Aviation

REDDY ICE: Amended Credit Agreement Won't Move Moody's 'B3' Rating
REFCO INC: NY App. Ct. Limits Professionals' Fraud Liability
RURAL/METRO CORP: S&P Affirms Corporate Credit Rating at 'B+'
SHUBH HOTELS: Case Summary & 20 Largest Unsecured Creditors
SIMMONS FOODS: Moody's Assigns 'B2' Corporate Family Rating

STARFIRE SYSTEMS: Verdero Capital Acquires Business
STEPHAN NEWMAN: Case Summary & 6 Largest Unsecured Creditors
SUSAN SCHINSTINE: Voluntary Chapter 11 Case Summary
SWB WACO: Nov. 30 Deadline to File Sec. 503(b)(9) Claims
TENET HEALTHCARE: Amends $800-Mil. Citicorp Credit Agreement

TERRESTAR CORP: Gets $1.25-Mil. Term Loan from Solus, et al.
TERRESTAR NETWORKS: Proposes to Pay Prepetition Wages
TERRESTAR NETWORKS: Proposes to Honor Insurance Policies
TERRESTAR NETWORKS: Schedules and Statements Due November 16
TEXAS RANGERS: Cuban, Crane Have Opposition to Reimbursement

TOWER INTERNATIONAL: S&P Raises Corporate Credit Rating to 'B+'
TRICO MARINE: Creditors Seek to Force Units Into Bankruptcy
UNITED CONTINENTAL: UAL Nets $473MM in Q3; Continental $367MM
URBAN BRANDS: Ashley Stewart Auction Attracted Four Bidders
USG CORP: Widens Q3 Net Loss to $100 Million

VANTAGE DRILLING: S&P Assigns 'B-' Corporate Credit Rating
VENTAS INC: Fitch Affirms Preferred Stock Rating at 'BB+'
VENTAS INC: Moody's Affirms Ba2 Subordinated Debt Shelf Rating
VIKING ACQUISITION: Moody's Puts 'Caa1' Rating to $250 Mil. Notes
WEST CORP: Posts $8.43 Million Net Loss in Sept. 30 Qtr.

WESTMORELAND COAL: Tontine Capital Unloads 134,439 Shares
WII COMPONENTS: Has Cash Tender Offer for $108MM Sr. Notes
WII COMPONENTS: S&P Assigns 'B-' Corporate Credit Rating
WORKSTREAM INC: Posts $490,210 Net Income in Aug. 31 Quarter

* Equifax Study Shows Drop in Small Business Bankruptcies
* Leonard P. Goldberger Elected to INSOL World Editorial Board

* Upcoming Meetings, Conferences and Seminars

                            *********

A&M PROPERTY: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: A&M Property Management, LLC
        155 Kirkland Circle, #400
        Oswego, IL 60543

Bankruptcy Case No.: 10-47320

Chapter 11 Petition Date: October 22, 2010

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

Judge: John H. Squires

Debtor's Counsel: Chris D. Rouskey, Esq.
                  ROUSKEY AND BALDACCI
                  151 Springfield Ave
                  Joliet, IL 60435
                  Tel: (815) 741-2118
                  Fax: (815) 741-0670
                  E-mail: rouskey-baldacci@sbcglobal.net

Scheduled Assets: $1,255,718

Scheduled Debts: $930,081

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

The petition was signed by David Kives, manager.


ACORN ELSTON: Wants to Hire D.E. Shaw REA as Financial Advisor
--------------------------------------------------------------
Acorn Elston, LLC, asks the U.S. Bankruptcy Court for the Southern
District of New York for permission to employ D.E. Shaw Real
Estate Advisers, LLC, as financial advisor.

The Debtor owns and operates Elston Plaza Shopping Center located
at the southwest corner of Addison, North Elston, and North Kedzie
Streets in Chicago, Illinois consisting of 91,213 square feet of
gross leasable area.  The property was subjected to a foreclosure
proceeding initiated by lender Allstate Insurance Company.

D.E. Shaw will, among other things:

   -- provide required financial advisory services in connection
      with bankruptcy proceedings involving the property; provided
      that the services would be subject to a separate fee
      arrangement between the Debtor and D.E. Shaw;

   -- negotiate a reduced payoff amount for the loan and negotiate
      an extension or other modification of the Allstate loan; and

   -- provide financial advice to the Debtor in structuring and
      effecting a financing, identify potential sources of debt or
      equity proceeds and, at the Debtor's request, contact and
      meet with the investors.

Matthew J. Coleman, co-head of D.E. Shaw, tells the Court that the
firm's compensation will consist of these cash fees:

   a. due diligence fee of $75,000, payable upon the execution of
      the engagement letter;

   b. restructuring transaction fee of $350,000 payable at closing
      of the transaction;

   c. financing fee of 6% of the gross capital raised;

   d. additional services for services not included in the
      engagement letter; and

   e. compensation for services.

The Debtor will also reimburse D.E. Shaw for any sales, use or
similar taxes arising in connection with any matter referred to or
in contemplated by the engagement letter.

Mr. Coleman assures the Court that D.E. Shaw is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

                      About Acorn Elston, LLC

New York City-based Acorn Elston, LLC, filed for Chapter 11
protection on September 11, 2010 (Bankr. S.D.N.Y. Case No. 10-
14807).  Lawrence F. Morrison, Esq., is the Debtor's bankruptcy
counsel.  In its Schedules of Assets and Liabilities, the Company
disclosed $21,929,346 in assets and $16,488,389 in liabilities.


ADVANSTAR INC: S&P Raises Corporate Credit Rating to 'B-'
---------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Woodland Hills, Calif.-based tradeshow operator and
publisher Advanstar Inc. to 'B-' from 'CCC+'.  The rating outlook
is stable.

S&P also raised its issue-level rating on Advanstar Communications
Inc.'s $515 million first-lien term loan due 2014 to 'B-' (at the
same level as the corporate credit rating on the company) from
'CCC+', in conjunction with the corporate credit rating upgrade.
The recovery rating on this debt remains unchanged at '4',
indicating S&P's expectation of average (30% to 50%) recovery for
lenders in the event of a payment default.

"The upgrade to 'B-' reflects S&P's expectation the EBITDA will
recover over the intermediate term, and that interest expense will
decline as a result of the company's swaps rolling off," explained
Standard & Poor's credit analyst Tulip Lim.

These two factors should lead to an improvement in credit metrics
and discretionary cash flow generation.  The rating itself
reflects S&P's expectation that leverage will remain high, that
the business will remain susceptible to cyclical advertising
demand, and that unfavorable secular trends will continue to
pressure the publishing business.  These factors underpin S&P's
view of Advanstar's business risk profile as vulnerable.  S&P
views the company's financial risk profile as highly leveraged
because of its heavy debt burden.

Advanstar is an independent business-to-business tradeshow and
publishing company serving four industry segments: fashion,
licensing, life sciences, and power sports.  Trade publishing,
accounts for over 30% of total revenues and is sensitive to
cyclical advertising demand in the company's end markets because
of a lack of circulation revenue.  The publishing segment is also
facing secular pressures, as advertising revenue has unfavorable
long-term growth prospects in light of competition from Internet-
based media, which has low barriers to entry.  The company also
produces tradeshows and is heavily dependent on its MAGIC events,
which are the dominant U.S. apparel industry tradeshows,
accounting for nearly 30% of 2009 revenue.

Lease-adjusted debt to EBITDA for the 12 months ended June 30,
2010 was steep at roughly 11.9x, but in line with the debt-to-
EBITDA ratio of greater than 5x indicative of a highly leveraged
debt profile according to Standard & Poor's criteria.  Leverage
declined from 14.0x at fiscal year end Dec. 31, 2009.  For the
same period, unadjusted EBITDA coverage of total interest expense,
which includes the mark-to-market gain or loss on interest rate
swaps, rose to 1.7x from 0.9x.  EBITDA coverage of cash interest
also improved, but was still negligible at 1x for the 12 months
ended June 30, 2010.  S&P expects cash interest coverage to
improve because the company's unfavorable interest rate swaps
began expiring on June 30, 2010, and will continue to expire in
the first half of 2011.  For the 12 months ended June 30, 2010,
discretionary cash flow was modestly positive, and S&P expects
discretionary cash flow to increase further due to EBITDA growth
and a decline in interest expense.


AIRTRAN HOLDING: Reports $36.3-Mil. Profit in Third Quarter
-----------------------------------------------------------
AirTran Holdings Inc. reported net profit of $36.3 million or
$0.22 per diluted share for the third quarter of 2010.  During the
quarter, the Company reported operating income of $56.7 million.

The Company ended the third quarter with $424.5 million in
unrestricted cash and the Company's revolving line of credit
remains undrawn.

During this period, the Company also achieved an all-time record
for traffic, and second highest load factor in Company history.
AirTran Airways also established record setting operational
metrics during the quarter, including the highest ever performance
in on-time arrivals at 83.4 percent.

"Each of our more than 8,500 AirTran Airways Crew Members played
an important role in the summer operation of our airline.  The
continued improvement in our operational and solid financial
performance is a testament to the can-do spirit and determination
of our Crew Members," said Bob Fornaro, AirTran Airways' chairman,
president and chief executive officer.  "To post these outstanding
operational metrics during such a peak travel period is a clear
indication of our ability to provide an extremely high-quality
product."

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6d00

                           About AirTran

Headquartered in Orlando Florida, AirTran Holdings Inc. (NYSE:
AAI) -- http://www.airtran.com/-- through its wholly owned
subsidiary, AirTran Airways, Inc., operates scheduled airline
service throughout the United States and to selected international
locations.

At June 30, 2010, the Company had total assets of $2,257,171,000,
total current liabilities of $718,560,000, long-term capital lease
obligations of $17,165,000, long-term debt of $901,699,000, other
liabilities of $110,829,000, deferred income taxes of $4,206,000,
derivative financial instruments of $20,632,000, and stockholders'
equity of $484,080,000.

                           *     *     *

In December 2009, Moody's Investors Service raised its ratings of
AirTran Holdings' corporate family and probability of default
ratings each to Caa1 from Caa2.  The 'Caa1' corporate family
rating considers the still high leverage and AirTran's exposure to
cyclical risks in the airline industry.

As reported by the Troubled Company Reporter on July 9, 2010,
Standard & Poor's Ratings Services raised its ratings on AirTran
Holdings, including the corporate credit rating, to 'B-' from
'CCC+'.  The recovery rating on senior unsecured debt remains '6',
indicating S&P's expectations of a negligible (0% to 10%) recovery
in a default scenario.

"S&P base the upgrade on consistent recent and expected financial
performance and liquidity that should remain sufficient for
operating needs and debt service," said Standard & Poor's credit
analyst Philip Baggaley.  AirTran reported one of the best
earnings among U.S. airlines in 2009 (in terms of margins and
absolute level), mainly due to the fact that the U.S. and global
recession did not hurt its main market (domestic leisure travel)
as badly as business and international traffic.  "That said, S&P
does not expect AirTran to benefit as much from this year's
improvement in industry conditions (including in particular
business and international traffic) as "legacy" airlines (large
hub-and-spoke airlines, such as competitor Delta Air Lines Inc.),"
he continued.

Standard & Poor's Ratings Services placed its ratings, including
the 'B-' corporate credit rating, on AirTran Holdings Inc. on
CreditWatch with positive implications.

Moody's Investors Service affirmed all of its debt ratings of
Southwest Airlines, Inc., including the Baa3 senior unsecured
rating, following the announcement that Southwest has entered into
a definitive agreement to acquire 100% of the outstanding common
stock of AirTran Holdings, Inc., for cash and common stock
aggregating $1.4 billion.  The outlook on Southwest's ratings is
stable.  Concurrently, Moody's placed all of its debt ratings of
AirTran, including the Caa1 corporate family rating, under review
for possible upgrade.  Moody's also affirmed the SGL-3 Speculative
Grade Liquidity Rating of AirTran.  Completion of the proposed
acquisition is subject to the approval of AirTran's stockholders,
certain regulatory clearances and customary closing conditions.
The companies indicated that a closing would not occur until
sometime in the first half of 2011.


AMERICAN INT'L: AIA Sets Price for Offering at HK19.68 Per Share
----------------------------------------------------------------
AIA Group Limited had determined the price for its public offering
of approximately 7.03 billion ordinary shares at HK$19.68 per
share.  This represents approximately 58.4% of the issued and
outstanding share capital of AIA, and gross proceeds to AIA Aurora
LLC of approximately $17.8 billion.

Trading of AIA shares is expected to commence on the Main Board of
the Hong Kong Stock Exchange Limited on October 29, 2010, subject
to the satisfaction of customary closing conditions.

                             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 REPROGRAPHICS: S&P Puts 'BB-' Rating on Negative Watch
---------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'BB-' corporate
credit rating for Walnut Creek, Calif.-based printing company
American Reprographics LLC, as well as all related issue-level
ratings, on CreditWatch with negative implications.

The CreditWatch placement follows the company's announcement that
it lowered its revenue, earnings per share, and operating cash
flow guidance for 2010.

"S&P is concerned that the company's liquidity will weaken because
its discretionary cash flow may not be sufficient to cover annual
maturities," noted Standard & Poor's credit analyst Tulip Lim.
"Also, the company's margin of compliance with financial covenants
may thin because a reduction in earnings per share implies a
reduction in covenant EBITDA, which is used to calculate
maintenance covenants.  Further, adjusted leverage, which was 3.6x
for the 12 months ended June 30, 2010, will rise beyond S&P's
initial expectations for 2010, and S&P believes there is
meaningful risk it could increase further in 2011 given S&P's view
that commercial construction will likely decline next year."

The company's management stated that it now expects operating
cash flow of between $50 million to $60 million in 2010.
Although capital expenditures are modest at roughly $6 million,
discretionary cash flow may not be sufficient to fund the
$53 million in term loan amortization, seller note maturities,
and capital lease obligations for the year.  Thus, American
Reprographics may have to use its liquid resources.  At June 30,
2010, the company had $33.7 million of cash on hand.  It also had
a $49.5 million revolving credit facility of which $45.5 million
was available on June 30, 2010 after accounting for letters of
credit.  However, its margin of compliance with financial
covenants is thin, in light of its reduced guidance and near-term
tightening of the total leverage, senior leverage, and interest
coverage covenants.

S&P believes there is meaningful risk that EBITDA will decline in
2011 because S&P believes that commercial construction activity
will continue to be soft next year.  This could cause leverage to
rise and liquidity to be weakened further.  S&P expects near-term
maturities to be approximately the same amount in 2011 as in 2010,
and financial covenants continue to tighten.  Management stated
that it is considering refinancing its credit facility with a
high-yield note, which would eliminate covenant pressure and
alleviate maturity pressure.  However, the contemplated
transaction may not be completed in a timely fashion and, even if
it does, interest coverage could decline as a result.  Moreover,
leverage could still rise as a result of further declines in
operating performance in 2011.

In resolving the CreditWatch listing, S&P will discuss with
management its refinancing plans, its business outlook, and its
financial policy.  S&P could lower the rating if S&P become
convinced that leverage or coverage will meaningfully deteriorate,
or if it becomes apparent that liquidity will be reduced.


AMBAC FINANCIAL: AAC Policyholders Say Plan Only Favors Company
---------------------------------------------------------------
A group of holders of policies issued by Ambac Financial Group's
insurance unit has accused the Wisconsin Office of the
Commissioner of Insurance, which regulates AFG unit Ambac
Assurance Corp., of filing a Plan of Rehabilitation that is
deficient and only favors the Company.

The RMBS Policyholders Group, with over $1 billion of securities
and other indebtedness insured by AAC, said in a statement
released via Businesswire, "The Plan continues a disturbing
pattern of OCI favoring the company and its shareholder to the
detriment of policyholders, whom OCI is charged with protecting.
Three out of four Plan projections submitted by OCI show that
policyholders in the Segregated Account would not be paid in full.
At the same time, claims by Ambac's parent against Ambac's General
Account, including those which may be brought if the parent files
for bankruptcy, may be paid in full.  The Plan also requires
policyholders to assign to Ambac their rights to payment under
their underlying contracts which are insured by Ambac, even though
policyholders are not paid in full."

The group added, "This Plan is a way to divert value from
policyholders to Ambac's shareholder, turning insurance law
priorities on their head and possibly jeopardizing the solvency of
even the General Account, according to the Group."

                   Delayed Bankruptcy Filing

The RMBS Policyholders Group also said, "The Group noted that
there has been speculation that Ambac's parent company is delaying
its own bankruptcy filing until after the rehabilitation plan
takes effect, to allow the parent to assert significant claims in
bankruptcy proceedings against its insurance company subsidiary.
The RMBS Policyholder Group stated that all such claims lack merit
and, in any event, whether known or unknown, such claims should be
placed in the Segregated Account and subordinated to policyholders
to preserve the senior priority of policyholder claims.

According to the Group, "A review of the plan confirms the Group's
worst fears: the OCI has failed to fulfill its statutory
obligation to protect the rights of all policyholders with this
Plan.  Those in the Segregated Account, who hold insurance
policies that should have priority over Ambac's non-policyholder
claims, are forced to bear the full brunt of Ambac's financial
deterioration and face the potential to recover only a fraction of
what non-policyholders and other policyholders will receive on
their claims. At the very least, any claims made by Ambac's parent
should be allocated to the Segregated Account and be subordinate
to policyholders.  The OCI's Plan undermines the basic tenets of
insurance, flies in the face of fundamental fairness, and
perpetuates the blatant lack of transparency that has
characterized this entire rehabilitation process--all to the
ultimate detriment of Wisconsin and its reputation as an equitable
place to do business."

Moreover, according to the Group, the Plan arbitrarily allocates
sole power to the OCI and Ambac as Management Services Provider,
with essentially no recourse for policyholders, and is designed
not to rehabilitate the Segregated Account, but to run off the
account over time and subordinate one set of Ambac policyholders
to shareholders, creditors, and other policyholders of Ambac.  The
Plan goes so far as to include broad releases of liability,
injunctive protection, and immunity for Ambac's executives and
insiders.

The Group outlined a "few of the basic deficiencies" of the Plan:

  -- The Plan discriminates against policyholders in the
     Segregated Account by subordinating their claims to
     obligations remaining at Ambac's General Account, including
     unsecured, non-priority claims submitted by Ambac's
     shareholder.

  -- Segregated Account policyholders are to receive 75% of any
     claim payments in the form of Surplus Notes of questionable
     value that may not pay any interest or principal before 2050,
     even if Ambac's losses are in line with base case scenarios
     projected by the OCI's own financial advisors.

     In contrast, General Account creditors and policyholders
     would receive 100% of any claim payments in cash.

  -- Despite forcing Segregated Account policyholders to take a
     substantial discount on their policy claims, the Plan
     provides no protections against Ambac distributing value to
     its equity holders, including the use of Ambac's $7 billion
     net operating losses.

  -- OCI's disclosure of conclusory financial projections in
     support of the Plan is woefully lacking in substance or
     detail, and OCI continues to refuse to share information with
     policyholders.

  -- The Plan requires policyholders in the Segregated Account to
     continue to pay premiums for policies that will not cover
     their claims.

                      The Rehabilitation Plan

The rehabilitator of the Segregated Account of Ambac Assurance
filed on October 8, 2010, with Dane County Circuit Court in the
State of Wisconsin a plan of rehabilitation.

Claims against the Segregated Account will be settled and
paid in accordance with the terms and conditions of the Plan
of Rehabilitation.  Following confirmation of the Plan of
Rehabilitation by the Court, any holder of a right to payment from
the Segregated Account, regardless of when such right arises, is
limited exclusively to the treatment afforded by the Plan of
Rehabilitation.

Holders of permitted claims for fees, costs and expenses of the
administration of the Segregated Account will receive cash in the
full amount of such claims.  Holders of permitted policy claims
will receive, in complete satisfaction of such claims, a
combination of cash payments and 5.1% interest-bearing, unsecured
surplus notes that are scheduled to mature on June 7, 2020.  The
cash/Surplus Note split will initially be 25% cash and 75% Surplus
Notes. Holders of other claims submitted in compliance with the
provisions of the Plan of Rehabilitation, which are not claims for
administrative expenses of the Segregated Account or policy
claims, will receive, in complete satisfaction of such claims,
5.1% interest-bearing, unsecured junior surplus notes in a
principal amount equal to the dollar amount of such claims.

Under the Plan of Rehabilitation, the Rehabilitator retains the
flexibility to engage in alternative resolutions of claims where
such resolutions are, in the Rehabilitator's sole and absolute
discretion, equitable to the holders of policy claims generally.

A full-text copy of the Plan of Rehabilitation is available for
free at http://ResearchArchives.com/t/s?6c77

                        About Ambac Financial

Headquartered in New York, Ambac Financial Group, Inc., through
its subsidiaries, provided financial guarantees and financial
services to clients in both the public and private sectors around
the world. Ambac Assurance Corporation is the principal operating
subsidiary of Ambac Financial.

KPMG LLP, in New York, expressed substantial doubt about the
Company's ability to continue as a going concern, following the
Company's 2009 financial results.  The independent auditors noted
of the significant deterioration of Ambac's guaranteed portfolio
coupled with the inability to write new financial guarantees has
adversely impacted the business, results of operations and
financial condition of the Company's operating subsidiary.  KPMG
also noted of the Company's limited liquidity.

Ambac Financial noted in its Form 10-Q for the quarter ended
June 30, 2010 that its liquidity and solvency are largely
dependent on dividends principal financial guarantee operating
subsidiary, Ambac Assurance Corporation, and on the value of the
subsidiary.  Ambac Financial said that Ambac Assurance is "highly
unlikely" to be able to make dividend payments to Ambac for the
foreseeable future.  Ambac Financial said it is currently pursuing
raising additional capital and is also pursuing a restructuring of
its outstanding debt through a prepackaged bankruptcy proceeding.

The Company's balance sheet at June 30, 2010, showed
$30.05 billion in total assets, $31.47 billion in total
liabilities, and $1.42 billion in stockholders' deficit.

Ambac once boasted top triple-A credit ratings.  In November 2009,
Ambac warned it could have problems paying off debt that comes due
in 2011.  Before the financial crisis, Ambac was the second-
biggest bond insurer behind MBIA Inc.


AMERICAN APPAREL: Acting President Casey Gets $400,000 Base Pay
---------------------------------------------------------------
Thomas M. Casey, acting president for American Apparel Inc., said
in a Form 3 filing with the Securities and Exchange Commission
that he doesn't beneficially own any securities in the company.

As reported by the Troubled Company Reporter on October 11, 2010,
American Apparel named Mr. Casey as Acting President.  Mr. Casey
joins the Company from Blockbuster Inc., where he served as
Executive Vice President and Chief Financial Officer from
September 2007 through August 2010.

Following the amendment to American Apparel's credit agreement
with Lion Capital earlier this month, Dov Charney, Chairman, CEO
and founder of American Apparel, and Lyndon Lea, founder and
partner of Lion Capital, are working together on developing an
enhanced strategic plan for the company's future growth, including
the hiring of new senior executives.  Mr. Casey reports directly
to Dov Charney and will have primary responsibility for developing
the going forward operating strategy of American Apparel.

In connection with Mr. Casey's appointment as Acting President,
the Company and Mr. Casey entered into an Employment Agreement,
pursuant to which Mr. Casey will serve as the Company's Acting
President (or President from and after the date, if any, that the
Board of Directors appoints Mr. Casey as President) for an initial
fifteen-month term, commencing on October 1, 2010, which term will
automatically extend for successive one-year periods as of each
January 1 (beginning January 1, 2012) unless terminated by the
Company on at least 90 days written notice prior to the expiration
of the then-current term.

The Employment Agreement provides that Mr. Casey will receive a
minimum base salary of $400,000 per year, subject to increase
based on the annual review of the Compensation Committee.  The
Employment Agreement also provides that Mr. Casey will be entitled
to a 2010 bonus of $75,000, subject to his continuing employment
with the Company through December 31, 2010 and delivery of a
strategic plan acceptable to the Board of Directors and will be
eligible to receive an annual incentive compensation award
commencing with fiscal year 2011, with a target payment equal to
75% (and a maximum payment of 100%) of his salary during each such
fiscal year, subject to the terms and conditions of the Company's
annual bonus plan and further subject to certain targets or
criteria reasonably determined by the Board of Directors or the
Compensation Committee.

In addition, the Employment Agreement provides that in the event
that the Board of Directors determines that Mr. Casey is to serve
as the President of the Company (rather than as the Acting
President), the Board of Directors will appoint Mr. Casey as a
member of the Board of Directors as soon as practicable and,
concurrently with such appointment, Mr. Casey will be paid a one-
time lump-sum cash payment of $75,000.  The Employment Agreement
also provides that Mr. Casey will receive grants of restricted
stock and stock options covering 500,000 and 1,000,000 shares,
respectively, under the Company's 2007 Performance Equity Plan or
any successor plan when the Company is eligible to issue such
awards under its registration statement on Form S-8.  Both the
restricted stock and option grants vest in four equal annual
installments on each of January 1, 2011, 2012, 2013 and 2014,
provided, that in the event that a transaction described in
Section 10.2 of the Equity Plan occurs during Mr. Casey's
employment period and the resulting successor to the Company
refuses to assume or substitute for Mr. Casey's outstanding equity
awards, all his outstanding equity awards will fully vest
immediately prior to the consummation of such transaction.  Mr.
Casey will also participate in the benefit plans that the Company
maintains for its executives and receive certain other standard
benefits (including, without limitation, vacation benefits,
relocation expenses and reimbursement of travel and business-
related expenses).

If Mr. Casey is terminated without "cause" or if he resigns for
"good reason" (as these terms are defined in the Employment
Agreement), the Company will pay Mr. Casey: (a) his base salary
accrued through the date of such resignation or termination and,
subject to entering into a release, continued payment of Mr.
Casey's then-current base salary for a period of 12 months; (b)
any bonus earned but not yet paid in respect of any calendar year
preceding the year in which such termination or resignation
occurs; and (c) any unreimbursed expenses; and Mr. Casey will be
entitled to exercise his then vested stock options and stock
appreciation rights for a period of 90 days or the expiration of
the term of the stock option or stock appreciation right,
whichever is earlier.

In addition, in such case, Mr. Casey and his eligible dependents
will be entitled to receive, until the earlier of the last day of
the Continuation Period and the date Mr. Casey is entitled to
comparable benefits by a subsequent employer, continued
participation in the Company's medical, dental and insurance plans
and arrangements.

In the event that Mr. Casey is terminated without "cause" or if he
resigns for "good reason" following the consummation of a
transaction described in Section 10.2 of the Equity Plan, all
equity awards granted to Mr. Casey by the Company will fully vest
and be exercisable.  If the Company elects not to extend Mr.
Casey's term of employment, then unless Mr. Casey's employment has
been earlier terminated, Mr. Casey's employment will be deemed to
terminate at the end of the applicable term and the Company will
pay Mr. Casey the amounts set forth in clauses (a) through (c),
and Mr. Casey will be entitled to exercise his then vested stock
options and stock appreciation rights for a period of 90 days or
the expiration of the term of the stock option or stock
appreciation right, whichever is earlier.

If Mr. Casey's employment terminates by reason of his death or
disability, or if he is terminated for "cause" or if he resigns
without "good reason", the Company will pay him (a) his base
salary accrued through the date of such resignation or
termination, (b) any bonus earned but not yet paid in respect of
any calendar year preceding the year in which such termination of
employment occurs; (c) only in the case of a termination because
of his death or disability, a pro rated amount of his target
annual performance bonus, if any, for the calendar year in which
such termination of employment occurs; and (d) any unreimbursed
expenses.

The Employment Agreement also provides that upon termination of
Mr. Casey's employment for any reason, he agrees to resign, as of
the date of such termination and to the extent applicable, from
the boards of directors (and any committees) of, and as an officer
of, the Company and any of the Company's affiliates and
subsidiaries.

                     About American Apparel

American Apparel, Inc. (NYSE Amex: APP) --
http://www.americanapparel.com/-- is a vertically integrated
manufacturer, distributor, and retailer of branded fashion basic
apparel based in downtown Los Angeles, California.  As of
September 30, 2010, American Apparel employed roughly 10,000
people and operated over 280 retail stores in 20 countries,
including the United States, Canada, Mexico, Brazil, United
Kingdom, Ireland, Austria, Belgium, France, Germany, Italy, the
Netherlands, Spain, Sweden, Switzerland, Israel, Australia, Japan,
South Korea, and China.  American Apparel also operates a leading
wholesale business that supplies high quality T-shirts and other
casual wear to distributors and screen printers.  In addition to
its retail stores and wholesale operations, American Apparel
operates an online retail e-commerce website at
http://www.americanapparel.com/

The Company's balance sheet as of March 31, 2010, showed
$295.74 million in total assets, $180.40 million in total
liabilities, and stockholders' equity of $115.34 million.

                          *     *     *

As reported in the Troubled Company Reporter on August 19, 2010,
the Company disclosed that based upon results of operations for
the three months ended March 31, 2010, and trends occurring in the
Company's business since the first quarter and projected for the
remainder of 2010, it may not have sufficient liquidity necessary
to sustain operations for the next 12 months.  Also, the Company's
current operating plan indicates that losses from operations are
expected to continue through at least the third quarter of 2010.
The Company also believes that it is probable that as of September
30, 2010, the Company will not be in compliance with the minimum
Consolidated EBITDA covenant under the Lion Credit Agreement.

As reported by the Troubled Company Reporter on October 5, 2010,
Bloomberg News said a lawyer for American Apparel indicated in an
interview that FTI Consulting Inc. wasn't hired by the Company to
advise on a bankruptcy restructuring.  On October 4, the TCR
reported that American Apparel entered into an amendment to its
credit agreement with Lion Capital which, among other things,
eliminates the minimum Consolidated EBITDA covenant for the dates
through and including December 31, 2010, and provides for the
minimum Consolidated EBITDA covenant to be tested monthly during
2011.

American Apparel reported a $42.8 million net loss for the first
quarter on revenue of $121.8 million.  The Company is late in
filing financial statement with the Securities and Exchange
Commission for the second quarter.

Bloomberg reported that Deloitte & Touche LLP, the auditor for
2009, resigned and said the company "has not maintained effective
internal control over financial reporting."  Deloitte warned that
it needed further information to be sure there should be no change
in the 2009 financials.


AMERICAN APPAREL: Annual Stockholders' Meeting Set for Dec. 10
--------------------------------------------------------------
The 2010 Annual Meeting of Stockholders of American Apparel, Inc.,
will be held on December 10, 2010, at 2:00 p.m., Pacific Time, at
the Company's headquarters at 747 Warehouse Street, in Los
Angeles.

Items of business are:

     -- To elect Dov Charney, Mark Samson and Mark A. Thornton to
        the Board of Directors, each to serve for a term of three
        years and until his successor is duly elected and
        qualified, or such director's earlier death, resignation
        or removal.

     -- To ratify the appointment of Marcum LLP as the Company's
        independent auditors for the fiscal year ending
        December 31, 2010.

     -- To consider and transact such other business as may
        properly come before the Annual Meeting.

A copy of the Company's proxy statement is available at no charge
at http://ResearchArchives.com/t/s?6d03

                     About American Apparel

American Apparel, Inc. (NYSE Amex: APP) --
http://www.americanapparel.com/-- is a vertically integrated
manufacturer, distributor, and retailer of branded fashion basic
apparel based in downtown Los Angeles, California.  As of
September 30, 2010, American Apparel employed roughly 10,000
people and operated over 280 retail stores in 20 countries,
including the United States, Canada, Mexico, Brazil, United
Kingdom, Ireland, Austria, Belgium, France, Germany, Italy, the
Netherlands, Spain, Sweden, Switzerland, Israel, Australia, Japan,
South Korea, and China.  American Apparel also operates a leading
wholesale business that supplies high quality T-shirts and other
casual wear to distributors and screen printers.  In addition to
its retail stores and wholesale operations, American Apparel
operates an online retail e-commerce website at
http://www.americanapparel.com/

The Company's balance sheet as of March 31, 2010, showed
$295.74 million in total assets, $180.40 million in total
liabilities, and stockholders' equity of $115.34 million.

                          *     *     *

As reported in the Troubled Company Reporter on August 19, 2010,
the Company disclosed that based upon results of operations for
the three months ended March 31, 2010, and trends occurring in the
Company's business since the first quarter and projected for the
remainder of 2010, it may not have sufficient liquidity necessary
to sustain operations for the next 12 months.  Also, the Company's
current operating plan indicates that losses from operations are
expected to continue through at least the third quarter of 2010.
The Company also believes that it is probable that as of September
30, 2010, the Company will not be in compliance with the minimum
Consolidated EBITDA covenant under the Lion Credit Agreement.

As reported by the Troubled Company Reporter on October 5, 2010,
Bloomberg News said a lawyer for American Apparel indicated in an
interview that FTI Consulting Inc. wasn't hired by the Company to
advise on a bankruptcy restructuring.  On October 4, the TCR
reported that American Apparel entered into an amendment to its
credit agreement with Lion Capital which, among other things,
eliminates the minimum Consolidated EBITDA covenant for the dates
through and including December 31, 2010, and provides for the
minimum Consolidated EBITDA covenant to be tested monthly during
2011.

American Apparel reported a $42.8 million net loss for the first
quarter on revenue of $121.8 million.  The Company is late in
filing financial statement with the Securities and Exchange
Commission for the second quarter.

Bloomberg reported that Deloitte & Touche LLP, the auditor for
2009, resigned and said the company "has not maintained effective
internal control over financial reporting."  Deloitte warned that
it needed further information to be sure there should be no change
in the 2009 financials.


AMERICAN INT'L: NY App. Ct. Limits Professionals' Fraud Liability
-----------------------------------------------------------------
The New York Court of Appeals declined to expand remedies
available to shareholders and creditors against professionals
working for companies whose management engaged in fraud by
expanding existing precedent relating to in pari delicto,
imputation and the adverse interest exception.

In a 4-3 decision dated Oct. 21, 2010, in Kirschner v. KPMG LLP,
et al., and Teachers' Retirement System of Louisiana, ex rel. v.
PricewaterhouseCoopers, LLP, Nos. 151 and 152 (N.Y. App. Ct.), the
appellate tribunal ruled against Marc S. Kirschner, the trustee of
the Refco Litigation Trust pursuing third-party claims against
auditors, investment banks, lawyers and other professionals in
connection with the collapse of Refco, Inc., and against Teachers'
Retirement System of Louisiana and City of New Orleans Employees'
Retirement System in its derivative action on behalf of American
International Group, Inc., accusing PwC of audit malpractice.

A copy of the Court's slip opinion is available at
http://is.gd/gh9Jcfrom Leagle.com

The three dissenting judges express their concern that the
majority opinion effectively precludes litigation by derivative
corporate plaintiffs or litigation trustees to recover against
negligent or complicit outside actors -- even where the outside
actor, hired to perform essential gatekeeping and monitoring
functions, actively colludes with corrupt corporate insiders.  In
the dissenters' view, the agency law principles upon which the
majority rests its conclusions ignore complex assumptions and
public policy that compel different conclusions than those reached
by the majority.

                            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: Fitch Keeps Ratings After NPR Review
----------------------------------------------------
American International Group, Inc's ratings are unchanged
following Fitch Ratings' recent review of the Notice of Public
Rulemaking titled 'Implementing Certain Orderly Liquidation
Authority Provisions of the Dodd-Frank Wall Street Reform and
Consumer Protection Act' which was issued by the Federal Deposit
Insurance Corp. on Oct. 12, 2010.

The NPR states that under no circumstances should taxpayers be
called upon to 'bail out' systemically important financial
institutions in the future, nor be exposed to loss in the
resolution of these companies.  The NPR also makes clear that
creditors, including senior bondholders, should bear their
proportion of loss in an orderly resolution.

Fitch is commenting on AIG's ratings, recognizing that its ratings
continue to receive uplift due to ongoing government involvement
following intervention initiated in late 2008.  Potentially, if
made final in its current form, the provisions of the NPR could
place some restrictions on how the government would be able to
continue to support AIG and other financial institutions.

Fitch believes that the proposed restrictions of NPR are not
intended to apply to or constrain actions related to support
already provided, including situations like AIG where the
government has a large equity ownership.  Thus despite the
potential restrictions implied by the NPR, Fitch continues to
believe that the U.S. Government will be able to take reasonable
steps necessary to maximize the value of its large equity
ownership interest in AIG.  As a result, Fitch believes the level
of uplift assigned to AIG's ratings related to government
ownership and related support already in place remains
appropriate.

Fitch additionally believes that there is uncertainty as to
whether AIG would ultimately be considered a 'systemically
important' financial institution under Dodd-Frank, and even
subject to the FDIC resolution rules.  Fitch's view considers
AIG's ongoing efforts of divesting or winding down various
businesses, including its derivatives operation with its Financial
Products division, a business that through its interaction with
other key financial institutions was most responsible for AIG's
systemic importance.

It should be noted that based on Fitch's interpretation of the NPR
from the perspective of the banking industry, on Oct. 22, 2010 in
a separate announcement, Fitch placed on Rating Watch Negative
most U.S. bank and bank holding companies' Support Ratings,
Support Floors and other ratings that are government-support
dependent.  The two banks mostly impacted by this announcement
were Bank of America Corporation and Citigroup, Inc. due to the
fact that both entities' ratings have been uplifted due to support
provided by the U.S. government.  Accordingly, ratings of both of
these entities were placed on Rating Watch Negative.  Fitch notes
that unlike AIG, neither of these financial institutions is
majority owned by the government.

Refer to Fitch's release dated Oct. 22, 2010, titled 'Fitch: U.S.
FI Ratings Potentially Impacted by Proposed New FDIC Rules' for
additional details on the noted actions in the bank sector.

Fitch's ratings on AIG are:

American International Group, Inc.

  -- Long-term Issuer Default Rating 'BBB';
  -- Senior debt 'BBB';
  -- Short-term IDR 'F1';
  -- Junior subordinated debentures 'B'.


AMR CORP: Reports First Profitable Quarter Since 2007
-----------------------------------------------------
AMR Corporation reported net profit of $143 million for the third
quarter of 2010.  The current quarter results compare to a net
loss of $359 million for the third quarter of 2009.  The airline
reported total operating revenue of $5.84 billion for the quarter
ended Sept. 30, 2010, compared with $5.13 billion in the same
period in 2009.

The Company's balance sheet at Sept. 30, 2010, showed
$25.36 billion in total assets, $8.94 billion in total
liabilities, $9.01 in billion of long-term debts, $503.0 million
in obligations under capital lease, $7.41 billion pension and
post-retirement benefits, $3.14 billion in other liabilities, and
a stockholder's deficit of $3.64 billion.

"We are pleased to report our first profitable quarter since the
third quarter of 2007, excluding special items," said AMR Chairman
and CEO Gerard Arpey, in a statement.  "Our entire team is
intensely focused on building strong momentum from our
Cornerstone, partnership and alliance strategies that enhance our
global network reach. We are excited about our recently launched
joint business in the trans-Atlantic with British Airways and
Iberia and the forthcoming opportunity with Japan Airlines in the
Pacific; as well as additional network enhancements in key
markets.  While there is clearly much more work to do, our results
show significant improvement in revenue and reflect our continued
dedication to controlling costs."

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6cf0

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?6cf1

                       About AMR Corporation

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

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

                           *     *     *

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


ASCEND PERFORMANCE: S&P Withdraws 'B' Corporate Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services said that it withdrew its
preliminary ratings, including its preliminary 'B' corporate
credit rating, on Ascend Performance Materials LLC at the
company's request.


AVISTAR COMMS: Posts $1.5 Million Net Loss in Q3 of 2010
--------------------------------------------------------
Avistar Communications Corporation incurred a net loss of
$1.5 million for the third quarter of 2010, compared with a net
loss of $1.9 million in the third quarter of 2009.  The Company
reported a net loss of $2.4 million in the second quarter of 2010.

Total revenue for the third quarter of 2010 was $2.2 million, as
compared to $1.4 million for the quarter ended September 30, 2009.

The Company's balance sheet at Sept. 30, 2010, showed
$2.96 million in total assets, $9.21 million in total liabilities,
and a stockholder's deficit of $6.25 million.  Stockholders'
deficit was $5.18 million at June 30, 2010.


Bob Kirk, CEO of Avistar, said, "In the past several years,
Avistar has come full circle from its earliest days.  We now offer
the industry's first and only all-software desktop video
experience and accompanying videoconferencing infrastructure.  We
have fully componentized our industry leading visual communication
platform, Avistar C3, in such a way that an OEM can utilize one or
many components in a cost effective manner. At the same time, an
enterprise client can utilize our bundled packages to secure a
full end-to-end desktop videoconferencing solution. Additionally,
our work with the industry's most prominent OEM companies in
both the UC and the VDI spaces, allows us to enrich the video
experience of their products, while expanding our business reach."

Mr. Kirk concluded, "Avistar continues to gain momentum as our
cost-efficient solution and component strategy has taken hold with
partners and end-users.  We've invested extensively in our all
software visual communication platform and are starting to see our
efforts recognized in terms of customer interest, deployment size
and technology partner integration.  As we continue to provide
compelling and innovative visual communications solutions to our
current markets, while moving into new markets, we see Avistar
growing and gaining market share that is critical to our long term
strategy."

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6cf4

                   About Avistar Communications

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


BANK OF AMERICA: Fitch Keeps 'C' Individual Rating
--------------------------------------------------
Fitch Ratings has placed the long-term and short-term Issuer
Default Ratings as well as the Support and Support Floor ratings
of Bank of America Corporation on Rating Watch Negative following
initial interpretation of the Dodd-Frank Wall Street Reform and
Consumer Protection Act and its implications for systemically
important financial institutions.

Refer to Fitch's press release dated Oct. 22, 2010, titled 'Fitch:
U.S. FI Ratings Potentially Impacted by Proposed FDIC Rules' for
additional information.  Fitch's ratings of banks have always
encompassed a view of intrinsic creditworthiness expressed through
the Individual rating, while Fitch's view of Support has been
expressed separately through its Support framework.  Support
Ratings communicate Fitch's judgment on whether a bank would
receive support from the U.S. Government should this become
necessary.  The recently enacted legislative framework and
potential regulatory rulemaking primarily affect Fitch's sovereign
Support framework.

At the present time, Fitch's current long-term 'A+' IDR rating for
BAC incorporates a three-notch uplift for the long-term rating and
a two-notch uplift for the 'F1+' short-term ratings.  If Fitch
determines on a going forward basis that support from the
sovereign state can no longer be relied upon it is not certain
that Fitch would immediately lower the IDRs of BAC to its
unsupported rating level.  Over the near-to-intermediate term,
Fitch's fundamental credit assessment of BAC will continue to
consider existing support already received, such as debt still
outstanding issued under the Federal Deposit Insurance Corp.
Temporary Liquidity Guaranty Program, in its ratings.  As a
result, IDRs will continue to incorporate support received during
the crisis, as well as recent improvements in BAC's intrinsic
financial profile and Fitch's expectations for continued
improvement.

Fitch has maintained a '1' Support Rating on BAC, translating into
a Support Rating Floor of 'A+', since the depths of the recent
financial crisis.  Fitch's rating criteria calls for the
assignment of the 'higher-of' BAC's Support Rating Floor of 'A+'
or its perceived fundamental stand-alone IDR rating (excluding
support), which is currently 'BBB+/F2'.  Since Fitch is placing on
Rating Watch Negative all U.S. bank and bank holding companies'
Support Ratings and Support Rating Floors, the IDRs of BAC and its
sovereign support dependent ratings are also placed on Rating
Watch Negative.

The stand-alone IDRs are driven by the Individual rating which is
currently 'C'.  In August 2010, Fitch upgraded BAC's Individual
rating from 'C/D' reflecting efforts to boost common equity and
liquidity combined with stable to improving asset quality trends
in various portfolio categories.  The upgrades were constrained by
BAC's remaining challenges including a still high level of non-
performing loans, large reps and warranty exposure in the mortgage
business as well as ongoing legal issues associated with the
Merrill Lynch and Countrywide acquisitions.  Further upgrades of
the Individual rating and the unsupported IDRs are a possibility
if operating earnings stabilize and/or increase, asset quality
trends continue to improve, greater clarity emerges on ultimate
reps and warranty exposure in the mortgage business and legal
risks diminish.  The Individual rating could be negatively
affected if asset quality again deteriorates, which is not
expected at least in the near term.  Downward rating pressure
could emerge if reps and warranties losses escalate appreciably,
particularly in cost result in operating losses and erosion of
capital.

BAC is one of the largest U.S. banks in terms of total deposits,
loans, branches, mortgage originations/servicing and credit card
issuance.  Following its January 2009 merger with Merrill Lynch &
Co., Inc., BAC became one of the top financial institutions in
wealth management and investment banking.

Fitch has taken these rating actions:

Bank of America Corporation

  -- Long-term IDR 'A+' placed on Rating Watch Negative;

  -- Long-term senior debt 'A+' placed on Rating Watch Negative;

  -- Long-term subordinated debt 'A' placed on Rating Watch
     Negative;

  -- Preferred stock remains 'BBB-'

  -- Short-term IDR 'F1+' placed on Rating Watch Negative;

  -- Short-term debt 'F1+' placed on Rating Watch Negative;

  -- Individual remains 'C';

  -- Support '1' placed on Rating Watch Negative;

  -- Support Floor 'A+' placed on Rating Watch Negative;

  -- Long-term debt guaranteed by TLGP remains 'AAA';

  -- Short-term debt guaranteed by TLGP remains 'F1+'.

Bank of America N.A.

  -- Long-term deposits 'AA-' placed on Rating Watch Negative;

  -- Long-term IDR 'A+' placed on Rating Watch Negative;

  -- Long-term senior debt 'A+' placed on Rating Watch Negative;

  -- Long-term subordinated debt 'A' placed on Rating Watch
     Negative;

  -- Short-term IDR 'F1+' placed on Rating Watch Negative;

  -- Short-term debt 'F1+' placed on Rating Watch Negative;

  -- Short-term deposits 'F1+' placed on Rating Watch Negative;

  -- Individual remains 'C';

  -- Support '1' placed on Rating Watch Negative;

  -- Support Floor 'A+' placed on Rating Watch Negative;

  -- Long-term debt guaranteed by TLGP remains 'AAA';

  -- Short-term debt guaranteed by TLGP remains 'F1+'.

Bank of America Georgia, N.A.
Bank of America Oregon, National Association
Bank of America California, National Association

  -- Long-term IDR 'A+' placed on Rating Watch Negative;
  -- Short-term IDR 'F1+' placed on Rating Watch Negative;
  -- Individual remains 'C';
  -- Support '1' placed on Rating Watch Negative;
  -- Support Floor 'A+' placed on Rating Watch Negative.

Bank of America Rhode Island, National Association

  -- Long-term IDR 'A+' placed on Rating Watch Negative;
  -- Short-term IDR 'F1+' placed on Rating Watch Negative;
  -- Long-term deposits 'AA-' placed on Rating Watch Negative;
  -- Short-term deposits 'F1+' placed on Rating Watch Negative;
  -- Individual remains 'C';
  -- Support '1' placed on Rating Watch Negative;
  -- Support Floor 'A+' placed on Rating Watch Negative.

FIA Card Services N.A.

  -- Long-term IDR 'A+' placed on Rating Watch Negative;

  -- Short-term IDR 'F1+' placed on Rating Watch Negative;

  -- Long-term deposits 'AA-' placed on Rating Watch Negative;

  -- Short-term deposits 'F1+' placed on Rating Watch Negative;

  -- Short-term debt 'F1+' placed on Rating Watch Negative;

  -- Long-term senior debt 'A+' placed on Rating Watch Negative;

  -- Long-term subordinated debt 'A' placed on Rating Watch
     Negative;

  -- Individual remains 'C';

  -- Support '1' placed on Rating Watch Negative;

  -- Support Floor 'A+' placed on Rating Watch Negative.

LaSalle Bank Corporation

  -- Long-term IDR 'A+' placed on Rating Watch Negative;
  -- Short-term IDR 'F1+' placed on Rating Watch Negative;
  -- Individual remains 'C';
  -- Support '1' placed on Rating Watch Negative;
  -- Support Floor 'A+' placed on Rating Watch Negative.

Merrill Lynch & Co., Inc.

  -- Long-term IDR 'A+' placed on Rating Watch Negative;

  -- Long-term senior debt 'A+' placed on Rating Watch Negative;

  -- Long-term subordinated debt 'A' placed on Rating Watch
     Negative;

  -- Preferred stock remains 'BBB-';

  -- Short-term IDR 'F1+' placed on Rating Watch Negative;

  -- Short-term debt 'F1+' placed on Rating Watch Negative;

  -- Individual remains 'C';

  -- Support '1' placed on Rating Watch Negative;

  -- Support Floor 'A+' placed on Rating Watch Negative.

Banc of America Securities Limited

  -- Long-term IDR 'A+' placed on Rating Watch Negative;
  -- Short-term IDR 'F1+' placed on Rating Watch Negative.

Banc of America Securities LLC

  -- Long-term IDR 'A+' placed on Rating Watch Negative;
  -- Short-term IDR 'F1+' placed on Rating Watch Negative.

B of A Issuance B.V.

  -- Long-term IDR 'A+' placed on Rating Watch Negative;

  -- Long-term senior debt 'A+' placed on Rating Watch Negative;

  -- Long-term subordinated debt 'A' placed on Rating Watch
     Negative;

  -- Support remains '1'.

LaSalle Bank N.A.
LaSalle Bank Midwest N.A.
United States Trust Company N.A.
Countrywide Bank FSB

  -- Long-term deposits 'AA-' placed on Rating Watch Negative;
  -- Short-term deposits 'F1+' placed on Rating Watch Negative.

MBNA Canada Bank

  -- Long-term IDR 'A+' placed on Rating Watch Negative;

  -- Long-term senior debt 'A+' placed on Rating Watch Negative;

  -- Long-term subordinated debt 'A' placed on Rating Watch
     Negative;

  -- Short-term IDR 'F1+' placed on Rating Watch Negative.

MBNA Europe Bank Ltd.

  -- Long-term IDR`A+' placed on Rating Watch Negative;

  -- Long-term senior debt 'A+' placed on Rating Watch Negative;

  -- Long-term subordinated debt 'A' placed on Rating Watch
     Negative;

  -- Short-term IDR 'F1+' placed on Rating Watch Negative;

  -- Individual remains 'C/D' and on Rating Watch Positive;

  -- Support remains '1'.

Merrill Lynch International Bank Ltd.

  -- Long-term IDR 'A+' placed on Rating Watch Negative;
  -- Short-term IDR 'F1+' placed on Rating Watch Negative;
  -- Individual remains 'C/D' and on Rating Watch Positive;
  -- Support remains '1'.

Merrill Lynch S.A.

  -- Long-term IDR 'A+' placed on Rating Watch Negative;
  -- Long-term senior debt 'A+' placed on Rating Watch Negative;
  -- Support remains '1'.

Merrill Lynch & Co., Canada Ltd.
  -- Short-term IDR 'F1+' placed on Rating Watch Negative;
  -- Short-term debt 'F1+' placed on Rating Watch Negative.

Merrill Lynch Canada Finance

  -- Long-term IDR 'A+' placed on Rating Watch Negative;
  -- Long-term senior debt 'A+' placed on Rating Watch Negative;
  -- Short-term IDR 'F1+' placed on Rating Watch Negative;
  -- Individual remains 'C';
  -- Support remains '1'.

Merrill Lynch Japan Finance Co., Ltd.

  -- Long-term IDR 'A+' placed on Rating Watch Negative;
  -- Long-term senior debt `A+' placed on Rating Watch Negative;
  -- Short-term IDR 'F1+' placed on Rating Watch Negative;
  -- Short-term debt 'F1+' placed on Rating Watch Negative;
  -- Support remains '1'.

Merrill Lynch Japan Securities Co., Ltd.

  -- Long-term IDR 'A+' placed on Rating Watch Negative;
  -- Short-term IDR 'F1+' placed on Rating Watch Negative;
  -- Support remains '1'.

Merrill Lynch Finance (Australia) Pty LTD

  -- Short-term IDR 'F1+' placed on Rating Watch Negative;
  -- Commercial Paper 'F1+' placed on Rating Watch Negative.

BankAmerica Corporation

  -- Long-term senior debt 'A+' placed on Rating Watch Negative;

  -- Long-term subordinated debt 'A' placed on Rating Watch
     Negative.

Countrywide Financial Corp.

  -- Long-term senior debt 'A+' placed on Rating Watch Negative;

  -- Long-term subordinated debt 'A' placed on Rating Watch
     Negative.

Countrywide Home Loans, Inc.

  -- Long-term senior debt 'A+' placed on Rating Watch Negative.

FleetBoston Financial Corp

  -- Long-term subordinated debt 'A' placed on Rating Watch
     Negative.

LaSalle Funding LLC

  -- Long-term senior debt 'A+' placed on Rating Watch Negative.

MBNA Corp.

  -- Long-term senior debt 'A+' placed on Rating Watch Negative;

  -- Long-term subordinated debt 'A' placed on Rating Watch
     Negative;

  -- Short-term debt 'F1+' placed on Rating Watch Negative.

NationsBank Corp

  -- Long-term senior debt 'A+' placed on Rating Watch Negative;

  -- Long-term subordinated debt 'A' placed on Rating Watch
     Negative.

NationsBank, N.A.

  -- Long-term senior debt 'A+' placed on Rating Watch Negative.

NCNB, Inc.

  -- Long-term subordinated debt `A' placed on Rating Watch
     Negative.

BAC Capital Trust I - VIII
BAC Capital Trust X - XV

  -- Trust preferred securities remain 'BBB-'.

BAC AAH Capital Funding LLC I - VII
BAC AAH Capital Funding LLC IX - XIII
BAC LB Capital Funding Trust I - II

  -- Trust preferred securities remain 'BBB-'.

BankAmerica Capital II, III
BankAmerica Institutional Capital A, B
BankBoston Capital Trust III-IV
Barnett Capital Trust III
Countrywide Capital III, IV, V
Fleet Capital Trust II, V, VIII, IX
MBNA Capital A, B, D, E
NB Capital Trust II, III, IV

  -- Trust preferred securities remain 'BBB-'.

Merrill Lynch Preferred Capital Trust III, IV, and V
Merrill Lynch Capital Trust I, II and III

  -- Trust preferred securities remain 'BBB-'.


BAY HARBOR: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Bay Harbor Homes, LLC
        550 Pharr Road, Suite 410
        Atlanta, GA 30305

Bankruptcy Case No.: 10-91428

Chapter 11 Petition Date: October 21, 2010

Court: United States Bankruptcy Court
       Northern District of Georgia (Atlanta)

Judge: Joyce Bihary

Debtor's Counsel: George M. Geeslin, Esq.
                  Eight Piedmont Center, Suite 550
                  3525 Piedmont Road, N.E.
                  Atlanta, GA 30305-1565
                  Tel: (404) 841-3464
                  Fax: (404) 816-1108
                  E-mail: geeslingm@aol.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ganb10-91428.pdf

The petition was signed by Donald Byrd, authorized representative.


BB&T FINANCIAL: Fitch Puts B Support Floor Rating on Watch Neg.
---------------------------------------------------------------
Fitch Ratings has placed the Support and Support Floor ratings of
Branch Banking and Trust Company and BB&T Financial, FSB, on
Rating Watch Negative following initial interpretation of the
Dodd-Frank Wall Street Reform and Consumer Protection Act and its
implications for systemically important financial institutions.
Both institutions' Issuer Default Ratings and issue-level ratings
are currently above their Support Floor Ratings as the IDR and
issue-level ratings reflect each company's stand-alone strength,
and do not rely on any implied government support.  As such,
Branch Banking & Trust Company and BB&T Financial FSB's IDR and
issue-level ratings are unaffected by the action.  The ratings of
BB&T Corporation, the parent company of Branch Banking & Trust
Company and BB&T Financial, FSB, and its other affiliates are also
unaffected.  Similar actions have been taken for other large U.S.
banks.

Refer to Fitch's press release dated Oct. 22, 2010, titled 'Fitch:
U.S. FI Support Ratings Potentially Impacted by Proposed FDIC
Rules' for additional information.  Fitch's ratings of banks have
always encompassed a view of intrinsic creditworthiness expressed
through the Individual rating, while Fitch's view of Support has
been expressed separately through its Support framework.  Support
Ratings communicate Fitch's judgment on whether the bank would
receive support from the U.S. Government should this become
necessary.  The recently enacted legislative framework and
potential regulatory rulemaking primarily affect Fitch's sovereign
Support framework.

Fitch places these ratings on Rating Watch Negative:

Branch Banking & Trust Company

  -- Support '4';
  -- Support Floor 'B'.

BB&T Financial, FSB

  -- Support '4';
  -- Support Floor 'B'.


BERRY CHILL: Closes Flagship State Street Store for Repairs
-----------------------------------------------------------
Becky Yerak at the Chicago Breaking Business reports that Berry
Chill LLC's flagship State Street store has temporarily closed due
to emergency repairs.  Postings on the Company's social networking
sites said the Company is in a legal battle with its landlord.

Based in Chicago, Illinois, Berry Chill LLC filed for Chapter 11
bankruptcy protection on April 12, 2010 (Bankr. N.D. Ill. Case
No.:10-16142).  Judge Pamela S. Hollis preceded the case.  Teresa
L. Einarson, Esq., at Thomas & Einarson Ltd., represents the
Debtor in its restructuring effort.  The Debtor estimated both
assets and debts of between $1 million and $10 million.


BLOCKBUSTER INC: U.S. Trustee Airs Objections to Rothschild Hiring
------------------------------------------------------------------
Tracy Hope Davis, the United States Trustee for Region 2, contends
that Blockbuster Inc.'s application to retain Rothschild Inc. as
their financial advisor and investment banker contains
impermissible provisions that should be stricken before the
retention of the professional by the bankruptcy estates may be
approved.

Specifically, Rothschild seeks to (i) require the estates to pay
for its overhead legal expenses, and (ii) require the Debtors to
indemnify its affiliates and other parties that have not been
retained by court order.

Rothschild seeks to charge the estates for its legal fees as an
expense of the estates; however, it fails to provide any authority
for that position, Ms. Davis avers.  She contends that that
expense is not permitted because for an attorney to be paid from a
debtor's estate, that attorney must be retained under Section 327
of the Bankruptcy Code.

"The Debtors should not be obligated to pay for services that do
not benefit the Debtors' estates and that are solely a cost of
Rothschild of doing business and being retained as a
professional," Ms. Davis says.  "Such legal services should be
regarded simply as Rothschild's 'overhead'," she continues.

Ms. Davis also argues that Rothschild, in essence, is seeking to
give non-retained affiliates and other non-retained third parties,
that have not filed affidavits of disinterestedness and whose
disinterestedness Rothschild cannot vouch for, rights without
providing any support as to why they are entitled to them.  She
points out that affiliates and other entities that do not undergo
the formal retention process required by Section 327(a) should not
be permitted, and should not receive indemnification from the
Debtors.

                       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 CHICKEN: Trustee Prepares to Make 4th Distribution
---------------------------------------------------------
Gerald K. Smith, the Plan Trustee appointed under the Chapter 11
plan confirmed by the Court for BCE West, L.P., Boston Chicken,
Inc., and its debtor-affiliates proposes to distribute
$14.8 million to holders of bonds and other unsecured claims
against the failed restaurant chain's estates.

In a Motion filed with the U.S. Bankruptcy Court in Phoenix this
week, Mr. Smith asks Judge Case to rubber-stamp his plan to make a
fourth and final distribution to holders of allowed claims.  This
distribution is estimated to return about $15 to each holder of a
$1,000 claim.

Boston Chicken, Inc., sought for chapter 11 bankruptcy protection
(Bankr. D. Ariz. Case Nos. 98-12547 through 98-12570) in October
1998.  On January 6, 2000, the Company announced that it and its
Boston Market-related subsidiaries had filed a joint Plan of
Reorganization and related Disclosure Statement.  The basis of the
Plan of Reorganization was an asset purchase agreement dated
November 30, 1999 among the Debtors, as Sellers, Golden Restaurant
Operations, Inc., a wholly-owned subsidiary of McDonald's
Corporation, as Buyer, and McDonald's, as guarantor of certain of
GRO's obligations under the Asset Purchase Agreement.  Under the
terms of the Asset Purchase Agreement, GRO purchased substantially
all of the assets of the Debtors and assumed certain liabilities
of the Debtors for approximately $173.5 million.

The Third Modified Plan provides that no distribution of less than
$25.00 would be made to an allowed unsecured claimant unless so
specifically requested.  There was no bar date set as to when the
request must be made.


BRANCH BANKING: Fitch Puts B Support Floor Rating on Watch Neg.
---------------------------------------------------------------
Fitch Ratings has placed the Support and Support Floor ratings of
Branch Banking and Trust Company and BB&T Financial, FSB, on
Rating Watch Negative following initial interpretation of the
Dodd-Frank Wall Street Reform and Consumer Protection Act and its
implications for systemically important financial institutions.
Both institutions' Issuer Default Ratings and issue-level ratings
are currently above their Support Floor Ratings as the IDR and
issue-level ratings reflect each company's stand-alone strength,
and do not rely on any implied government support.  As such,
Branch Banking & Trust Company and BB&T Financial FSB's IDR and
issue-level ratings are unaffected by the action.  The ratings of
BB&T Corporation, the parent company of Branch Banking & Trust
Company and BB&T Financial, FSB, and its other affiliates are also
unaffected.  Similar actions have been taken for other large U.S.
banks.

Refer to Fitch's press release dated Oct. 22, 2010, titled 'Fitch:
U.S. FI Support Ratings Potentially Impacted by Proposed FDIC
Rules' for additional information.  Fitch's ratings of banks have
always encompassed a view of intrinsic creditworthiness expressed
through the Individual rating, while Fitch's view of Support has
been expressed separately through its Support framework.  Support
Ratings communicate Fitch's judgment on whether the bank would
receive support from the U.S. Government should this become
necessary.  The recently enacted legislative framework and
potential regulatory rulemaking primarily affect Fitch's sovereign
Support framework.

Fitch places these ratings on Rating Watch Negative:

Branch Banking & Trust Company

  -- Support '4';
  -- Support Floor 'B'.

BB&T Financial, FSB

  -- Support '4';
  -- Support Floor 'B'.


BUILDERS FIRSTSOURCE: Posts $20 Million Net Loss in Sept. 30 Qtr.
-----------------------------------------------------------------
Builders FirstSource Inc. reported a net loss of $20.47 million on
$180.39 million of sales for the three months ended Sept. 30,
2010, compared with a net loss of $15.24 million on
$188.86 million of sales for the same period a year ago.

The Company's balance sheet at Sept. 30, 2010, showed
$442.28 million in total assets, $259.74 million in total
liabilities, and stockholder's equity of $182.54 million.

"The third quarter of 2010 saw a decline in housing starts as the
September seasonally adjusted annual rate for U.S. single-family
housing starts decreased to 452,000, down 10.8% from September
last year.  Actual U.S. single-family housing starts for the
current quarter were 119,600, down 13.5% from the third quarter of
2009.  We saw a similar level of decline in actual U.S. single-
family units under construction, as they decreased 12.8% from the
same quarter last year," said Floyd Sherman, Builders FirstSource
Chief Executive Officer, in a statement.  "Despite the decline in
building activity, our sales of $180.4 million were down just 4.5%
from sales of $188.9 million in the third quarter of 2009."

Mr. Sherman also said in the company statement, "Though the
volatility in the commodity markets has subsided, current market
conditions remain difficult and we expect this to persist into
2011.  We remain committed to our proven strategy of conserving
liquidity while monitoring, and adjusting as necessary, physical
capacity and staffing levels.  As expected, seasonal reductions in
working capital helped reduce our use of cash during the quarter.
We still believe our liquidity at year-end will range from $100-
$110 million.  While we do not expect 2011 to be a robust year of
new home construction, we are hopeful we will see some improvement
over 2010, and that 2011 will signal the beginning of a sustained
recovery."

The Company ended the quarter with approximately $126 million in
liquidity, which included $121.4 million in available cash.

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6cf3

                    About Builders FirstSource

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

                           *     *     *

Builders FirstSource Inc. carries 'Caa2' long term and senior
secured debt ratings, with negative outlook, from Standard &
Poor's.


BWAY CORPORATION: Moody's Cuts Corporate Family Rating to 'B2'
--------------------------------------------------------------
Moody's Investors Service downgraded the corporate family rating
of BWAY Corporation to B2 from B1 and moved the corporate family
rating to the newly created parent company BWAY Parent Company,
Inc.  The rating outlook is revised to stable from negative.
Moody's also assigned a Caa1 rating to the new $150 million senior
unsecured payment-in-kind toggle notes due 2015.  The issuer of
the notes is the newly created parent company BWAY Parent Company,
Inc. (the holding company and indirect parent of both BWAY Holding
Co. and BWAY Corporation).  The notes will not be guaranteed by
any entity in the corporate group.  BWAY will have the option to
pay interest 100% in cash, 50% in cash and 50% in PIK or 100% in
PIK.  The company intends to use proceeds to finance a
distribution to the equity sponsor Madison Dearborn Partners LLC.

Moody's took these rating actions for BWAY Parent Company, Inc.:

  -- Assigned Corporate Family Rating, B2

  -- Assigned Probability of Default Rating, B2

  -- Assigned Speculative Grade Liquidity Rating, SGL-2

  -- Assigned $150 million Senior Unsecured PIK Toggle Notes due
     2015, Caa1 (LGD 6, 93%)

Moody's took these rating actions for BWAY Holding Company, Inc.
(initially Picasso Merger Sub, Inc):

  -- Affirmed $75 million senior secured revolving credit facility
     due June 16, 2016, Ba3 (LGD 2, 28% from LGD 3, 35%)

  -- Affirmed $490 million senior secured term loan due June 16,
     2017, Ba3 (LGD 2, 28% from LGD 3, 35%)

  -- Affirmed $205 million 10% notes due June 15, 2018, B3 (LGD 5,
     76% from 86%)

Moody's took these rating actions for BWAY Corporation:

  -- Withdraw Corporate Family Rating, B1
  -- Withdraw Probability of Default Rating, B1
  -- Withdraw Speculative Grade Liquidity Rating, SGL-2

The ratings outlook is revised to stable from negative.

                            Rationale

The downgrade of the corporate family rating to B2 from B1
reflects the deterioration in pro-forma credit metrics resulting
from the proposed new issuance, the potential for free cash flow
to be used for acquisitions rather than for debt reduction and the
probability that the timeline for achieving meaningful EBITDA and
cash flow from any acquisitions may extend beyond the rating
horizon given the distressed nature of many companies in the
market.  BWAY's pro-forma credit metrics leave little room for any
negative variance in operating performance and would remain within
the B2 rating category over the rating horizon without significant
debt reduction or improvement in EBITDA and cash flow.

BWAY's B2 corporate family rating reflects credit risks resulting
from the high concentration of sales, cyclical nature of the
primary end market and acquisition strategy.  The company derives
approximately 40% of its revenues from housing-related products
(including paint and other building products) and 19% stem from
Sherwin Williams.

The ratings are supported by the company's dominant share in its
markets, the limited number of alternate suppliers with scale and
breadth of product line, and barriers to entry in the industry.
BWAY also benefits from strong liquidity and long-standing
customer relationships.  The ratings are also supported by
anticipated benefits from the integration of recent acquisitions
and ongoing cost-cutting.

               What Could Change the Rating -- Down

The rating could be downgraded if there is a deterioration in
credit statistics, liquidity or the operating and competitive
environment.  Significant debt-financed acquisitions could also
pressure the rating.  Specifically, the rating could be downgraded
if total debt to EBITDA increases above 5.7 times, free cash flow
to debt declines below the mid-single digits, the EBIT margin
declines below 7.0%, and EBIT to gross interest declines below 1.3
times.

                What Could Change the Rating -- Up

The rating could be upgraded if BWAY improves credit metrics and
maintains strong liquidity within the context of a stable
operating and competitive environment.  Specifically, the ratings
could be upgraded, if debt to EBITDA declines below 5.5 times,
free cash flow to debt improves to above 5.5%, the EBIT margin
remains above 8.0%, and EBIT to gross interest improves to over
1.5 times on a sustained basis.


CABLEVISION SYSTEMS: FCC Filing Shows News Corp Acted in Bad Faith
------------------------------------------------------------------
Cablevision Systems Corp. filed a response to the Federal
Communications Commission (FCC) documenting bad faith negotiations
by News Corp. related to Cablevision's continued carriage of Fox 5
and My9.  Cablevision urged the federal agency to assert its
authority to immediately restore the broadcast stations and order
the companies to submit to binding arbitration to reach a fair
agreement and prevent a blackout of the World Series in New York.

Charles Schueler, Cablevision's executive vice president of
communications, said, "The FCC filing clearly demonstrates that
News Corp. has acted in bad faith and outlines the FCC's authority
to order binding arbitration and immediately end the Fox blackout
of Cablevision customers.  News Corp. never engaged in real
negotiations, they only made a 'take it or leave it' proposal for
Fox 5, and they timed the Fox blackout to leverage major national
sporting events to force Cablevision to accept unreasonable
demands."

Cablevision said its filing with the FCC includes several key
points:

    -- News Corp. has refused to negotiate in good faith by
       demanding a "take it or leave it" rate for Fox 5.  Further,
       News Corp. has claimed it cannot show any flexibility in
       its demands for Fox 5 because it is bound by "Most Favored
       Nation" (MFN) clause based on a rate it claims Time Warner
       Cable agreed to pay in a much broader, national agreement.
       This is a self-imposed limitation that is a clear violation
       of the FCC's good faith rules.

    -- News Corp. deliberately timed the deadline to black out Fox
       5 and My9 to ensure that Cablevision customers would be
       denied access to major national sporting events including
       Major League Baseball playoffs and the World Series unless
       Cablevision accepted its "take it or leave it" demands.

    -- News Corp. has abused the power it has achieved through
       special "one of its kind" FCC waivers that allow it to own
       multiple government broadcast licenses and newspapers in
       the New York market.  News Corp. is attempting to leverage
       its unprecedented government-enabled media consolidation to
       force Cablevision to accept unreasonable fee demands.

    -- Cablevision has engaged in good faith negotiations and made
       numerous proposals -- significantly increasing in value --
       since May in an effort to reach agreement, including four
       new proposals from Oct. 15 to 17. Over the last year,
       Cablevision has reached agreements with every other major
       broadcast station in the market -- NBC, ABC, CBS and
       Univision -- and offered News Corp. more for Fox broadcast
       programming as it pays any of those stations.  But News
       Corp. is continuing to demand more for Fox 5 than
       Cablevision pays all of the other broadcast stations
       combined.

    -- Cablevision already pays News Corp. more than $70 million a
       year for its channels, and News Corp. is demanding more
       than $150 million a year for the same exact programming.

    -- The Media Bureau of the FCC on Friday sent letters to
       Cablevision and News Corp. requiring both companies to
       respond today with information on how they were satisfying
       the good faith requirements of the Commission's
       retransmission consent rules.  The letter asked for
       detailed accounts of the negotiations involving Fox 5 and
       My9 and the efforts by the companies to end the current
       impasse that has prevented Cablevision customers from
       receiving the stations since News Corp. pulled the signals
       at midnight on Friday, Oct. 15.

                        About Cablevision Systems

Headquartered in Bethpage, New York, Cablevision Systems
Corporation is predominantly a domestic cable TV multiple system
operator serving around 3.1 million subscribers in and around the
New York metropolitan area.  Among other entertainment-and media-
related business ventures, the company also owns and distributes
programming to cable television and direct broadcast satellite
providers throughout the United States through its Rainbow
National Services subsidiary.

The Company's balance sheet at June 30, 2010, showed $7.63 billion
in total assets, $13.81 billion in total liabilities, and
stockholders' deficit $6.19 billion.

                           *     *     *

As reported in the Troubled Company Reporter on July 27, 2010,
Fitch Ratings has affirmed the 'BB-' Issuer Default Ratings
assigned to Cablevision Systems and its wholly owned subsidiary
CSC Holdings LLC.  The rating outlook is "stable."  As of
March 31, 2010, CVC had approximately $11.4 billion of debt
outstanding.  Fitch noted that the Company's liquidity position
and financial flexibility have strengthened when considering,
among other things, the Company's improved free cash flow
generation, and access to $1.4 billion of available borrowing
capacity from revolvers.

Cablevision carries a 'Ba2' long term corporate family rating from
Moody's and 'BB' issuer credit ratings from Standard & Poor's.


CAPITAL ONE: Moody's Assigns 'Ba1' Counterparty Instrument Rating
-----------------------------------------------------------------
Moody's Investors Service announces this Counterparty Instrument
Rating: Ba1 (sf), under review for possible downgrade, to the Swap
Agreement dated June 30, 2008, in relation to the Capital One
Multi-asset Execution Trust Class C (2004-3) credit card
receivables-backed notes.

Moody's originally assigned a counterparty instrument rating of
Baa2 (sf) to the Swap on June 30, 2008.  It was Moody's intention
to make this rating public at the time it was assigned, however
due to technical and administrative oversight, this original
rating was not released to the public.

Subsequent to the June 30, 2008 assignment of Baa2 (sf) rating on
the swap, the ratings of the COMET C (2004-3) notes (originally
rated Baa2 (sf) on June 24, 2004) were subject to several ratings
actions.  Pursuant to the rating rationale outlined below, the
ratings history of the Swap coincides directly with that of the
Class C (2004-3) notes.

At this time, Moody's is announcing these ratings history for the
Swap:

June 30, 2008:

* Swap Agreement dated June 30, 2008, in relation to the Capital
  One Multi-asset Execution Trust Class C(2004-3) credit card
  receivables-backed notes, rated Baa2 (sf)

April 20, 2009:

* Swap Agreement dated June 30, 2008, in relation to the Capital
  One Multi-asset Execution Trust Class C(2004-3) credit card
  receivables-backed notes, rated Baa2 (sf), placed under review
  for possible downgrade

July 1, 2009:

* Swap Agreement dated June 30, 2008, in relation to the Capital
  One Multi-asset Execution Trust Class C(2004-3) credit card
  receivables-backed notes, downgraded to Ba1 (sf) from Baa2 (sf)

July 28, 2010:

* Swap Agreement dated June 30, 2008, in relation to the Capital
  One Multi-asset Execution Trust Class C(2004-3) credit card
  receivables-backed notes, rated Ba1 (sf), placed under review
  for possible downgrade

                         Rating Rationale

Counterparty Instrument Ratings measure the risk posed to a
counterparty on an expected loss basis arising from the special
purpose vehicle's inability to honor its obligations under the
referenced financial contract.  The ratings do not address
potential losses in relation to any market risk associated with
the transaction.

Capital One Multi-asset Execution Trust, Class C (2004-3) is a
U.S. credit card-backed securities transaction, backed by a
revolving pool of consumer and small business credit card
receivables originated and serviced by Capital One Bank USA, N.A.

The ratings of Capital One Bank are: long-term bank deposits rated
A2, under review for possible downgrade; short-term bank deposits
rated P-1, under review for possible downgrade; bank financial
strength rated C.  In order to hedge interest rate and currency
mismatches between the underlying credit card receivables
denominated in U.S. dollars, and the outstanding notes denominated
in British pounds, COMET has entered into a swap with Barclays
Bank PLC (long-term bank deposits rated Aa3, short-term bank
deposits rated P-1, bank financial strength rated C).

The assigned Counterparty Instrument Rating is based upon the pari
passu ranking of swap payments relative to the payments to Class C
(2004-3) noteholders in the transaction waterfall.  Consequently,
in the ordinary course of events, the ability of COMET to honor
its obligations to make the swap payments is considered equal to
its ability to make the scheduled payments on the underlying
notes.  The ratings history of the Swap is highly correlated to
the ratings history of the related COMET Class C (2004-3) notes.

In some scenarios, termination payments could be placed
subordinate to noteholder interests.  However, based in part on
the ratings of Capital One Bank and Barclays Bank PLC the scenario
of events that would trigger such subordination of termination
payments is considered beyond the risk profile of the current
rating on the Class C (2004-3) notes.

Moody's Investors Service did not receive or take into account a
third party due diligence report on the underlying assets or
financial instruments in this transaction.


CAREFREE WILLOWS: Sec. 341(a) Meeting of Creditors on Dec. 2
------------------------------------------------------------
The U.S. Trustee will convene a meeting of Carefree Willows LLC's
creditors on Dec. 2, 2010, at 3:00 p.m.  The meeting will be held
at Foley Building, Room 1500, in Las Vegas, NV.

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.

Also according to the docket, the last day to file proof of claims
is on March 2, 2011.

Carefree Willows has filed requests to access cash collateral of
its prepetition lenders and pay prepetition payroll.

Carefree Willows LLC is the owner of 300-unit Carefree Senior
Living in Las Vegas.  Carefree Willows filed a Chapter 11 petition
on Oct. 22 (Bankr. D. Nev. Case No. 10-29932).  Lenard E.
Schwartzer, Esq., at Schwartzer & Mcpherson Law Firm, in Las
Vegas, Nevada, serves as counsel to the Debtor.  In its Schedules
of Assets and Liabilities, the Debtor scheduled $30,604,014 in
assets and $36,531,244 in liabilities.


CAROL KARLOVICH: Hearing on Further Case Use on November 8
----------------------------------------------------------
The Hon. Peter W. Bowie of the U.S. Bankruptcy Court for the
Southern District of California has continued until November 8,
2010, at 2:00 p.m., the hearing on Carol Karlovich's continued
access to the cash collateral in which the San Diego County Credit
Union claims an interest.

The Court previously authorized, on an interim basis, the Debtor
to access cash collateral, related to Debtor's commercial property
located 13520-38 Poway Road, Poway, California until November 1.

The Debtor would use the cash collateral for operating expenses of
its subject property.

As reported in the Troubled Company Reporter on July 6, 2010, the
SDCCU is the only secured creditor holding an interest in the
Debtor's cash collateral in relation to the San Marcos property,
which has a commercial building.  The single current lease at the
property generates monthly rent of $10,937.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtor will pay the SDCCU the monthly sum of
$8,123 as full payment of Debtor's contractual monthly obligation
to SDCCU.  The Debtor will also turn over to the SDCCU the monthly
amount necessary to pay property taxes on the subject property.

The Debtor will deposit the excess moneys into a separate cash
collateral account for the subject property, pay net rents to
SDCCU, and will give SDCCU a replacement lien on all newly
acquired cash proceeds.

                       About Carol Karlovich

La Jolla, California-based Carol Karlovich filed for Chapter 11
bankruptcy protection on June 22, 2010 (Bankr. S.D. Calif. Case
No. 10-10860).  John L. Smaha, Esq., at Smaha Law Group, APC,
assists the Company in its restructuring effort.  The Company
estimated it assets and debts at $10 million to $50 million.


CAROL KARLOVICH: Plan Promises to Pay 34.23% of Unsecured Claims
----------------------------------------------------------------
Carol Karlovich and Karlovich Financial, LLC, submitted to the
U.S. Bankruptcy Court for the Southern District of California a
proposed Plan of Reorganization and an explanatory Disclosure
Statement.

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 that
after the effective date, the Debtors will conduct business,
including the management of their commercial real estate business,
leasing Debtors' properties or seeking to sell or refinance the
same properties.  Under the Plan, the Reorganized Debtor will
retain ownership of an control of the Reorganized Debtor.

The Debtors anticipate that holders of allowed unsecured claims
will receive a distribution of approximately 34.23% of the amount
of their claim by the expiration of the Plan.  Secured claims will
retain their security interests or otherwise will be paid in full
upon the sale of real property, the refinancing of loans or under
modified terms as agreed to by the Debtors and the secured claim
holder.

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

                       About Carol Karlovich

La Jolla, California-based Carol Karlovich filed for Chapter 11
bankruptcy protection on June 22, 2010 (Bankr. S.D. Calif. Case
No. 10-10860).  John L. Smaha, Esq., at Smaha Law Group, APC,
assists the Company in its restructuring effort.  The Company
estimated it assets and debts at $10 million to $50 million.


CARRIZO OIL: Moody's Assigns 'B2' Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service assigned Carrizo Oil & Gas, Inc., a B2
Corporate Family Rating, B2 Probability of Default Rating, a
Speculative Grade Liquidity -- 3 rating, and a B3 (LGD 5, 75%)
rating to the company's proposed $325 million senior unsecured
notes.  The proceeds from the notes offering will be used to
reduce revolver drawings and repurchase up to $300 million of
convertible senior notes.  The rating outlook is stable.

                        Ratings Rationale

"Carrizo's B2 Corporate Family Rating reflects management's strong
operational performance in the Barnett Shale and track record in
issuing equity," commented Gretchen French, Moody's Assistant Vice
President.  "The rating is restrained by the company's smaller
size, production concentration, high financial leverage and
negative free cash flow generation."

Carrizo's proved reserves and production are concentrated in the
Barnett Shale in North Texas, where the company has been operating
since 2003.  However, this concentration has resulted in Carrizo
successfully growing reserves and production through productive
internal capital reinvestment.  One-year all sources F&D costs in
2009 were a competitive $7.15/boe and three-year F&D costs are
also favorable at $11.94.  Carrizo's cost structure reflects its
early mover advantage in the Barnett, its high degree of
operational control of its properties and management's willingness
not to drill uneconomic wells even if it means giving up its lease
position.  The company continues to have a significant drilling
inventory in the most economical part of the play.

Carrizo has embarked on a strategy to enhance its geographic
diversification and increase its exposure to liquids-rich and oil
plays, expanding into the Marcellus, Eagle Ford and Niobrara
Shales.  However, this diversification strategy still remains in
the early stages and is capital intensive.  As Carrizo expands
into other shale plays it remains to be seen if the company can
replicate the capital efficiency it has displayed in the Barnett,
particularly in the face of rising service costs.  Moody's note
that if successful, Carrizo should benefit from higher margins,
and, over the near-term, the company's joint venture with Reliance
Industries will benefit its cost structure due to the partial
drilling carry.

Carrizo has high financial leverage based on debt to production
and proved developed reserves.  At June 30, 2010, Carrizo had
debt/production of approximately $40,000 boe/d and debt/PD
reserves of about $12/boe, both of which are indicative of a Caa
rating.  The high leverage stems from several years of negative
free cash flow generation.  Moody's expects Carrizo will continue
to generate negative free cash flow through 2013 due to high
levels of capital spending as the company expands geographically.
However, Moody's also expect continued production and reserve
growth, and consider management's track record of issuing equity
and entering into joint ventures to help manage its capital
spending program.

Carrizo's SGL-3 rating reflects Moody's expectation that Carrizo
will have adequate liquidity through the end of the fourth quarter
of 2011, despite the expectation of negative free cash flow
generation.  Supporting its liquidity profile is adequate
availability on its revolver, the cash flow benefits of its joint
venture in the Marcellus Shale and a supportive hedging program.

The stable rating outlook is based on the expectation that
financial leverage will trend down over the near term as the
company grows production and proved developed reserves and
management prudently manages the financing of its capital spending
program.

Moody's believes there is limited upside in the current ratings
over the near term.  Over the longer term, materially increased
scale could be positive for the ratings, assuming the growth was
achieved with competitive costs and financial leverage was lower
(debt/PD reserves below $9/boe and debt/production less than
$20,000).

On the other hand, the ratings could face pressure if production
were to fall significantly, the company were to experience
materially higher F&D costs, leverage were to remain elevated
(debt/PD reserves above $12/boe), or if liquidity were to become
constrained.

Carrizo Oil & Gas, Inc., headquartered in Houston, Texas, is an
independent exploration and production company.


CARRIZO OIL: S&P Assigns 'B' Corporate Credit Rating
----------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'B'
corporate credit rating to oil and gas exploration and production
company Carrizo Oil & Gas Inc.  The outlook is stable.  At the
same time, S&P assigned a preliminary 'B-' issue-level rating to
Carrizo's proposed $325 million senior unsecured notes due 2018.
S&P also assigned a preliminary '5' recovery rating to the notes,
indicating expectations of a modest (10% to 30%) recovery in the
event of a payment default.  The company will use proceeds from
the transaction to fund a tender offer for part of its outstanding
convertible debt and to repay borrowings under its bank credit
facility.

"The ratings on Houston-based Carrizo reflect the company's
vulnerable business risk position as an operator in the
competitive and highly cyclical oil and gas industry; its small,
geographically concentrated reserve and production base that is
overwhelmingly weighted toward natural gas; and its high debt
leverage," said Standard & Poor's credit analyst Patrick Y.  Lee.
These factors are partially offset by a long reserve life and
strong organic reserve replacement.

As of Dec. 31, 2009, Carrizo had proved reserves of nearly
602 billion cubic feet of natural gas equivalent (85% natural gas;
56% proved developed), and a reserve life of 18.2 years on a
proved to 2009 production basis and 10.1 years on a proved
developed to 2009 production basis.  Nearly 97% of production was
natural gas.  The company's reserves were concentrated in the
Barnett Shale, which represented approximately 95% of total proved
reserves and 80% of production.

The stable outlook based on Carrizo's well-established position in
the Barnett, good reserve life, and decent prospects in various
plays.  S&P considers a downgrade to be possible if, for an
extended period of time, leverage was to exceed the 4.5x to 5x
area or if liquidity materially weakens.  S&P could upgrade the
company if it were to significantly diversify in terms of
commodity and geographic production, if reserves and production
continued to grow, and if credit metrics were to trend positively,
including leverage under 3.75x on a sustained basis.


CELL THERAPEUTICS: Signs Deal to Sell $21MM of Pref. Stock
----------------------------------------------------------
Cell Therapeutics Inc. has entered into an agreement to sell,
subject to customary closing conditions, $21.0 million of shares
of its Series 7 Preferred Stock and warrants to purchase shares of
its common stock in a registered offering to four institutional
investors.  Each share of Series 7 Preferred Stock is convertible
at the option of the holder, at any time during its existence,
into approximately 2,703 shares of common stock at a conversion
price of $0.37 per share of common stock, for a total of
56,756,757 common shares.

In connection with the offering, the investors received warrants
to purchase up to 22,702,704 shares of common stock.  The warrants
have an exercise price of $0.45 per warrant share, for total
potential additional proceeds to the Company of approximately
$10.2 million upon exercise of the warrants.  The warrants are
exercisable six months and one day after the date of issuance and
expire five years from the date of issuance.

The Company intends to use the net proceeds from the offering for
general corporate purposes, which may include, among other things,
paying interest on and retiring portions of its outstanding debt,
funding research and development, preclinical and clinical trials,
the preparation and filing of new drug applications and general
working capital.  The Company may also use a portion of the net
proceeds to fund possible investments in, or acquisitions of,
complementary businesses, technologies or products.  The Company
has recently engaged in limited discussions with third parties
regarding such investments or acquisitions, but has no current
agreements or commitments with respect to any investment or
acquisition.

Shares of the Series 7 Preferred Stock will receive dividends in
the same amount as any dividends declared and paid on shares of
common stock and have no voting rights on general corporate
matters.

The closing of the offering is expected to occur on October 22,
2010, at which time the Company will receive the cash proceeds and
deliver the securities.

Rodman & Renshaw, LLC, a wholly-owned subsidiary of Rodman &
Renshaw Capital Group, Inc., acted as the exclusive placement
agent for the offering.  Trout Capital LLC provided financial
advisory services.

                        Going Concern Doubt

San Francisco-based Stonefield Josephson, Inc., has included an
explanatory paragraph in their report on Cell Therapeutics'
December 31, 2009, 2008 and 2007 consolidated financial statements
regarding their substantial doubt as to the Company's ability to
continue as a going concern.  The independent auditors noted that
the Company has sustained losses from operations over the audit
periods, incurred an accumulated deficit, and has substantial
monetary liabilities in excess of monetary assets as of
December 31, 2009.

                        Bankruptcy Warning

In its Form 10-Q report for the period ended June 30, 2010, the
Company said it does not expect that existing cash and cash
equivalents, including the cash received from the issuance of its
Series 6 preferred stock and warrants, will be sufficient to fund
presently anticipated operations beyond the fourth quarter of
2010.

The Company has commenced cost saving initiatives to reduce
operating expenses, including the reduction of employees related
to planned commercial pixantrone operations and continues to seek
additional areas for cost reductions.  However, the Company said
it will need to raise additional funds and is currently exploring
alternative sources of equity or debt financing.  The Company said
it may seek to raise such capital through public or private equity
financings, partnerships, joint ventures, disposition of assets,
debt financings or restructurings, bank borrowings or other
sources of financing.

The Company called an annual meeting of shareholders to ask
shareholders to approve proposals, including a proposal to
increase authorized shares of common and preferred stock from
810,000,000 to 1,210,000,000 shares, in order to raise capital.

"If we fail to obtain additional capital when needed, we may be
required to delay, scale back, or eliminate some or all of our
research and development programs and may be forced to cease
operations, liquidate our assets and possibly seek bankruptcy
protection," the Company said.


CENTAUR LLC: Plan Confirmation Hearing Set for December 13
----------------------------------------------------------
The Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware will convene a hearing on December 13, 2010,
at 10:00 a.m., Eastern Time, to consider the confirmation of
Centaur, LLC, and its debtor-affiliate's Plan of Reorganization.

Any objections to Plan confirmation and ballots accepting or
rejecting the Plan are due December 3 at 4:00 p.m.

According to the amended Disclosure Statement, immediately
following the Effective Date, New Centaur, LLC, Hoosier Park, LLC
and the Reorganized Debtors will be direct and indirect
subsidiaries of NewCo, a Delaware limited liability company
managed by the board of managers.

The Plan also provided for the issuance by NewCo of the NewCo PIK
Notes having an aggregate face amount of $155 million and bearing
interest of equal to the "Applicable Federal Rate" plus 4.99% ,
which shall be payable-in-kind.  The face amount of the NewCo PIK
Notes is within a range, of which $155 million is the midpoint,
and may change subject to regulatory requirements.

As reported in the Troubled Company Reporter on September 13,
Centaur filed a revised plan that provides for these terms:

   * holders of $405.1 million in first-lien debt are slated to
     recover about 83.3% from a combination of mostly new stock
     and debt.

   * Holders of $207.2 million in second-lien debt will see 1.4%
     through a share of $3 million in pay-in-kind notes and
     recoveries from a litigation trust if the class votes in
     favor of the Plan.

   * Unsecured creditors of Valley View Downs with $61.2 million
     in claims are to have a 0.75% recovery from receiving a share
     of $400,000 in new pay-in-kind notes and some recoveries by
     the litigation trust if they vote for the Plan.

   * Other general unsecured creditors, for their $17.2 million in
     claims, are to have a share of the litigation trust.  The
     estimated percentage recovery is undetermined.

The Court has adjourned until November 2, the hearing to consider
the motion to convert Valley View Downs Debtors' Chapter 11 cases
to Chapter 7 of the Bankruptcy Code.  The hearing was originally
scheduled to be heard on April 15.

A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/CentaurLLC_4thAmendedDS.pdf

The Debtors are represented by:

     WHITE & CASE LLP
     Gerard H. Uzzi, Esq.
     1155 Avenue of the Americas
     New York, NY 10036
     Tel: (212) 819-8200

     Michael C. Shepherd, Esq.
     Lane E. Begy, Esq.
     200 South Biscayne Boulevard, Suite 4900
     Miami, FL 33131
     Tel: (305) 371-2700

          - and -

     FOX ROTHSCHILD LLP
     Jeffrey M. Schlerf, Esq.
     Eric M. Sutty, Esq.
     JayJohn H. Strock, Esq.
     919 North Market Street, Suite 1600
     Wilmington, Delaware 19801
     Tel: (302) 654-7444

                       About Centaur, LLC

Indianapolis, Indiana-based, Centaur, LLC, aka Centaur Indiana,
LLC -- http://www.centaurgaming.net/-- is a company involved in
the development and operation of entertainment venues focused on
horse racing and gaming.

The Company filed for Chapter 11 bankruptcy protection on March 6,
2010 (Bankr. D. Del. Case No. 10-10799).  The Company estimated
its assets and debts at $500 million to $1 billion as of the
Petition Date.


CHASE DEVELOPMENT: Case Summary & 3 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Chase Development, LLC
        151 Philbrooke Dr.
        Oklahoma City, OK 73109

Bankruptcy Case No.: 10-13625

Chapter 11 Petition Date: October 22, 2010

Court: United States Bankruptcy Court
       District of Kansas (Wichita)

Judge: Dale L. Somers

Debtor's Counsel: Susan G. Saidian, Esq.
                  CASE, MOSES, ZIMMERMAN & MARTIN, P.A.
                  900 Olive Garvey Building
                  200 West Douglas
                  Wichita, KS 67202
                  Tel: (316) 303-0100
                  Fax: (316) 265-8263
                  E-mail: sgsaidian@cmzwlaw.com

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

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

A list of the Company's three largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ksb10-13625.pdf

The petition was signed by Robert Lobato.


CHRYSLER FINANCIAL: DBRS Withdraws 'CCC' Issuer Rating
------------------------------------------------------
DBRS has withdrawn the ratings of Chrysler Financial Services
Americas LLC (Chrysler Financial or the Company), including the
Company's Issuer Rating of CCC, at the request of the issuer.  The
withdrawal of the ratings does not reflect any change in credit
profile of the Company.


CITIGROUP INC: Fitch Upgrades Individual Ratings From 'C/D'
-----------------------------------------------------------
Fitch Ratings has upgraded the Individual, Preferred and Trust
Preferred ratings of Citigroup Inc.:

  -- Individual to 'C' from 'C/D';

  -- Trust Preferred issued by various capital trust subsidiaries
     to 'BBB-' from 'BB-';

  -- Preferred Stock to 'BBB-' from 'C'.

Concurrently, Fitch has placed these ratings of Citi on Rating
Watch Negative.

  -- Long-term Issuer Default Rating 'A+';
  -- Senior unsecured 'A+';
  -- Subordinated 'A';
  -- Short-term IDR 'F1+';
  -- Support '1';
  -- Support Floor 'A+'.

The upgrades of the Individual (or stand-alone assessment) and
preferred instrument ratings reflect improved financial
performance in 2010, including the emergence of sustainable
operating profits and favorable asset quality trends.  Other
positive factors include success in reducing non-core assets and
strengthened capital and liquidity positions.  The upgrades are
tempered by a still relatively higher level of asset quality
problems combined with a large remaining portion of non-core
assets under the Citi Holdings' umbrella.  The Individual rating
currently translates to unsupported IDRs of 'BBB+/F2' but further
upgrades of the Individual rating and the unsupported IDRs over
the near term are a possibility if earnings stabilize and/or
increase, and broad asset quality trends indicate steady
improvement.  Moreover, Fitch also incorporated the significant
improvements in Citi's capital strength as measured by current and
anticipated regulatory requirements as well as Fitch's own
measures of capital strength, which adjusts for items such as
mortgage servicing rights, deferred taxes and fair value of own
debt.

In 2010, Citi returned to operating profitability although returns
remain significantly below pre-crisis levels.  In the first nine
months of 2010, return on assets improved to positive 0.65%
compared with negative 0.08% for full-year 2009.  Fitch
anticipates that Citi's operating results could improve further,
as loan loss provisions are likely to decrease, while the
international consumer banking and institutional client businesses
are expected to provide steady results.  Moreover, earnings are
likely to be less affected from the non-core portfolios due to
conservative carrying values.  Thanks to its broad international
franchise, Citi's revenues and core earnings are likely to be less
affected than other major U.S. banks by recent U.S. legislation,
primarily affecting fee income; however, given Citi's sizable U.S.
card business, it will have to contend with industry-wide changes.
Moreover, the company's international operations, including a
presence in many faster growing markets, give Citi considerable
earnings power once asset quality problems in the U.S. are
resolved.

Fitch also considered the improvements to the risk management
culture as manifested by more disciplined risk-taking and steady
progress in addressing problem assets.  Through the first nine
months of 2010, consumer non-performing loans declined both in the
U.S. and in each of the international regions.  In addition, early
stage delinquencies trended down during the course of 2010 in the
consumer portfolio.  On the corporate side, NPLs continued to
diminish for the fourth consecutive quarter.

Consumer NPLs primarily reside in North America at 80% of total
consumer NPLs as of the of third quarter 2010 (end-3Q'10).  Within
consumer NPLs, domestic mortgages and home equity loans at Citi
Holdings remain the largest portions.  In domestic mortgages, the
dollar amount of NPLs decreased due to the slowdown in new NPLs
combined with successful mortgage modifications.  However,
continued performance of these modified mortgages bears close
monitoring.  That said, Citi's loan loss reserves (6.7% of total
loans at end-3Q'10) factor in potential losses in the event of
redefault.

Fitch believes Citi's exposure to rep and warranty losses
associated with residential mortgages is relatively low among
major U.S. banks, albeit material.  Potential rep and warranty
losses along with the recently publicized foreclosure
documentation issues are believed by Fitch to be manageable
relative to Citi's operating income, capital, and reserves at this
time.

Since the core/non-core plan was announced in early 2009, non-core
assets managed under Citi Holdings have been reduced considerably
yet still remain sizeable.  Non-core assets declined to $421
billion (21% of total assets) at end-3Q'10 from $650 billion (34%
of total assets) as of year-end 2008.  The recently announced sale
of the student loan business, along with other asset sales and
write-downs will reduce this balance significantly in 4Q'10,
although fully resolving non-core assets likely will remain a
medium-term process.

Citi's capital ratios are now relatively strong.  At end-3Q'10 the
Tier I common ratio stood at a solid 10.3% compared with just 2.7%
at mid-year 2009.  In 2010, capital ratios benefited from internal
capital generation and a continued reduction in risk assets.  In
the latter part of 2009, a share issue in December and the
completion of an exchange offer in September boosted Tier I common
and tangible common equity.  At mid-year 2010, Fitch core capital
stood at 9.5% of risk-weighted assets, which compared well to the
average of 7.6% for the four largest U.S. banks.  The U.S.
government's ownership of Citi has been reduced from a peak of 34%
to 12% by the end of 3Q'10 and this is anticipated to decline
further.

Going into 4Q'10, capital ratios are expected to improve owing to
the likelihood of positive internal capital generation and a
further reduction of risk assets.  Fitch believes Citi will
continue to manage capital ratios conservatively in view of the
prospect for tougher U.S. regulatory requirements (particularly
for systemically important banks) as well as the probable
implementation of Basel 3, which will likely increase risk-
weighted assets over the implementation phases.

Citi's improved financial profile has further bolstered its
capacity to pay coupons on trust preferred instruments.
Furthermore, Citi has announced that it will begin paying
dividends on Series AA, E, F, and T preferred, which had been
suspended.  Preferred servicing costs are now approximately
$0.4 billion per quarter compared with a peak level of
$1.9 billion per quarter (including both trust preferred and other
preferred issues).

Currently, liquidity is comfortable at both the holding company
and bank levels with large levels of unencumbered cash and
securities.  At the bank level, deposits have increased
significantly as a percentage of the funding mix.  At Citibank,
N.A., total deposits increased to 75% of total liabilities at mid-
year 2010 compared with 66% at year-end 2008.

Individual ratings for U.S. banking units remain equalized due to
the existence under FIRREA of cross-default guarantees for
domestic affiliate banks.  Certain debt ratings and trust
preferred ratings are being withdrawn as specific issues are no
longer outstanding as detailed below.

Citi is one of the leading banking institutions in the world with
by far the largest international banking franchise among U.S.
peers.  Early in 2009, a strategic shift was announced which split
Citi into two major units: Citicorp to manage core operations
(regional consumer banking and the institutional clients group)
and Citi Holdings to manage and dispose of non-core assets.

Fitch has taken these rating actions:

Citigroup Inc.

  -- Long-term Issuer Default Rating 'A+' placed on Rating Watch
     Negative

  -- Senior unsecured 'A+' placed on Rating Watch Negative;

  -- Subordinated 'A' placed on Rating Watch Negative;

  -- Preferred upgraded to 'BBB-' from 'C';

  -- Short-term IDR 'F1+' placed on Rating Watch Negative;

  -- Individual upgraded to 'C' from 'C/D';

  -- Support '1' placed on Rating Watch Negative;

  -- Support Floor 'A+' placed on Rating Watch Negative;

  -- Long-term FDIC guaranteed debt affirmed at 'AAA';

  -- Short-term FDIC guaranteed debt affirmed at 'F1+'.

Citigroup Funding Inc.

  -- Long-term IDR 'A+' placed on Rating Watch Negative;
  -- Senior unsecured 'A+' placed on Rating Watch Negative;
  -- Short-term IDR 'F1+' placed on Rating Watch Negative;
  -- Short-term debt 'F1+' placed on Rating Watch Negative;
  -- Long-term FDIC guaranteed debt affirmed at 'AAA';
  -- Short-term FDIC guaranteed debt affirmed at 'F1+'.

Citigroup Global Markets Holdings Inc.

  -- Long-term IDR 'A+' placed on Rating Watch Negative;
  -- Senior unsecured 'A+' placed on Rating Watch Negative;
  -- Subordinated 'A' placed on Rating Watch Negative;
  -- Short-term IDR 'F1+' placed on Rating Watch Negative;
  -- Short-term debt 'F1+' placed on Rating Watch Negative.

Citibank, N.A.

  -- Long-term IDR 'A+' placed on Rating Watch Negative;
  -- Long term deposits 'AA-' placed on Rating Watch Negative;
  -- Short-term IDR 'F1+' placed on Rating Watch Negative;
  -- Short-term deposits 'F1+' placed on Rating Watch Negative;
  -- Individual upgraded to 'C' from 'C/D';
  -- Support '1' placed on Rating Watch Negative;
  -- Support Floor 'A+' placed on Rating Watch Negative;
  -- Long-term FDIC guaranteed debt affirmed at 'AAA';
  -- Short-term FDIC guaranteed debt affirmed at 'F1+'.

Citibank (South Dakota), N.A.

  -- Long-term IDR 'A+' placed on Rating Watch Negative;
  -- Long-term deposits 'AA-' placed on Rating Watch Negative;
  -- Short-term IDR 'F1+' placed on Rating Watch Negative;
  -- Short-term deposits 'F1+' placed on Rating Watch Negative;
  -- Individual upgraded to 'C' from 'C/D';
  -- Support '1' placed on Rating Watch Negative;
  -- Support floor 'A+' placed on Rating Watch Negative.

Citibank Banamex USA

  -- Long-term IDR 'A+' placed on Rating Watch Negative;
  -- Subordinated 'A' placed on Rating Watch Negative;
  -- Long-term deposits 'AA-' placed on Rating Watch Negative;
  -- Short-term IDR 'F1+' placed on Rating Watch Negative;
  -- Short-term deposits 'F1+' placed on Rating Watch Negative;
  -- Individual upgraded to 'C' from 'C/D';
  -- Support '1' placed on Rating Watch Negative;
  -- Support Floor 'A+' placed on Rating Watch Negative.

Citigroup Derivatives Services LLC.

  -- Long-term IDR 'A+' placed on Rating Watch Negative;
  -- Short-term IDR 'F1+' placed on Rating Watch Negative;
  -- Support affirmed at '1'.

Citibank Canada

  -- Long-term IDR 'A+' placed on Rating Watch Negative;
  -- Long-term deposits 'A+' placed on Rating Watch Negative.

Citibank Japan Ltd.

  -- Long-term IDR 'A+' placed on Rating Watch Negative;

  -- Short-term IDR 'F1+' placed on Rating Watch Negative;

  -- Long-term IDR (local currency) 'A+' placed on Rating Watch
     Negative;

  -- Short-term IDR (local currency) 'F1+' placed on Rating Watch
     Negative;

  -- Support affirmed at '1'.

CitiFinancial Europe plc

  -- Long-term IDR 'A+' placed on Rating Watch Negative;
  -- Senior unsecured 'A+' placed on Rating Watch Negative;
  -- Senior shelf 'A+' placed on Rating Watch Negative;
  -- Subordinated 'A' placed on Rating Watch Negative.

Citibank International PLC

  -- Long-term IDR 'A+' placed on Rating Watch Negative;
  -- Short-term IDR 'F1+' placed on Rating Watch Negative;
  -- Support affirmed at '1'.

Commercial Credit Company

  -- Senior unsecured 'A+' placed on Rating Watch Negative.

Associates Corporation of North America

  -- Senior unsecured 'A+' placed on Rating Watch Negative;
  -- Subordinated 'A' placed on Rating Watch Negative.

Egg Banking plc

  -- Senior unsecured 'A+' withdrawn;
  -- Subordinated 'A' placed on Rating Watch Negative.

Citigroup Capital III, VII, VIII, IX, X, XIV, XV, XVI, XVII,
XVIII, XIX, XX, XXI, XXXI, and XXXII

  -- Trust Preferred upgraded to 'BBB-' from 'BB-'

Citigroup Capital XXIX, XXX

  -- Trust Preferred upgraded to 'BBB-' from 'BB-' and withdrawn

Adam Capital Trust III, Adam Statutory Trust III-V

  -- Trust Preferred upgraded to 'BBB-' from 'BB-'


CNO FINANCIAL: A.M. Best Withdraws 'B' Financial Strength Rating
----------------------------------------------------------------
A.M. Best Co. has withdrawn the financial strength ratings (FSR) of B
(Fair) and issuer credit ratings (ICR) of "bb" and assigned an NR-5
(Not Formally Followed) to the FSRs and an "nr" to the ICRs of
Conseco Insurance Company (CIC) (Chicago, IL) and Conseco Health
Insurance Company (CHIC) (Phoenix, AZ).  Previously, CIC and CHIC
were indirect subsidiaries of CNO Financial Group, Inc. (CNO
Financial) (Carmel, IN) [NYSE: CNO].

The actions reflect the merger of CIC and CHIC with and into
Washington National Insurance Company (WNIC), effective October 1,
2010.  WNIC is an indirect subsidiary and integral member of CNO
Financial.  The FSR of B (Fair) and ICR of "bb" of WNIC are
unaffected by this transaction.


COMERICA BANK: Fitch Puts B Support Floor Rating on Watch Negative
------------------------------------------------------------------
Fitch Ratings has placed the Support and Support Floor ratings of
Comerica Bank on Rating Watch Negative following initial
interpretation of the Dodd-Frank Wall Street Reform and Consumer
Protection Act and its implications for systemically important
financial institutions.  Comerica Bank's Issuer Default Rating and
issue-level ratings are currently above their Support Floor
Ratings as the IDR and issue-level ratings reflect the company's
stand-alone strength, and do not rely on any implied government
support.

As such, Comerica Bank's IDR and issue-level ratings are
unaffected by the action.  The ratings of Comerica Bank's parent
company, Comerica Inc., and its other affiliates are also
unaffected.  Similar actions have been taken for other large U.S.
banks.

Refer to Fitch's press release dated Oct. 22, 2010, titled 'Fitch:
U.S. FI Ratings Potentially Impacted by Proposed New FDIC Rules'
for additional information.  Fitch's ratings of banks have always
encompassed a view of intrinsic creditworthiness expressed through
the Individual rating, while Fitch's view of Support has been
expressed separately through its Support framework.  Support
Ratings communicate Fitch's judgment on whether the bank would
receive support from the U.S. Government should this become
necessary.  The recently enacted legislative framework and
potential regulatory rulemaking primarily affect Fitch's sovereign
Support framework.

Fitch places these ratings on Rating Watch Negative:

Comerica Bank

  -- Support '4';
  -- Support Floor 'B'.


COMMSCOPE INC: S&P Puts 'BB-' Rating on CreditWatch Negative
------------------------------------------------------------
Standard & Poor's Ratings Services said it placed its ratings on
Hickory, N.C.-based CommScope Inc., including the 'BB-' corporate
credit rating, on CreditWatch with negative implications.

The CreditWatch listing follows CommScope's announcement that it
is participating in discussions with private-equity sponsor The
Carlyle Group regarding a going-private transaction.  Under terms
of the potential transaction, Carlyle would acquire all of the
outstanding shares of CommScope's common stock for $31.50 in cash.
If upon completion of the proposed going-private transaction, the
existing debt is refinanced, S&P would withdraw the existing
issue-level ratings.

S&P will monitor developments as the company evaluates its
strategic alternatives and will update the rating as necessary.

"A going-private transaction would likely result in S&P's lowering
the corporate credit rating to the 'B' category," said Standard &
Poor's credit analyst Susan Madison.  If the proposed transaction
does not go forward, S&P will assess management's ongoing
financial policies and any potential alternative initiatives that
could materially impact the current capital structure.


COMPUCOM SYSTEMS: Moody's Affirms 'B2' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service affirmed its ratings for CompuCom
Systems, Inc., including the B2 Corporate Family Rating, the Ba2
rating for its senior secured credit facilities and the B3 rating
for its senior subordinated notes.  The outlook for the ratings is
stable.

                        Ratings Rationale

The affirmation of the CFR and the stable outlook reflect Moody's
view that CompuCom's revenue and profitability should rebound
strongly over the next 12-to-18 months such that the Company
should be able to generate good EBITDA growth and sufficient free
cash flow to repay debt ahead of step-downs in the bank covenant
levels at the end of fiscal 2010 and 2011.  The potentially tight
covenant cushion stems from CompuCom's slow deleveraging resulting
from its weak operating performance in fiscal 2009, which was
affected by a rapid decline in end-market demand, sustained
pricing pressure and the Company's elevated spending on
integrating the operations of Getronics, which it acquired in
August 2008.

Moody's Analyst Raj Joshi said, "CompuCom's operating performance
should benefit from the modest economic recovery in the U.S. and
the improved outlook for enterprise information technology
spending, which should stimulate end-market demand for IT
outsourcing services and alleviate the revenue churn and pricing
pressure that CompuCom experienced through a challenging
macroeconomic environment." Moody's view is supported by the
Company's reported decline in revenue churn to pre-recession mid-
single-digit percentage average levels, and CompuCom's stronger
new contract booking trends.  Moody's also expects CompuCom's free
cash flow to incrementally benefit from its high operating
leverage, lower cost structure resulting from synergies from the
acquisition of Getronics as well as organic cost efficiencies, and
declining spending on the integration of Getronics' operations.
"Expectations of healthy free cash flow in 2011, driven by
improved profitability, should create moderate operating cushion
under the consolidated senior secured leverage covenant in the
credit agreement and mitigate former concerns about prospective
covenant compliance," Joshi added.

The B2 CFR reflects CompuCom's high financial risk, including high
debt-to-EBITDA leverage and merely adequate levels of liquidity
given current financial covenant constraints, and the Company's
relatively small scale compared to its much larger and better
capitalized competitors in the intensely competitive market for IT
outsourcing services and products.  These key credit risks are
tempered by Moody's belief that the Company will deleverage from
about 6.0x (incorporating Moody's standard analytical adjustments
and a 50% attribution to the Company's preferred stock at an
intermediate holding company) for the LTM period ended 2Q 2010 to
about 4.5x by the end of 2011 (excluding the debt attribution to
the preferred stock, LTM 2Q 2010 Moody's adjusted leverage was
4.9x), notably through both EBITDA growth and debt repayment.  The
rating is further supported by the Company's highly variable
operating cost structure, its competitive service offerings and
track record of long-standing relationships with its key blue-chip
customers, and the near-term visibility provided by recurring
revenues from long-term service contracts.

The stable outlook reflects Moody's expectation that CompuCom will
continue to realize solid and improving operating performance,
yielding reduced financial risk via deleveraging of its balance
sheet and will thereby remain in compliance with its bank
covenants and maintain adequate or better levels of liquidity.

These rating actions were taken:

* Corporate Family Rating -- Affirmed B2

* Probability of Default Rating -- Affirmed B2

* $170 Million Senior Secured Term Loan B due 2014 -- Affirmed Ba2
  (LGD2, 10%)

* $285 Million Senior Subordinated Notes due 2015 -- Affirmed B3
  (LGD4, 67%)

The last rating action was on July 17, 2007, when Moody's assigned
CompuCom a B2 Corporate Family Rating and rated its new senior
secured credit facilities and senior subordinated debt in
connection with the Company's leveraged buyout by Court Square
Capital Partners.

Headquartered in Dallas, Texas, CompuCom Systems, Inc., provides
IT solutions and services.  For the twelve months ended June 30,
2010, the Company generated revenues of $1.8 billion.


CONSECO INSURANCE: Fitch Withdraws 'BB+' Insurer Strength Rating
----------------------------------------------------------------
Fitch Ratings is withdrawing the 'BB+' Insurer Financial Strength
ratings for Conseco Insurance Company and Conseco Health Insurance
Company.  Both companies were merged into another CNO Financial
Group affiliate, Washington National Insurance Company, effective
Oct. 1, 2010, and no longer exist.

No other rating action is been taken on these companies or any
other CNO Financial Group entity.


CONSOLIDATED HORTICULTURE: DIP Financing Hearing Set for Nov. 1
---------------------------------------------------------------
The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for
the District of Delaware has set a final hearing for November 1,
2010, at 2:00 p.m., on Consolidated Horticulture Group LLC, et
al.'s request for authorization to obtain DIP financing.

As reported by the Troubled Company Reporter on October 18, 2010,
the Court approved a batch of first-day motions in the Debtors'
bankruptcy, including $20 million in debtor-in-possession
financing to keep the garden supplier in operation.  Judge Sontchi
signed off on the preliminary requests in the Court, allowing the
Debtors to secure the DIP loan from a syndicate of lenders led by
Black Diamond Commercial Finance, L.L.C., as administrative agent,
and to use cash collateral.

The interim court order was entered on October 14, 2010.

A copy of the DIP financing agreement is available for free at:

               http://ResearchArchives.com/t/s?6d04

The DIP lenders have committed to provide up to $20 million on a
superpriority, priming basis, of which $5 million would be
available on an interim basis.  All draws under the DIP facility
will be subject to the prior satisfaction of all conditions
precedent, as well as compliance with the budget, a copy of which
is available for free at http://ResearchArchives.com/t/s?6d05

Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP,
explained that the Debtors need the money to fund their Chapter 11
case, pay suppliers and other parties.

The Debtors' obligations under the DIP Facility will be secured by
valid and perfected first priority liens and security interests.

The DIP facility will mature 30 days after the date of the entry
of the interim court order.

The DIP Loans will bear interest at the rate of 12.00% per annum
calculated on the basis of the actual number of days elapsed in a
360-day year and payable monthly in arrears.  Borrowings will
require one business day's prior notice and will be in minimum
amounts to be agreed upon.  In the event of default, the Debtors
will pay an additional 2.00% default interest per annum, payable
on demand.

The Debtors are required to pay: (i) a monthly administrative fee;
(ii) reduction fees from and after entry of the final court order,
equal to 5.00% of the amount of any permanent reduction of the DIP
commitment to be paid to the DIP Agent; (iii) an exit fee equal to
5.00% of the amount of any permanent reduction of the DIP
commitment to be paid to the DIP Agent; and (iv) an exit fee equal
to 5.00% of the amount of the DIP commitment to be paid to the DIP
Agent.

In exchange for the use of cash collateral, the Debtors will grant
the prepetition agents and the prepetition lenders valid,
perfected, postpetition security interests in and liens on any and
all of the assets of the Debtors.  As further adequate protection,
the prepetition agents and the prepetition lenders will be granted
a superpriority claim with priority over all administrative
expense claims and unsecured claims against the Debtors or their
estates.  The Debtors will also make monthly interest payments.

                 About Consolidated Horticulture

Irvine, California-based Consolidated Horticulture Group LLC,
doing business as Hines Nurseries LLC --
http://www.hineshorticulture.com/-- operates nursery facilities
located in Arizona, California, Oregon and Texas.  Through its
affiliate, the company produces and distributes horticultural
products.

Black Diamond Capital Management LLC purchased Hines
Nurseries Inc. in a bankruptcy sale in January 2009.  The
resulting reorganization plan, confirmed in January 2009, paid
secured creditors in full on their $35.9 million in claims while
providing as much as $12 million toward debt owing to suppliers
both before and after the bankruptcy filing.  The business bought
by Black Diamond was renamed to Consolidated Horticulture.

Consolidated Horticulture and its affiliates filed for Chapter 11
protection on October 12, 2010 (Bankr. D. Del. Lead Case No.
10-13308).  Laura Davis Jones, Esq. and Timothy P. Cairns, Esq. at
Pachulski Stang Ziehl & Jones LLP serve as Delaware counsel to the
Debtors.  Attorneys at Jones, Walker, Waechter, Poitevent, Carrere
& Denegre, L.L.P., serve as bankruptcy counsel.  The Debtors
tapped Epiq Bankruptcy Solutions LLC as claims agent.
Consolidated Horticulture estimated $100 million to $500 million
in assets and $50 million to $100 million in debts in the
Chapter 11 petition.


CONTECH CONSTRUCTION: S&P Cuts Corporate Credit Rating to 'CC'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Contech Construction Products Inc., to 'CC' from 'CCC'.
The ratings, including the issue-level ratings on the senior
secured bank facilities, remain on CreditWatch, where they had
been placed with negative implications on June 18, 2010.

"The downgrade and continued CreditWatch listing reflects S&P's
view that Contech will likely not be in a position to remain in
compliance with its senior secured bank credit facilities because
of the combination of still-weak construction end markets,
restrictive bank facility covenants, constrained operating
results, and high debt levels," said Standard & Poor's credit
analyst Thomas Nadramia.  As a result, S&P thinks Contech will
likely need to seek amendments or waivers of its covenant
requirements and possibly pursue restructuring of its debt
obligations.  The company faced more restrictive bank credit
agreement covenants which stepped down on June 30, 2010.

In S&P's view, any debt restructuring could include bondholders of
its subordinated notes and holding company notes (unrated
securities) receiving less than the original promise for their
obligations, which S&P would likely consider to be distressed,
under S&P's criteria, and therefore tantamount to a default on
these obligations.  Under S&P's criteria, if Contech were to
complete an exchange offer, S&P would lower the corporate credit
rating to 'SD' (select default) and lower any affected issue-level
ratings to 'D'.  S&P would then assign a new corporate credit
rating to Contech upon completion of any restructuring based on,
among other things, S&P's assessment of its new capital structure,
liquidity profile and near-term operating expectations.

Contech manufactures and distributes pipes and other
infrastructure-related products for the U.S. infrastructure,
commercial, and residential sector.  Historically, Contech
considers sales to its end markets to be equally divided among
residential, commercial, and infrastructure.

Assuming a restructuring is completed, Standard & Poor's will
assess any changes to Contech's capital structure and will
reassess the corporate credit rating and issue-level ratings at
that time.


CRACKER BARREL: Moody's Affirms 'Ba3' Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service affirmed all the ratings of Cracker
Barrel Old Country Store, Inc., including its Ba3 Corporate Family
and Probability of Default Ratings and Ba3 senior secured rating.
In addition, Moody's changed Cracker Barrel's outlook to positive
from stable.

"The change in outlook to positive reflects the improvement in
Cracker Barrel's debt protection metrics despite weak consumer
spending and relatively modest earnings growth as it has
materially reduced its debt levels " stated Bill Fahy, Senior
Analyst at Moody's.  "The positive outlook also reflects Moody's
view that debt protection metrics will continue to improve as
management focuses on debt reduction over and above required
amortization, as well as Moody's view that operating metrics will
gradually improve over time " commented Fahy.

The Ba3 Corporate Family Rating reflects Cracker Barrel's strong
brand recognition, reasonable scale, relatively strong debt
protection measures, good liquidity, and material real estate
ownership.  Factors constraining the ratings include weak consumer
spending trends and a high level of promotional activity in the
industry that will continue to pressure operating performance over
the intermediate term.

Factors that could result in an upgrade include the company's
ability to realize a sustained improvement in debt protection
metrics driven by positive same store sales growth on the
restaurant side and a sustainable turnaround in the retail
operations.  An upgrade would also require debt-to-EBITDA below
4.0 times, EBITA coverage of interest exceeding 2.5 times, and
retained cash flow-to-debt above 16% on a sustained basis.  A
higher rating would also require the company maintaining good
liquidity.

Factors that could stabilize the outlook include a deterioration
in same store sales that negatively impacted operating
performance.  Ratings could be downgraded if a sustained decline
in operating performance and margins resulted in deterioration in
debt protection metrics.  Specifically, the ratings could be
downgraded if debt-to-EBITDA rises above 4.5 times, EBITA coverage
of interest falls below 1.5 times, or retained cash flow-to-debt
falls below 12% on a sustained basis.  Deterioration in liquidity
or tangible asset value could also result in a downgrade.

The last rating action for Cracker Barrel occurred on September 2,
2008, when Moody's lowered the company's Corporate Family and
Probability of Defaults ratings to Ba3 from Ba2 and senior secured
ratings to Ba3 from Ba2.  The outlook was negative.

Cracker Barrel Old Country Store, Inc., headquartered in
Tennessee, owns and operates the Cracker Barrel Old Country Store
restaurant and retail concept with approximately 596 restaurants
in 41 states.  Annual revenues are approximately $2.4 billion.


CRYOPORT INC: Receives $583,000 from 2nd Private Placement
----------------------------------------------------------
CryoPort Inc. entered into definitive agreements in connection
with the second closing of a private placement of its securities
to certain institutional and accredited investors that commenced
in August 2010.  In connection with the second closing of the
private placement, the Company received aggregate gross proceeds
of $583,000 pursuant to the Securities Purchase Agreements between
the Company and each Investor and the Registration Rights
Agreement among the Company, Emergent Financial Group, Inc., and
the Investors.  The Company intends to use the proceeds for
working capital purposes.

Pursuant to the Purchase Agreements executed in connection with
the second closing, the Investors purchased an aggregate of
832,868 units, with each Unit consisting of:

   i) one share of common stock of the Company, and

  ii) one warrant to purchase one share of Common Stock at an
      exercise price of $0.77 per share.

The warrants are immediately exercisable and have a term of five
years.

With respect to the first and second closings of the private
placement, the Company raised net proceeds of approximately
$3.6 million.

Emergent Financial Group, Inc. served as the Company's placement
agent in connection with the second closing of the private
placement and received a customary fee of 7% of the aggregate
gross proceeds received from the Investors in the second closing,
plus reimbursement of expenses in the amount of $2,500, and was
issued a warrant to purchase 116,602 shares of Common Stock, at an
exercise price of $0.77 per share.

                       About CryoPort Inc.

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

The Company's balance sheet at June 30, 2010, showed $3.40 million
in total assets, $5.47 million in total liabilities, and a
$2.10 million stockholders' deficit.

                           Going Concern

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


CRYSTAL CATHEDRAL: Gets Interim Nod to Use Cash Collateral
----------------------------------------------------------
Crystal Cathedral Ministries sought and obtained interim
authorization from the U.S. Bankruptcy Court for the Central
District of California to use the cash collateral of Merchants
Bank of Long Beach and the Committee of Unsecured Creditors.

Substantially all of the assets of the Debtor are subject to a
lien in favor of the secured creditors whose liens secure debts
with an outstanding aggregate principal balance of approximately
$43.5 million.  The Committee has consented to the Debtor's use of
cash collateral.  As of the Petition Date, the Bank and the
Committee assert that they have claims in the aggregate
approximate principal amount of $36 million and $7.5 million,
respectively.

Marc J. Winthrop, Esq., at Winthrop Couchot Professional
Corporation, explained that the Debtor needs the money to fund its
Chapter 11 case, pay suppliers and other parties.  The Debtors
will use the collateral pursuant to a budget, a copy of which is
available for free at:

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

In exchange for using the cash collateral, the Debtor will grant
the secured creditors a replacement lien in the Debtor's
postpetition cash and accounts receivable and the proceeds
thereof, to the same extent, validity, and priority as any lien
held by each respective Secured Creditor as of the petition date,
to the extent cash collateral is actually used by the Debtor.

The Court has set a final hearing for November 15, 2010, 2010, at
9:30 a.m. on the Debtor's request to use cash collateral.

                  About Crystal Cathedral

Garden Grove, California-based Crystal Cathedral Ministries is a
megachurch founded by television evangelist Robert Schuller.  The
church, known for its television show "The Hour of Power".

Crystal Cathedral filed for Chapter 11 bankruptcy protection on
October 18, 2010 (Bankr. C.D. Calif. 10-24771).  March J.
Winthrop, Esq., who has an office in Newport Beach, California,
assists the Debtor in its restructuring effort.  The Debtor
estimated assets and debts at $50 million to $100 million in its
Chapter 11 petition.


DAYSE FIGUEROA: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Dayse H Figueroa
        45 Assunta Rd
        Revere, MA 02151

Bankruptcy Case No.: 10-21493

Chapter 11 Petition Date: October 22, 2010

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

Judge: Henry J. Boroff

Debtor's Counsel: Carmenelisa Perez-Kudzma, Esq.
                  PEREZ-KUDZMA LAW OFFICE
                  66 Jericho Road
                  Weston, MA 02493
                  Tel: (978) 505-3333
                  E-mail: attorney.carmenelisa@gmail.com

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

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/mab10-21493.pdf


E*TRADE FINANCIAL: Earns $8 Million in 3rd Quarter of 2010
----------------------------------------------------------
E*TRADE Financial Corporation disclosed results for its third
quarter ended September 30, 2010, reporting net income of
$8 million compared with net income of $35 million in the prior
quarter and a net loss of $855 million in the third quarter of
2009.

Total net revenue for the third quarter of 2010 was $489 million,
down from $534 million in prior quarter and $575 million in third
quarter 2009.

The Company's balance sheet at Sept. 30, 2010, showed
$45.27 billion in total assets, $41.10 billion in total
liabilities, and stockholder's equity of $4.16 billion.

"Our third quarter performance demonstrated continued progress in
positioning E*TRADE for sustainable profitability and growth,"
said Steven Freiberg, Chief Executive Officer of E*TRADE Financial
Corporation.  "While our results were affected by the pervasive
decline in trading volume during the quarter, we were pleased with
the growth in net new brokerage assets and brokerage accounts, the
trends in the loan portfolio, the decline in operating expenses,
and solid net interest income in a challenging interest rate
environment.  In addition, our ongoing investment in the customer
experience drove a sequential improvement in the annualized
brokerage account attrition rate from 13 percent to 10 percent."

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6cef

                     About E*Trade Financial

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

                         *     *     *

E*Trade has a 'B3' long-term issuer rating from Moody's Investors
Service.  In July 2010, when Moody's changed the outlook to
'stable' from 'negative', the ratings agency said, "E*TRADE's
credit profile remains vulnerable to a significantly
worse-than-anticipated level of credit losses at the bank, which
has previously been the primary reason for the negative outlook.
However, Moody's now thinks that the probability of this scenario
is reduced by E*TRADE's improved delinquency trends --
delinquencies have been stable or trending down for the last nine
months -- and the continued seasoning of its portfolio."

DBRS has confirmed the ratings for E*TRADE Financial Corporation
(E*TRADE, the Company or the Parent) and E*TRADE Bank (the Bank).
DBRS rates E*TRADE's Issuer & Senior Debt at B (high) and the
Bank's Deposits & Senior Debt at BB.  The trend on all ratings
remains Negative, except for the Bank's Short-Term Instruments
rating, which is Stable.


FAIRPOINT COMMUNICATIONS: S&P Withdraws 'D' Corp. Credit Rating
---------------------------------------------------------------
Standard & Poor's Rating Services said it withdrew its 'D'
corporate credit rating on Charlotte, N.C.-based incumbent local
exchange carrier FairPoint Communications Inc.

Standard & Poor's also withdrew its 'D' issue rating and '3'
recovery rating on the company's $2 billion secured credit
facility and its 'D' issue rating and '6' recovery rating on the
company's $90 million senior notes, all of which will be replaced
with a new $1 billion secured second-lien priority term loan and a
$75 million secured first-lien revolving credit facility.

S&P expects the company's bankruptcy proceedings to continue for
the foreseeable future.  FairPoint, which filed for bankruptcy
protection on Oct. 26, 2009, said in an 8-K filing it will seek to
extend its exclusivity period for filing a plan of reorganization
through Jan. 31, 2011.  The company's plan of reorganization
requires the approval of the Vermont Public Service Board, which
failed to provide its approval and rejected a regulatory
settlement earlier this year.  In the meantime, FairPoint said it
has reached an agreement with holders of 48% of its prepetition
outstanding debt to modify terms of the exit financing, including
reducing near-term amortization, modifying covenants, and changing
the priority of the term loan to a second-lien structure.  While
S&P does expect the company to emerge from bankruptcy, the timing
for such emergence remains uncertain.


FOREST CITY: Moody's Affirms 'B3' Senior Unsecured Debt Ratings
---------------------------------------------------------------
Moody's Investors Service said that it has affirmed the senior
unsecured debt ratings (B3) of Forest City Enterprises, Inc., and
revised the rating outlook to stable from negative.  The rating
agency also affirmed its Caa2 convertible preferred stock rating.

The outlook revision reflects improvements in Forest City's
performance that allowed the issuer to meet Moody's previously
published benchmarks for the stable outlook: fixed charge coverage
above 1.2x and net debt/EBITDA closer to 14x.  For the first half
of 2010, Forest City's fixed charge was 1.35x and its net
debt/EBITDA was 14.0x.  Also, Forest City has maintained stable
liquidity, another prerequisite for the outlook change laid out by
Moody's.  Forest City has refinanced its credit facility, and has
been addressing its mortgage debt maturities in due course.

The B3 senior unsecured rating also takes into account Forest
City's same property net operating income growth across property
types in Q2'10, the first such quarter in over two years.  Also,
Forest City has significantly reduced its development exposure but
still has $1.7 billion of projects underway on a pro-rata
consolidated basis; however construction financing is in place for
all except $94 million.  Positively, the company addressed
significant uncertainties associated with its Atlantic Yards
development, accomplished a master closing on the project,
completed a tax-exempt financing and brought in a partner to
reduce its stake in the Nets basketball team.  Forest City
continues to benefit from a geographically diverse portfolio
including office, retail, and residential assets; also positively,
both its office and retail lease expirations are well-laddered.

Counterbalancing these strengths, Forest City's leverage remains
high at 65.9% debt plus preferred over gross assets, and the
company is primarily a secured borrower with 57.4% secured debt as
a percent of gross book assets.  Net debt to EBITDA is high at
14.0x at Q2'10 reflecting the company's large development
pipeline, however this metric has improved from 16.9x at Q1'09
when Moody's downgraded Forest City with a negative outlook.
Fixed charge coverage remains weak at 1.35x for H1'10, although it
is an improvement from 1.18x for Q1'09.

Moody's stated that a rating upgrade would depend on Forest City
continuing to strengthen its credit profile while prudently
managing its development exposure.  Positive rating movement would
be predicated on the fixed charge coverage closer to 1.4x and net
debt/EBITDA approaching 12x and at a minimum staying at those
levels on a consistent basis.  In addition, sustained positive
same property NOI comparisons would be needed, along with stable
liquidity.

Conversely, a downgrade would likely result from any deterioration
in the credit metrics, particularly fixed charge coverage to below
1.2x or net debt/EBITDA to above 15x, both on a sustained basis.
Material rise in the development pipeline or significant
challenges in leasing the newly built projects, as well as any
liquidity concerns would also put pressure on the ratings.

These ratings were affirmed with a stable outlook:

* Forest City Enterprises, Inc. -- B3 senior unsecured rating

* Forest City Enterprises, Inc. -- Caa2 cumulative perpetual
  convertible preferred stock rating

Moody's last rating action with respect to Forest City was on
March 10, 2010, when Moody's assigned a Caa2 rating to Forest City
Enterprises, Inc.'s new cumulative perpetual convertible preferred
stock issue and affirmed the B3 senior unsecured rating.  The
rating outlook was maintained on negative.

Forest City Enterprises, Inc., is a national real estate company
that is principally engaged in the ownership, development,
management and acquisition of commercial and residential real
estate and land throughout the United States.  At July 31, 2010,
its assets totaled $12.8 billion.


GAS CITY: Files for Chapter 11 Bankruptcy in Chicago
----------------------------------------------------
Gas City Ltd., an independent chain of fueling stations with
locations in Illinois, Indiana, Florida and Arizona, filed for
Chapter 11 bankruptcy court protection in Chicago (Bankr. N.D.
Ill. Case No. 10-47879).

Gas City and an affiliate have filed customary first day motions,
including requests to pay prepetition wages, honor insurance
policies, provide adequate assurance t utilities, and continue
using corporate credit cards.

The Company estimated assets of $50 million to $100 million and
debts of $100 million to $500 million in its Chapter 11 petition.

Frankfurt, Illinois-based Gas City, a family owned and operated
company, was started in 1966 by its president and CEO, William
McEnery, with a location at 55th and Pulaski streets in Chicago.
The Company had more than 50 locations as of January 2009.

Mark Thomas, Esq., and Paul Possinger, Esq., at Proskauer Rose,
LLP, in Chicago, serve as bankruptcy counsel to the Debtor.
Conway MacKenzie will provide staffing services and the firm's A.
Jeffrey Zappone will be the chief restructuring officer.  Kurtzman
Carson Consultants is the noticing and claims agent.

An affiliate, The William J. McEnery Revocable Trust Dated
4/22/1993 also filed for Chapter 11 (Bankr. N.D. Ill. Case No.
10-47895).


GAS CITY: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Gas City Ltd.
        21660 S. LaGrange Road
        Frankfort, IL 60423

Bankruptcy Case No.: 10-47879

Debtor-affiliate filing separate Chapter 11 petition:

     Entity                                Case No.
     ------                                --------
     William J. McEnery Revocable Trust    10-

Type of Business: Gas City Ltd. is an independent petroleum
                  marketer with locations in Northeast Illinois,
                  Northwest Indiana, Florida and Arizona.

                  Website: http://www.gascity.net/

Chapter 11 Petition Date: October 26, 2010

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

Bankruptcy Judge: Eugene R. Wedoff

Debtor's Counsel: Paul V Possinger, Esq.
                  PROSKAUER ROSE LLP
                  70 W. Madison Street
                  Suite 3800
                  Chicago, IL 60602
                  Tel: (312) 9623550
                  E-mail: ppossinger@proskauer.com

                        -- and --

                  Daniel A Zazove, Esq.
                  PERKINS COIE LLP
                  131 S. Dearborn
                  Suite 1700
                  Chicago, IL 60603-5559
                  Tel: (312) 324-8605
                  Fax: (312) 324-9400
                  E-mail: dzazove@perkinscoie.com

Debtor's
Chief
Restructuring
Officer:         A. Jeffrey Zappone
                 CONWAY MACKENZIE

Debtor's
Claims
Agent:           KURTZMAN CARSON CONSULTANTS

Estimated Assets: $50 million to $100 million

Estimated Debts: $100 million to $500 million

The petition was signed by William McEnery, chief executive
officer.

Gas City's List of 20 Largest Unsecured Creditors:

  Entity/Person               Nature of Claim      Claim Amount
  -------------               ---------------      ------------
Centier Bank                                       $19,464,000
600 East 84th Ave.
Merrillville

Old Second National Bank                           $19,232,790
951 E. Lincoln Highway
New Lenox

Standar Bank and Trust                             $14,082,978
7800 W. 95th Street
Hickory Hills

MB Financial Bank                                  $10,482,000

Integra Bank N.A.                                   $8,531,000

Suburban Bank and Trust                             $8,474,000

GE Capital Corporation                              $6,311,000

Banco Popular North                                 $6,168,276
America

Citizens Financial Services                         $3,701,000

GE Commercial Finance                               $3,555,000

Valero Marketing and                                $2,175,890
Supply Company

BP Products North America                           $2,078,792

Husky Marketing and                                 $1,890,801
Supply Co.

County Motor Fuel Tax                               $1,600,000

GE Capital Solutions                                $1,533,000

Navajo Refining Company                             $1,031,116

Teamsters Union Local No. 142                         $837,726
Pension, Welfare & Training
Funds

U.S. Venture, Inc.                                    $511,489

Wells Fargo Equipment Finance                         $413,000

Plains Marketing                                      $350,610


GENERAL MOTORS: Seeks to Enforce Wind-Down Order on Ramp Chevrolet
------------------------------------------------------------------
General Motors, LLC, asks the U.S. Bankruptcy Court for the
Southern District of New York to enforce the Wind-Down Agreement
against Ramp Chevrolet, Inc.

Despite New GM making clear in Ramp's bankruptcy proceeding that
any dispute concerning the Wind-Down Agreements, including New
GM's calculation of the amount of the final wind-down payment,
must be adjudicated in the GM Bankruptcy Court, Ramp Chevrolet
filed before the Ramp Bankruptcy Court a contempt motion against
New GM based on New GM's calculation of the final Wind-Down
Payment based on the Wind-Down Agreements, Arthur Steinberg,
Esq., at King & Spalding LLP, in New York, counsel to New GM,
contends.

Because Ramp Chevrolet refused to abide by the 363 Sale Order and
Wind-Down Agreements, New GM asks the GM Bankruptcy Court to:

  (i) enforce the 363 Sale Order and the provisions of the Wind-
      Down Agreements; and

(ii) direct Ramp Chevrolet and all persons acting in concert
      with it to case and desist from proceeding with the
      Contempt Motion pending before the U.S. Bankruptcy for the
      Eastern District of New York until the Court has
      determined the parties' rights and obligations under the
      Wind-Down Agreements.

                  Rose Chevrolet, et al., Object

On behalf of Rose Chevrolet, Inc.; Halleen Chevrolet, Inc. and
Andy Chevrolet Company, Steven Blatt, Esq., at Bellavia Gentile &
Associates, LLP, in Mineola, New York, reminds the Court that
President Barack Obama signed into law in December 2009, Section
747 of the Consolidated Appropriations Act of 2010, which
specifically afforded each of the Debtors' dealerships that
executed a Wind-Down Agreement the right to challenge by binding
arbitration the termination of its dealership.  In this respect,
the new federal legislation superseded the 363 Sale Order, he
insists.

The Ohio Dealers allege that, more importantly, the arbitrator's
awards in the arbitration proceedings they commenced clearly and
unambiguously demonstrated the arbitrator's multiple errors and
bias requiring that those awards to be vacated.  Among other
things, the arbitrator merely accepted New GM's overall business
plan and only checked the Debtors' "math" regarding performance
objectives, he points out.  In this light, the Ohio Dealers each
filed in the U.S. District Court for the Northern District of
Ohio, Eastern District, an application to vacate arbitration
award.

Accordingly, the Ohio Dealers assert that New GM's Motion should
be denied because:

  (a) the Bankruptcy Court lacks the subject matter jurisdiction
      to review the Ohio Dealers' Petitions to Vacate, which
      concern the interpretation of a U.S. law of first
      impression, a function reserved exclusively for District
      Courts; and

  (b) the Bankruptcy Court lacks both the jurisdiction and
      authority to prevent the Ohio District Court from
      exercising its unquestioned jurisdiction to decide a
      matter that is related only directly to the bankruptcy
      proceeding.

                New GM Responds to Rose, et al.

"The Dealers seek to conflate the issue of the appropriate forum
for their actions with what they perceive to be the merits of
their underlying claims," Mr. Steinberg, counsel to New GM, points
out.  They are separate issues, he emphasizes.

As previously decided by the Court on October 4, 2010, the
starting point for the jurisdictional analysis is not the Dealer
Arbitration Act but the Wind-Down Agreements that the Ohio
Dealers executed and the Bankruptcy Court entered the 363 Sale
Order, finding them to constitute valid and binding contracts,
enforceable in accordance with their terms, Mr. Steinberg argues.
The Bankruptcy Court already determined in Rally that it has
exclusive jurisdiction over any efforts to avoid the Wind-Down
Agreements through either challenges to or attempts to enforce
arbitration decisions made under the Dealer Arbitration Act, he
points out.

As the Bankruptcy Court noted in Rally, there are strong policy
reasons for vesting exclusive jurisdiction of post-sale disputes
over a sale order in the Bankruptcy Court that approved the sale,
because it is important that the purchasers of assets get what
they bargained for and it is also important that they have
confidence in their ability to do so before committing their
funds to a proposed sale, Mr. Steinberg stresses.

Moreover, while the Ohio Dealers implicitly ask the Bankruptcy
Court to reverse itself without offering any new reasons to do so,
Leson Chevrolet Company, Inc. asserts that the Bankruptcy Court's
Rally decision does not apply to it, Mr. Steinberg notes.
However, the Bankruptcy Court concluded that its exclusive
jurisdiction extends to actions to enforce arbitration awards made
under the Dealer Arbitration Act, he asserts.  The Bankruptcy
Court already found that a successful arbitration provides "a
defense to enforcement of the wind-down agreements with respect to
any areas where the arbitrator ruled in the dealer's favor," but
it does not otherwise void the 363 Sale Order or the Wind-Down
Agreements in their entirety, he maintains.

                        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.

New GM has a 'BB-' corporate credit rating from Standard & Poor's
and a 'BB-' issuer default rating from Fitch.

                     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: Asbestos Panel Notes of Ruling in Garlock Cases
---------------------------------------------------------------
The Official Committee of Unsecured Creditors Holding Asbestos-
Related Claims in General Motors Company's Chapter 11 cases wrote
to the U.S. Bankruptcy Court for the Southern District of New York
to appraise it of certain recent developments that underscore the
need for any anonymity protocol.

Counsel to the Asbestos Committee, Trevor W. Swett, Esq., at
Caplin & Drysdale, Chartered, in Washington, D.C., relates that
Debtors In re Garlock Sealing Technologies, LLC and In re
Specialty Products Holdings Corp. filed applications under Rule
2004 of the Federal Rules of Bankruptcy Procedure in their Chapter
11 cases, seeking the right to discover extensive data from all
existing asbestos settlement trusts.  In each of those cases, the
expert for the party requesting the discovery is Bates White,
which is also the expert for the Official Committee of Unsecured
Creditors.  Although their requests are broader than the discovery
the Court has authorized under the August 9, 2010 order on the
Creditors' Committee's Rule 2004 request, both the Garlock and
Specialty Products debtors cite that order in support, he notes.

Notably, the Garlock debtors are demanding "a complete electronic
copy of the Trust's database of asbestos claims, often described
as 'individual level claims data' or 'claimant and claim level
database."  Their request is not limited to information about
claimants who have asserted claims against the Garlock Debtors;
rather they seek for Bates White's use, literally all claims data
on hand at the various trust, Mr. Swett says.  The Asbestos
Committee cites these developments to the Court to emphasize that
Bates White is engaged in coordinated discovery forays extending
beyond the confines of Motors Liquidation Company's case, he
points out.

Accordingly, the Asbestos Committee tells the Court that Bates
White's sweeping and concerted discovery efforts in the other
cases underscore the importance of the Court's ruling that the
trusts' production in Motors Liquidation's Chapter 11 case are for
the limited purposes of estimating General Motors' aggregate
asbestos liabilities and should not be used in litigation against
individual asbestos claimants by "New GM or anyone else."

                        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.

New GM has a 'BB-' corporate credit rating from Standard & Poor's
and a 'BB-' issuer default rating from Fitch.

                     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)


GEORGIA-PACIFIC: Fitch Upgrades Issuer Default Rating to 'BB+'
--------------------------------------------------------------
Fitch Ratings has upgraded the ratings of Georgia-Pacific LLC:

  -- Issuer Default Rating to 'BB+' from 'BB';
  -- Senior secured revolver to 'BBB-' from 'BB+';
  -- First lien term loans to 'BBB- 'from 'BB+';
  -- Guaranteed senior unsecured notes to 'BB+' from 'BB';
  -- Senior unsecured bonds/notes to 'BB' from 'BB-'.

The upgrade acknowledges GP's history of dedication to debt
reduction and the propensity for further debt reduction.  The
Rating Outlook is Stable.

Continuing a recurring theme of improving its financial profile,
GP has lowered its gross debt/EBITDA to 3.1 times at the end of
the second quarter from 3.3x at the start of the year.
Probabilities favor more free cash flow and further debt
reduction.  The lynchpin of GP's earnings power is its tissue
business which accounts for approximately 70% of total EBITDA, and
this, excepting Europe, looks to be on firm ground moving into the
balance of 2010.  The competition is trying to recapture margins
lost to higher feedstock virgin and recycled fiber costs, and GP
is backward integrated into pulp feedstocks.  GP's tissue business
is getting a strong assist from corrugated packaging and pulp.
Volumes are strong with two price increases enacted so far this
year in the box business, and the strength of product demand is
outpacing higher unit fiber costs.  Lagging behind, but on a
better track than last year, is GP's Building Products business
with its fortunes tied to homebuilding.  No immediate rebound is
expected for this business which is positioned for recovery at the
bottom of the cycle.

Over the course of the next two years, GP will have approximately
$4.1 billion or around 40% of its debt maturing.  This includes
secured term loans and legacy unsecured bonds.  Fitch projects
free cash flow in 2011/12 of $2.7 billion, leaving $1.4 billion to
be repaid/refinanced from existing liquidity ($2.8 billion at the
end of the second quarter) and/or new debt issuance.  At the end
of the second quarter GP's unused revolver ($425 million maturing
this December and $1.25 billion maturing in October 2012) plus
cash on hand totaled $2.1 billion and was supplemented by an
undrawn domestic accounts receivable securitization program of
$700 million.

GP has also been actively building its business portfolio with
some financial assistance from its parent, Koch Industries, Inc.
(Koch).  GP just closed on the acquisition of Grant Forest
Products' three oriented strand board plants for $426 million.
The company has also just closed the acquisition of two pulp mills
and related assets from Parsons & Whittemore Enterprises
Corporation for an undisclosed amount.  Koch is in the process of
adding approximately half of both acquisitions' costs as new
equity, which improves leverage metrics.

For the year, Fitch expects that GP will earn between $3.2 billion
and $3.5 billion in EBITDA, will repay approximately $800 million
in debt, and will end the year with a 2.6x-3.1x gross debt/EBITDA
leverage metric.  This excludes estimated unfunded pension and
asbestos liabilities which, if added, would push the leverage
metric to 4.0x.  The company is well within the parameters of the
financial tests within its revolver and term loans, and the
prognosis is good for further debt reduction in 2011 as Building
Products' operations improve assisted by the two new pulp mills.
Further rating upgrades will depend on the magnitude of this debt
reduction and the turn in the results of GP's Building Products'
business.


GENERAL MOTORS: New GM to Reduce Wages of Orion, Mich. Workers
--------------------------------------------------------------
General Motors LLC plans to eventually reduce the wages of all
workers at the Orion Township, Michigan plant.  The workers will
be paid half of the wage received by tier-one United Auto Workers-
represented employees, Chrissie Thompson of The Detroit Free Press
reports.

According to the report, the UAW and GM already agreed that 40% of
the workers at the Orion plant will be paid the lower wage or half
of the $28 that tier one workers generally make to enable GM to
affordably build small cars like Buick Verano compact and
Chevrolet subcompact.  GM spokesperson Kim Carpenter told the Free
Press that the new agreement with the UAW was essential for a
business case to make small subcompact cars at a U.S. plant.

However, union members are not happy with the move and protested
before the UAW headquarters in Detroit, Michigan, the Free Press
relates.  Mike Dunn, chairman of the Orion local union, stressed
in a video webcast on the Local 5960 Website, that GM eventually
intends to replace all the tier-one Orion workers with lower-paid
workers.

The Free Press states that the UAW agreements permit GM to use the
second-tier wage in an entire facility.  The agreement also called
for a 25% company-wide cap on lower-wage workers starting in 2015,
but no caps were set on individual plants, the Free Press adds.

Mr. Dunn also confirmed that a special labor agreement for Orion
will provide for 60% of the plant's workers to make the UAW's
first-tier wage while 40% will make about half that, the Free
Press notes.

GM plans to hire 1,330 production workers at Orion, Mr. Dunn
disclosed.  The plant has about 1,600 workers on layoff waiting
for production to begin August 1, including about 500 who already
make the lower, second-tier wage, the Free Press adds.

In other news, laid-off workers from GM's plants in Michigan and
Indiana must decide soon whether to accept offers to fill some of
the positions available at the Lordstown assembly complex, in
Ohio, Youngstown Vindicator reports.   According to Jim Graham,
president of UAW Local 1112, the Lordstown facility will take on
about 275 new workers as it accelerates production of Chevrolet
Cruze, Youngstown Vindicator notes.

                        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.

New GM has a 'BB-' corporate credit rating from Standard & Poor's
and a 'BB-' issuer default rating from Fitch.

                     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)


GLOBAL AVIATION: S&P Affirms 'B' Corporate Credit Rating
--------------------------------------------------------
Standard & Poor's affirmed its ratings, including its 'B'
corporate credit rating, on Global Aviation Holdings Inc. (Global
Aviation) and revised the outlook to positive from stable.

"S&P characterizes Global Aviation's business risk profile as weak
and its financial risk profile as highly leveraged, reflecting the
company's participation in the cyclical, competitive, and capital-
intensive heavy airfreight business and its highly leveraged
capital structure," said Standard & Poor's credit analyst Lisa
Jenkins.  "Offsetting these factors to some extent is the
company's improving financial performance and the generally
favorable near-term industry outlook.  In particular, S&P expects
Global Aviation's airfreight business to benefit from continuing
solid military demand and further strengthening in commercial
demand driven by the recovering global economy."

S&P expects earnings to benefit from the company's efficiency
improvement initiatives.  S&P believes fluctuating fuel prices
will have little effect on earnings, since most of the company's
business is protected either through pass-through provisions in
contracts or by having the customer provide the fuel.

Despite refinancing activities that reduced debt in 2009, Global
Aviation's capital structure remains highly leveraged, especially
considering the cyclical and competitive markets in which it
competes.  Debt to EBITDA (adjusted for off-balance-sheet items)
is currently about 5x.  S&P expects credit protection measures to
improve over the coming year as a result of improved operating
performance.  Credit metrics could improve even faster if the
company successfully completes its IPO and uses some of the
proceeds for debt repayment.

The outlook is positive.  Global Aviation is currently benefiting
from the recovery in commercial demand arising from the improving
global economy and continuing healthy demand from the military.
Better asset utilization, coupled with efficiency improvement
initiatives and planned fleet additions, should help Global
Aviation achieve better operating performance over the coming
year.  The company hopes to complete an initial public offering of
its stock, which would enable it to repay some debt and enhance
its access to capital to fund future growth.  "Should operating
performance improvement or debt reduction result in debt to EBITDA
falling below 4.0x -- and S&P believes it will stay there -- S&P
could raise the rating.  If the expected improvement does not
occur and S&P believes that debt to EBITDA will stay above 4x, S&P
could revise the outlook to stable," Ms. Jenkins added.


HYPERDYNAMICS CORP: Gets Going Concern Qualification From Auditors
------------------------------------------------------------------
Hyperdynamics Corporation's audited financial statements for the
fiscal year ended June 30, 2010 included in the Company's Annual
Report on Form 10-K, filed with the Securities and Exchange
Commission on September 28, 2010, contained a going concern
qualification from its independent registered public accounting
firm, GBH CPAS, PC.

Headquartered in Sugar land, Texas, Hyperdynamics Corporation
(AMEX:HDY) -- http://www.hypd.com/-- is an independent oil and
gas exploration and production company.  The Company owns rights
for exploration and exploitation of oil and gas in a 31,000 square
mile concession off the coast of the Republic of Guinea in West
Africa.  In addition to its Guinea concession, Hyperdynamics
holds working interests in several oil and gas properties in
Northeast Louisiana.  At June 30, 2008, Hyperdynamics had 150,435
barrel of oil equivalent of reserves related to these Louisiana
properties.  The Company's subsidiaries include HYD Resources
Corporation, Trendsetter Production Company, SCS Corporation and
SCS Corporation Guinee SARL.  Hyperdynamics has two segments: its
operations in Guinea and its domestic Louisiana operations.


IMPLANT SCIENCES: To Restate Form 10-Qs for Non-Cash Adjustments
----------------------------------------------------------------
The Audit Committee of the Board of Directors of Implant Sciences
Corporation said on October 14, 2010, that it determined that the
condensed consolidated financial statements included in the
company's Quarterly Reports on Form 10-Q for the fiscal quarters
ended September 30, 2009, December 31, 2009 and March 31, 2010,
should no longer be relied on due to issues raised by the
Company's independent accountants, Marcum LLP, regarding errors in
its adoption of Accounting Standards Codification 815 "Derivatives
and Hedging" related to the non-cash accounting treatment of
financial instruments which are not deemed to be indexed to the
company's common stock.

ASC 815 requires issuers to record, as liabilities, financial
instruments that provide for reset provisions as an adjustment
mechanism to the relevant exercise or conversion price, since they
are not deemed to be indexed to the Company's common stock.  As a
result, the Company will restate the condensed consolidated
financial statements included in its Quarterly Reports on Form 10-
Q for the fiscal quarters ended September 30, 2009, December 31,
2009 and March 31, 2010.

On December 10, 2008, the Company entered into a note and warrant
purchase agreement with DMRJ Group LLC, pursuant to which the
Company issued a senior secured convertible promissory note in the
principal amount of $5,600,000 and a warrant to purchase 1,000,000
shares of our common stock.  The promissory note and warrant were
each amended and restated as of March 12, 2009.  Both the
promissory note and the warrant contain reset provisions, in the
event that the Company issues additional shares of common stock at
a price below the amended conversion price then in effect, the
conversion price of the promissory note and the exercise price of
the warrant will be automatically adjusted to equal the price per
share at which such shares are issued or deemed to be issued.  The
Company determined that the conversion option and the warrant
derivative liability should initially and subsequently be measured
at fair value with changes in fair value recorded in earnings in
each reporting period and will record a cumulative-effect
adjustment to the opening balance of retained earnings at July 1,
2009.

Due to the complexities of accounting for the warrant and the
conversion options reset provisions, the Company expects to record
non-cash charges in the Company's statement of operations as
follows:

  For the Quarter Ended                    Amount
  ---------------------                    ------
    September 30, 2009                   $(184,000)
    December 31, 2009                    $17,672,000
    March 31, 2010                       $(5,561,000)

The Company expects to record recurring non-cash adjustments to
earnings in subsequent reporting periods, as a result of changes
in fair value of the warrant and the conversion option which will
be subject to, among other factors, changes from time to time in
the price of our common stock.

The Company expects to file amendments to its Quarterly Reports,
on Form 10-Q/A, with the restated condensed consolidated financial
statements for the fiscal quarters ended September 30, 2009,
December 31, 2009 and March 31, 2010, before filing its Quarterly
Report for the quarter ended September 30, 2010 in November 2010.

The Company's management and Audit Committee have discussed this
matter with Marcum LLP, their independent registered public
accounting firm.

                      About Implant Sciences

Implant Sciences Corporation (OBB: IMSC.OB) --
http://www.implantsciences.com/-- develops, manufactures and
sells sensors and systems for the security, safety and defense
(SS&D) industries.

The Company's balance sheet at March 31, 2010, showed
$6.22 million in total assets and $15.34 million in total
liabilities and $5 million in series E convertible preferred
stock, for a stockholder's deficit of $14.12 million.

As reported by the Troubled Company Reporter on January 15, 2010,
Implant Sciences renegotiated its credit agreements with its
senior secured investor, DMRJ Group LLC.  DMRJ increased Implant
Sciences' line of credit from $3,000,000 to $5,000,000; extended
the maturity of all of Implant Sciences' indebtedness from
December 10, 2009, to June 10, 2010; waived all existing defaults
through the new maturity date; reduced the interest rate payable
on Implant Sciences' obligations to 15% per annum; and removed all
profit sharing arrangements from the agreements.  Implant
Sciences' total indebtedness to DMRJ, including all principal and
accrued interest, now stands at $7,570,000.


INTERNATIONAL SHOPPES: Files for Chapter 11 in Orlando
------------------------------------------------------
International Shoppes LLC filed a Chapter 11 petition on Oct. 21
in Orlando, Florida (Bankr. M.D. Fla. Case No. 10-18809).

International Shoppes is the owner of a shopping center at 5600
International Drive in Orlando, Florida.  The shopping center is
across Interstate 4 from the Universal Studios theme park in
Orlando.

The Debtor says its shopping center property is worth
$4.6 million.  The Debtor, however, owes $11 million to secured
lender Telesis Community Credit Union.

According to Bill Rochelle, the bankruptcy columnist for Bloomberg
News, court papers indicate that revenue for the shopping center
was $1.16 million in 2009, although the amount may be a
typographical error.

David R. McFarlin, Esq., at Wolff, Hill, Mcfarlin & Herron, P.A,
in Orlando, Florida, serves as counsel to the Debtor.

The Debtor estimated assets of $1 million to $10 million and debts
of $10 million to $50 million in its Chapter 11 petition.


IRVINE SENSORS: Issues More Than 5% of Outstanding Shares
---------------------------------------------------------
Irvine Sensors Corporation issued on September 9, 2010 (i)
138,461 shares of common stock to an officer of the Company in
consideration for receipt of cash proceeds of $18,000, the market
value of the issued shares, in a private sales transaction, and
(ii) issued 71,428 shares of common stock to an accredited
investor upon such investor's conversion of $35,714 of the stated
value of the Company's Series B Convertible Preferred Stock.

On September 18, 2010, the Company issued an aggregate of 326,029
shares of common stock to 48 accredited investors pursuant to its
election to convert the payment of interest accrued as of such
date on those certain convertible and non-convertible interest-
bearing debentures issued by the Company to such investors on
March 18, 2010.  On September 24, 2010, the Company issued an
aggregate of 20,792 shares of common stock to 7 accredited
investors pursuant to its election to convert the payment of
interest accrued as of such date on those certain convertible and
non-convertible interest-bearing debentures issued by the Company
to such investors on March 24, 2010.

On October 4, 2010, the Company issued an aggregate of 200,000
shares of common stock to an accredited institutional investor
upon such investor's conversion of an aggregate of $25,650 of the
stated value of the Company's Series A-2 10% Cumulative
Convertible Preferred Stock.

On October 8, 2010, the Company also issued an aggregate of
600,000 shares of common stock to the same accredited
institutional investor upon such investor's conversion of an
aggregate of $76,950 of the stated value of the Company's Series
A-2 Stock.

On October 18, 2010, the Company also issued an aggregate of
650,000 shares of common stock to the same accredited
institutional investor upon such investor's conversion of an
aggregate of $83,362.50 of the stated value of the Company's
Series A-2 Stock.

As a result of the issuance on October 18, 2010, the Company has
issued more than 5% of its outstanding shares of common stock in
unregistered transactions since last related disclosure with the
Securities and Exchange Commission.

                      About Irvine Sensors

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

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

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

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

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


JARDEN CORP: Loan Amendment Cues Moody's to Withdraw Ba1 Rating
---------------------------------------------------------------
On August 26, 2010, Jarden amended its credit facility to extend
the maturity on approximately $358 million of its outstanding term
loans.  Jarden had offered to extend the entire $471 million of
outstanding term loan traunches but only holders of $358 million
of such term loans extended at closing.  Because all traunches
were expected to be amended, Moody's Investors Service withdrew
the Ba1 rating on these traunches and established a Ba1 rating on
the new term loan.  Since the old traunches were not fully
retired, Moody's Investors Service is reassigning a Ba1 rating to
the remaining $113 million outstanding under these traunches.  At
the same time, Moody's are affirming all other ratings, including
the Ba3 CFR and PDR, Ba1 on the secured credit facilities, Ba3 on
the senior unsecured notes and B1 on the senior subordinated
notes.  The outlook is stable.

                        Ratings Rationale

The Ba3 corporate family rating reflects the company's significant
and increasing scale, its leading market position in various niche
branded consumer products, diverse product portfolio, expanding
geographic diversification and its good liquidity profile.  The
corporate family rating also reflects the acquisitive nature of
the company and its propensity to increase shareholder returns
despite having relatively high adjusted financial leverage at
around 5x.  The rating is constrained by the continuing
uncertainty in discretionary consumer spending and weakness in the
global economy.

The stable outlook reflects Moody's view that Jarden will grow
organically between 3-5% in the near to mid-term while maintaining
EBITA margins of around 9% or better (currently 9.6%).  The
outlook also assumes that the economic stresses in Europe do not
materially impact Mapa Spontex's or any other European business.
The lack of debt funded shareholder returns is also considered in
the outlook as is Moody's expectation that financial leverage will
be reduced to around 4.5x by the end of 2010.

A downgrade is not likely in the near term.  However, a material
debt funded acquisition or an unexpected significant shock to the
economy combined with these credit metrics could prompt a
downgrade: 1) financial leverage well over 6x with no hope of
reducing it, 2) low single digit operating margins, 3) low single
digit retained cash flow/adjusted debt percentages or the repeated
consumption of cash.  A more likely scenario in the near to mid-
term would be a negative outlook.  This could be driven by a
sudden shift in consumer spending habits for moderately priced
branded consumer goods or an acquisition that does not make
strategic sense.

While a positive outlook is also unlikely in the near term, a
significant and unexpected increase in discretionary consumer
spending could spur a positive outlook.  An upgrade could occur if
Jarden moderates its acquisition appetite and its credit metrics
significantly improve from their current levels.  For example,
adjusted financial leverage, which is currently around 5x, would
need to be well below 4x, EBITA margins, which are currently under
10%, would need to be in the mid teens and retained cash flow to
net debt, which is currently around 15%, would need to be around
20%.

This rating was reassigned:

  -- $113 million term loan maturing January 2012 rated Ba1 (LGD
     2, 19%);

These ratings were affirmed:

  -- Corporate family rating at Ba3;

  -- Probability of default rating at Ba3;

  -- $358 million term loan due January 2015 rated Ba1 (LGD 2,
     19%);

  -- $150 million revolving credit facility due January 2015 rated
     Ba1 (LGD 2, 19%);

  -- $300 million senior unsecured notes to Ba3 (LGD 3, 49%)

  -- $650 million senior subordinated notes to B1 (LGD 5, 74%)

  -- $455 million senior subordinated notes to B1 (LGD 5, 74%)

  -- $600 million amended term loan due January 2015 at Ba1 (LGD
     2, 19%) -- no change in LGD assessment;

  -- Speculative grade liquidity rating at SGL 1

The last rating action was on August 13, 2010, where Moody's
upgraded Jarden's corporate family rating to Ba3 and assigned
ratings to the new senior secured credit facility.

Jarden Corporation is a manufacturer and distributor of niche
consumer products used in and around the home.  The company's
primary segment include Consumer Solutions (which distributes
kitchen appliances, and home vacuum packaging systems), Branded
Consumables (which distributes playing cards, arts and crafts,
plastic cutlery and firelogs), and Outdoor solutions (which
distributes a variety of outdoor leisure products under the K2,
PureFishing, Coleman and Campingaz brands).  Headquartered in Rye,
NY the company reported net sales of approximately $5.5 billion
for the twelve months ended June 30, 2010.


JETBLUE AIRWAYS: Posts $59-Mil. Profit in Third Quarter
-------------------------------------------------------
JetBlue Airways Corporation reported net income of $59 million in
the third quarter 2010, compared with net income of $15 million in
third quarter 2009.

"The third quarter was a remarkable quarter for JetBlue," said
Dave Barger, JetBlue's CEO, said in a statement.  "We reported
record revenues and net income for the quarter, reflecting our
continued focus on revenue maximization, cost control and network
optimization.  JetBlue's financial success is due to the
exceptional efforts put forth by all of our outstanding
crewmembers, and they should be extremely proud of their
performance."

JetBlue reported third quarter revenue exceeded $1 billion for the
first time, up 20.5 percent year-over-year.  Revenue passenger
miles for the third quarter increased 9.6% to 7.7 billion on an
8.5% increase in capacity, resulting in a third quarter load
factor of 84.6%, an increase of 0.9 points year over year.
Yield per passenger mile in the third quarter was 12.10 cents, up
11.4% compared to the third quarter of 2009. Passenger revenue per
available seat mile for the third quarter 2010 increased 12.5%
year over year to 10.24 cents and operating revenue per available
seat mile increased 11.1% year-over-year to 11.32 cents.

Operating expenses for the quarter increased 12.9%, or $102
million, over the prior year period, including a non-cash
impairment charge of approximately $6 million related to an asset
held by LiveTV, JetBlue's wholly owned subsidiary.  JetBlue's
operating expense per available seat mile for the third quarter
increased 4.1% year-over-year to 9.78 cents. Excluding fuel, CASM
increased 3.4% to 6.57 cents.

The Company reported $6.618 billion in total assets,
$1.126 billion in total current liabilities, $2.88 billion long-
term debt and capital lease obligations, $531 million construction
obligation, $458 million deferred taxes, and stockholders' equity
of $1.623 billion, as of June 30, 2010.

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6cf8

A full-text copy of the Company' Form 10-Q is available for free
at http://researcharchives.com/t/s?6d08

                      Fourth Quarter Guidance

JetBlue also filed with the Securities and Exchange its investor
guidance for the fourth quarter ending December 31, 2010 and full
year 2010.  A full-text copy of the Investor Guidance is available
for free at http://ResearchArchives.com/t/s?6cf7

                       About JetBlue Airways

JetBlue Airways Corp., based in Forest Hills, New York, operates a
low-cost, point-to-point airline from a hub in New York.  JetBlue
serves 60 cities with 600 daily non-stop flights.

                            *    *    *

JetBlue carries 'Caa1' long term corporate family and probability
of default ratings, with positive outlook, from Moody's.  It has a
'B-' long term issuer default rating, with stable outlook, from
Fitch.  It also has a 'B-' issuer credit ratings from Standard &
Poor's.


LAKE ESTATES: Case Summary & 9 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Lake Estates LLC, an Illinois limited liability company
        875 N. Michigan Ave., Suite 3800
        Chicago, IL 60611

Bankruptcy Case No.: 10-47436

Chapter 11 Petition Date: October 22, 2010

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

Judge: Carol A. Doyle

Debtor's Counsel: Eugene Crane, Esq.
                  CRANE HEYMAN SIMON WELCH & CLAR
                  135 S Lasalle Ste 3705
                  Chicago, IL 60603
                  Tel: (312) 641-6777
                  Fax: (312) 641-7114
                  E-mail: ecrane@craneheyman.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 nine largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ilnb10-47436.pdf

The petition was signed by Richard J. Klarchek, designated
representative.


JOHNSON MEMORIAL: Focus-Managed Firm Emerges from Chapter 11
------------------------------------------------------------
Focus Management Group reports that Johnson Memorial Medical
Center has successfully emerged from Chapter 11 bankruptcy
protection in accordance with its Plan of Reorganization,
effective October 1, 2010.

JMMC is a not-for-profit corporation operating a broad base of
healthcare business units in Stafford Springs, CT and Enfield, CT
including Johnson Memorial Hospital (92 bed acute care hospital),
Evergreen Healthcare Center (180 bed skilled nursing facility),
Home & Community Health Services, Johnson Occupational Medicine
Center, Wellcare and two affiliated medical practices, Johnson
Professional Associates and Johnson Medical Specialists.  Formerly
known as Johnson Memorial Corporation, the entity changed its name
to JMMC after its emergence from bankruptcy on September 30.

Focus was appointed as interim CEO, COO and CFO to JMMC in June
2008 under an order entered by the United States Bankruptcy Court
District of Connecticut, Hartford Division.  As interim managers,
the Focus team guided the hospital through its Chapter 11
bankruptcy process and successful turnaround.

Under the reorganization plan, the hospital's unsecured creditors
will be paid at least $9.3 million over five years, of which about
$1.5 million will be paid immediately.  As a result of the
restructuring, the hospital realized an increase in cash
availability in upwards of $6.3 million and cost reductions and
revenue enhancements of $10.6 million annually.  JMMC's forgiven
debt, depending on certain contingent events, ranges from $19 to
$20.3 million.

Overseeing the Focus engagement were Managing Directors Gerry Paez
and James Hopwood.  Mr. Paez leads the firm's healthcare practice
and has wide-ranging experience in leading healthcare institutions
to improved profitability and operating efficiency.  Mr. Hopwood
has extensive healthcare experience in a broad base of financial
management positions, with in-depth expertise in accounting and
finance, capital raising, revenue cycle management, labor
productivity and cost restructuring.

"As interim managers, Focus worked closely with Johnson's team and
medical staff in taking the facility from a large negative
operating loss to a significant profit," Mr. Paez said.  "We are
extremely excited to see this organization transform into an
economically viable and profitable entity in such a short amount
of time."

Leading the Focus interim management team at the hospital were
Interim CEO Peter Betts and Interim CFO Frank Musso.

Throughout the engagement, the Patient Care Ombudsman (PCO)
assigned to evaluate the quality of care at JMMC during the
Chapter 11 process reported that the organization functioned
without any negative impact on patient care during the
reorganization.  In addition, the PCO stated Johnson Memorial
Hospital's focus on quality is better than many other hospitals in
the State even though it was working through a bankruptcy.

Based out of the firm's Chicago, IL office, Messrs. Paez and
Hopwood can be reached at (773) 724-2082 or via e-mail at
j.hopwood@focusmg.com or g.paez@focusmg.com

                   About Focus Management Group

Headquartered in Tampa, FL, Focus Management Group --
http://www.focusmg.com-- provides nationwide professional
services in turnaround management, insolvency proceedings,
business restructuring and operational improvement.  With offices
in Atlanta, Chicago, Cleveland, Columbus, Dallas, Los Angeles,
Philadelphia and Washington DC, the firm provides a full portfolio
of services to distressed companies and their stakeholders,
including secured lenders and equity sponsors.

                      About Johnson Memorial

Stafford Springs, Connecticut-based Johnson Memorial Hospital,
Inc., filed for Chapter 11 bankruptcy protection on November 4,
2008 (Bankr. D. Conn. Case No. 08-22187) after its affiliates,
Johnson Memorial Corporation Connecticut and The Johnson Evergreen
Corp. Connecticut, filed for bankruptcy protection on October 31,
2008.  Eric A. Henzy, Esq., at Reid and Riege, P.C., assists
Johnson Memorial Hospital in its restructuring efforts.  Johnson
Memorial Hospital estimated up to $50,000 in assets and
$10,000,000 to $50,000,000 in debts in its Chapter 11 petition.


LIBBEY INC: Posts $2.3 Million Profit in Third Quarter
------------------------------------------------------
Libbey Inc. reported that sales for the third quarter of 2010 were
$200.0 million, compared to $186.9 million in the third quarter of
2009, an increase of 7.0%.  Libbey reported net income of
$2.3 million for the third quarter ended September 30, 2010,
compared to net income of $3.5 million in the prior-year quarter.

The Company's balance sheet at Sept. 30, 2010, showed
$814.78 million in total assets, $806.43 million in total
liabilities, and stockholder's equity of $8.35 million.  Libbey
had a stockholders' deficit of $11.6 million at June 30, 2010.

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6ced

                        About Libbey Inc.

Based in Toledo, Ohio, since 1888, Libbey, Inc., operates glass
tableware manufacturing plants in the United States in Louisiana
and Ohio, as well as in Mexico, China, Portugal and the
Netherlands.  Libbey supplies tabletop products to foodservice,
retail, industrial and business-to-business customers in over 100
countries.

                           *     *     *

Libbey carries 'B' issuer credit ratings, with stable outlook,
from Standard & Poor's Ratings Services.

On October 28, 2009, Libbey restructured a portion of its debt
by exchanging the old 16% Senior Subordinated Secured Payment-in-
Kind Notes due December 2011 of subsidiary Libbey Glass Inc.,
having an outstanding principal amount as of October 28, 2009, of
$160.9 million for (i) $80.4 million principal amount of new
Senior Subordinated Secured Payment-in-Kind Notes due 2021 of
Libbey Glass, and (ii) 933,145 shares of common stock and warrants
exercisable for 3,466,856 shares of common stock of Libbey Inc.

On February 8, 2010, Libbey used the proceeds of a $400.0 million
debt offering of 10.0% Senior Secured Notes due 2015 of Libbey
Glass Inc., as well as cash on hand, to (i) repurchase the
$306.0 million then outstanding Floating Rate Senior Secured Notes
due 2011 of Libbey Glass, (ii) repay the $80.4 million New PIK
Notes and (iii) pay related fees and expenses.  Concurrent with
the closing of the offering of the Senior Secured Notes, Libbey
entered into an amended and restated $110 million Asset Based Loan
facility which, among other terms, extended the maturity date to
2014.


LITHIUM TECHNOLOGY: Amper Politziner Now EisnerAmper
----------------------------------------------------
Lithium Technology Corporation was notified on August 16, 2010,
that Amper, Politziner and Mattia, LLP, an independent registered
public accounting firm, combined its practice with that of Eisner
LLP and the name of the combined practice operates under the name
EisnerAmper LLP.  The Audit Committee of the Company's Board of
Directors has engaged EisnerAmper LLP to serve as the Company's
new independent registered public accounting firm.

                     About Lithium Technology

Plymouth Meeting, Pa.-based Lithium Technology Corporation is a
global manufacturer and provider of rechargeable energy storage
solutions for diverse applications.

The Company's balance sheet as of December 31, 2009, showed
$11,468,000 in assets, $29,308,000 of debts, and stockholders'
deficit of $17,840,000.

The Company reported a net loss of $10,510,00 on $7,371,000 of
revenue for 2009, compared with a net loss of $6,414,000 on
$4,167,000 of revenue for 2008.

Amper, Politziner & Mattia LLP, in Edison, N.J., expressed
substantial doubt about the Company's ability to continue as a
going concern, following the Company's 2009 results.  The
independent auditors noted that the Company as recurring losses
from operations since inception and has a working capital
deficiency.


LODGENET INTERACTIVE: Reports $3 Mil. Net Loss in 3rd Qtr.
----------------------------------------------------------
LodgeNet Interactive Corporation reported quarterly revenue of
$113.8 million compared to $121.1 million in the third quarter of
2009.  Net loss attributable to common stockholders was
$3.1 million for the third quarter of 2010 compared to a net loss
attributable to common stockholders of $6.6 million for the third
quarter of 2009.

LodgeNet also reported $15.3 million in free cash flow for the
current quarter and $80.0 million for the trailing twelve months
compared to $16.1 million and $61.8 million for the prior periods,
respectively.  For the quarter, the Company achieved a leverage
ratio of 3.40 times on a net debt basis versus a covenant of 3.50
times.

The Company's balance sheet at Sept. 30, 2010, showed
$454.88 million in total assets, $509.32 million in total
liabilities, and a stockholder's deficit of $54.44 million.

"We continue to make significant progress in executing our
strategic initiatives and improving our bottom line performance,"
said Scott C. Petersen, LodgeNet Chairman and CEO.  "We are
benefiting from our revenue diversification efforts and ongoing
cost controls, as well as the deleveraging of our balance sheet.
In the quarter, we recorded significant revenue growth in every
service line with the exception of Guest Entertainment.  Our
revenue diversification initiatives delivered 12.9% more revenue
per room this year versus last and now comprise 43.0% of total
revenue.  Our expanded array of technology solutions for the
Hospitality and Healthcare markets are clearly gaining ground and
we see considerable opportunity for additional revenue and
profitability growth related to all of these solutions."

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6cf

                    About LodgeNet Interactive

Sioux Falls, South Dakota-based LodgeNet Interactive Corporation
(Nasdaq:LNET) -- http://www.lodgenet.com/-- provides media and
connectivity solutions designed to meet the unique needs of
hospitality, healthcare and other guest-based businesses.
LodgeNet Interactive serves more than 1.9 million hotel rooms
worldwide in addition to healthcare facilities throughout the
United States.  The Company's services include: Interactive
Television Solutions, Broadband Internet Solutions, Content
Solutions, Professional Solutions and Advertising Media Solutions.
LodgeNet Interactive Corporation owns and operates businesses
under the industry leading brands: LodgeNet, LodgeNetRX, and The
Hotel Networks.

                          *     *     *

As reported by the Troubled Company Reporter on June 21, 2010,
Standard & Poor's Ratings Services affirmed its ratings on Sioux
Falls, S.D.-based LodgeNet Interactive, including the 'B-'
corporate credit rating.  At the same time, S&P revised the rating
outlook to positive from stable.


LODGENET INTERACTIVE: FMR, Fidelity Own 10.536% Stake
-----------------------------------------------------
FMR LLC and Edward C. Johnson 3d disclosed that they may be deemed
to own 2,953,070 shares or roughly 10.536% of the common stock of
LodgeNet Interactive Corp.

Fidelity Management & Research Company, a wholly owned subsidiary
of FMR LLC and an investment adviser registered under Section 203
of the Investment Advisers Act of 1940, is the beneficial owner of
2,953,070 shares or 10.536% of the Common Stock outstanding of
LodgeNet Interactive as a result of acting as investment adviser
to various investment companies registered under Section 8 of the
Investment Company Act of 1940. The number of LodgeNet Interactive
shares owned by the investment companies at September 30, 2010,
included 2,941,270 shares of Common Stock resulting from the
assumed conversion of 11,118 shares of LODGENET CORP 10 PERP PC
(264.5503 shares of Common Stock for each share of Convertible
Preferred Stock).

The ownership of one investment company, Fidelity Convertible
Securities Fund, amounted to 2,941,270 shares or 10.494% of the
Common Stock outstanding.

                    About LodgeNet Interactive

Sioux Falls, South Dakota-based LodgeNet Interactive Corporation
(Nasdaq:LNET) -- http://www.lodgenet.com/-- provides media and
connectivity solutions designed to meet the unique needs of
hospitality, healthcare and other guest-based businesses.
LodgeNet Interactive serves more than 1.9 million hotel rooms
worldwide in addition to healthcare facilities throughout the
United States.  The Company's services include: Interactive
Television Solutions, Broadband Internet Solutions, Content
Solutions, Professional Solutions and Advertising Media Solutions.
LodgeNet Interactive Corporation owns and operates businesses
under the industry leading brands: LodgeNet, LodgeNetRX, and The
Hotel Networks.

The Company's balance sheet at Sept. 30, 2010, showed
$454.88 million in total assets, $509.32 million in total
liabilities, and a stockholder's deficit of $54.44 million.

                          *     *     *

As reported by the Troubled Company Reporter on June 21, 2010,
Standard & Poor's Ratings Services affirmed its ratings on Sioux
Falls, S.D.-based LodgeNet Interactive, including the 'B-'
corporate credit rating.  At the same time, S&P revised the rating
outlook to positive from stable.


LODGENET INTERACTIVE: Mast Credit et al. Hold 5.2% Stake
--------------------------------------------------------
Mast Credit Opportunities I Master Fund Limited, Mast OC I Master
Fund L.P., Mast Capital Management, LLC, David J. Steinberg and
Christopher B. Madison disclosed that they may be deemed to own
1,296,600 shares or roughly 5.2% of the common stock of LodgeNet
Interactive Corp.

Messrs. Steinberg and Madison are the managers of Mast Capital
Management, LLC, which serves as the investment adviser for Mast
Credit Opportunities I Master Fund Limited and is the general
partner and investment adviser of Mast OC I Master Fund L.P.

                    About LodgeNet Interactive

Sioux Falls, South Dakota-based LodgeNet Interactive Corporation
(Nasdaq:LNET) -- http://www.lodgenet.com/-- provides media and
connectivity solutions designed to meet the unique needs of
hospitality, healthcare and other guest-based businesses.
LodgeNet Interactive serves more than 1.9 million hotel rooms
worldwide in addition to healthcare facilities throughout the
United States.  The Company's services include: Interactive
Television Solutions, Broadband Internet Solutions, Content
Solutions, Professional Solutions and Advertising Media Solutions.
LodgeNet Interactive Corporation owns and operates businesses
under the industry leading brands: LodgeNet, LodgeNetRX, and The
Hotel Networks.

The Company's balance sheet at Sept. 30, 2010, showed
$454.88 million in total assets, $509.32 million in total
liabilities, and a stockholder's deficit of $54.44 million.

                          *     *     *

As reported by the Troubled Company Reporter on June 21, 2010,
Standard & Poor's Ratings Services affirmed its ratings on Sioux
Falls, S.D.-based LodgeNet Interactive, including the 'B-'
corporate credit rating.  At the same time, S&P revised the rating
outlook to positive from stable.


MARIAH RE: S&P Assigns 'B' Preliminary Rating to Notes
------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its
preliminary 'B(sf)' rating to the notes to be issued by Mariah Re
Ltd.

The notes will cover losses in the covered area resulting from
severe thunderstorms.  Losses will be calculated on an annual
aggregate basis.  Mariah Re is a special-purpose Cayman Islands
exempted company licensed as a Class B insurer in the Cayman
Islands.  Wilmington Trust (Cayman) Ltd., as share trustee, holds
all of Mariah Re's issued and outstanding shares in trust for
charitable or similar purposes.

The cedent is American Family Mutual Insurance Co. on behalf of
itself and its affiliates.  Standard & Poor's does not maintain an
interactive rating on AmFam.  However, because covered losses are
linked to industry losses as calculated by the Property Claim
Services, there is no reliance on AmFam's underwriting and claims-
processing capabilities.  In addition, AmFam will prepay the
reinsurance premium quarterly for the upcoming accrual period for
the tenor of the transaction, which mitigates any credit exposure
noteholders would have to it.

                          Ratings List

                           New Rating

                         Mariah Re Ltd.

          Notes issue                    Preliminary B(sf)


MGM RESORTS: S&P Assigns 'CCC+' Rating to '500 Mil. Senior Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'CCC+' issue-level
rating to Las Vegas-based casino operator MGM Resorts
International's proposed $500 million senior notes due 2016.  In
addition, S&P assigned the notes a recovery rating of '4',
indicating its expectation of average (30% to 50%) recovery for
noteholders in the event of a payment default.  The company will
use proceeds from the notes offering to repay a portion of the
$1.2 billion owed to lenders under its senior secured credit
facility that have not elected to extent their commitments beyond
the existing maturity date of October 2011.

The corporate credit rating on MGM Resorts is 'CCC+' and the
rating outlook is stable.  The corporate credit rating reflects
MGM's significant debt burden, S&P's expectation for meaningful
declines in cash flow generation in 2010, and the company's still
weak overall liquidity position.  While MGM maintains a leading
presence on the Las Vegas Strip, 2010 will be another challenging
year for the Strip, and prospects for a meaningful rebound in 2011
are uncertain.  This proposed notes offering, which follows a
recent primary offering of common stock, has bolstered liquidity.
However, the company's ability to weather the current downturn and
continue to service its debt obligations over the longer term
relies on a substantial rebound in cash flow generation.

S&P revised its rating outlook to stable from developing on Oct.
14, 2010, reflecting some near-term improvement to MGM's still
weak liquidity profile following the pricing of its primary common
stock offering.  The company has also shown continued progress in
other liquidity-enhancing transactions, including the sale of its
50% ownership in Borgata Hotel Casino & Spa and related land, as
well as an IPO of its Macau assets.

Additionally, the revision of the rating outlook to stable
reflected S&P's assessment that rating upside potential no longer
seems likely over the intermediate term.  While visitation trends
to the Las Vegas Strip are improving and room rates are showing
some resilience, continued depressed levels of spend per customer
have driven weaker performance this year than the approximately
10% decline in EBITDA S&P previously incorporated into the rating
for 2010.  Following a decline in Strip property EBITDA of 22%
during the first six months of 2010, the company recently
announced preliminary results for the third quarter, which
included a 16% decline in Strip property EBITDA.  Furthermore,
given S&P's economists' current expectation for only modest (2.2%)
growth in consumer spending in 2011, as well as continued high
unemployment, a substantial rebound in EBITDA generation next year
seems unlikely, notwithstanding improving trends in group
bookings.  A continuation of recent performance trends could also
pressure MGM's ability to maintain compliance with its minimum
EBITDA covenant under the credit facility, which steps up to
$1.1 billion in 2011 and continues to gradually step up over the
next few years.

                           Ratings List

                    MGM Resorts International

           Corporate Credit Rating        CCC+/Stable/--

                            New Issue

                    MGM Resorts International

                $500M sr nts due 2016          CCC+
                  Recovery Rating              4


MGM RESORTS: Fitch Assigns 'CCC/RR4' Rating to $500 Mil. Notes
--------------------------------------------------------------
Fitch Ratings has assigned a rating of 'CCC/RR4' to MGM Resorts
International's proposed $500 million senior unsecured notes due
2016.

On Oct. 14, 2010, Fitch revised MGM's Outlook to Positive from
Stable primarily due to the announcement of an equity issuance,
which raised $511 million before an over-allotment.  The Positive
Outlook is further supported by the additional liquidity provided
by the proposed $500 million senior unsecured issuance.  Proceeds
from the unsecured issuance will be used to repay some of the
$1.2 billion non-extended portion of the company's credit
facility, which has an Oct. 3, 2011 maturity date.  As a result,
the transaction will be largely leverage neutral, but could dampen
the free cash flow profile slightly due to higher interest costs,
depending on pricing of the notes.  The extended portion of the
credit facility matures on Feb. 21, 2014.

The Positive Outlook reflects MGM's stronger near-to-medium term
liquidity profile due primarily to the recent issuances of equity
and senior unsecured notes.  In addition, MGM received an offer to
sell its 50% share of the Borgata JV at a valuation toward the
high-end of Fitch's expected range.  Boyd Gaming Corp. (Issuer
Default Rating 'B') announced that it declined to exercise its
right of first refusal in connection with the offer, so MGM is
pursuing negotiations with the original bidder.  If it closes the
transaction, the total proceeds from its 50% share of the Borgata
JV and associated land could be roughly $435 million, which is
toward the high-end of Fitch's expected range.  MGM also expects
to receive $125 million this month from its Macau JV due to
partial repayment of a loan to that entity.

The significant refinancing and capital raising efforts by MGM
over the last 18 months have better positioned the company to
survive its liquidity crunch and create a more sustainable capital
structure, which Fitch alluded to in its June 29, 2010 affirmation
of MGM's ratings.  MGM continues to demonstrate solid access to
capital despite the distressed nature of the credit profile.

Maturity Schedule Remains Heavy But Becoming More Manageable:

Relative to the wholly-owned credit profile, the proceeds from the
equity and senior unsecured notes issuances provide MGM with
enough liquidity to firmly cover debt maturities at least through
2012 and into 2013.  As Fitch noted on Oct. 14, 2010, having
enough liquidity to get firmly past the October 2011 non-extended
portion of the credit facility was a significant hurdle due to an
acceleration feature provided in the terms of extended facility.
Having enough liquidity to firmly meet maturities into 2013 is
another hurdle the company is addressing through this issuance.
The bulk of the company's maturities in 2013-2014 are either
secured notes or the extended credit facility, which are likely to
be easier to refinance in an unaccommodating credit market than
unsecured or subordinated maturities.

The increased liquidity also provides MGM with additional time for
a Las Vegas recovery to accelerate, which Fitch expects to be more
pronounced in 2012 compared to 2011.  Although MGM has been
discussing the near-term benefit from an increasing percentage of
convention and group business in its overall mix in upcoming
quarters, Fitch believes that the impact of the mix shift will be
greater in late 2011 and 2012.  Furthermore, it allows more time
for the market to absorb the December 2010 opening of the
Cosmopolitan, which will be the last major supply increase on the
Las Vegas Strip for some time.  That will provide investors the
backdrop of an improving supply-demand outlook as 2011 progresses
if the broader economic recovery continues, so MGM's refinancing
story to investors should improve given the current macro-economic
outlook, even if it is a slow recovery.

Credit Risk Improving But Still Substantial:

MGM's 'CCC' IDR continues to reflect a credit profile with
substantial credit risk.  MGM's probability of default still
displays a high sensitivity to an uninterrupted recovery in the
Las Vegas market, significant reliance on a favorable refinancing
and capital markets environment due to its heavy debt maturity
schedule, a highly leveraged balance sheet despite potential debt
reduction from the equity issuance, and a weak near-term free cash
flow profile.  In addition, MGM's obligation under the CityCenter
completion guarantee continues to escalate, and Fitch believes the
company is currently under-investing in its properties, which will
likely impact asset quality.

Although the additional liquidity provided by the equity raise and
senior unsecured notes issuance is clearly a credit positive,
Fitch believes it is likely that at least some of that liquidity
may be used to support the CityCenter joint venture, which could
serve to minimize the potential debt reduction at the parent
company.  The JV has a $1.8 billion secured bank credit facility,
which matures on June 30, 2012; financial covenants (5.5 times [x]
leverage and 1.5x coverage) and some term loan amortization
commence on June 30, 2011.  Fitch believes it is unlikely that
CityCenter will be in compliance with financial covenants next
year.  While bank debt lenders have been accommodating during
MGM's liquidity crisis, Fitch believes the absolute debt balance
at the JV likely needs to be reduced based on the agency's
expectations for the ramp-up of CityCenter's cash flow over the
next few years.  The company has discussed monetizing portions of
the CityCenter development to support the refinancing, which would
be viewed positively since it would reduce the pressure on MGM to
support the JV refinancing.

Fitch's ratings for MGM are:

  -- Issuer Default Rating 'CCC';
  -- Senior secured notes due 2013, 2014, 2017, and 2020 'B+/RR1';
  -- Senior credit facility 'B-/RR3';
  -- Senior unsecured notes 'CCC/RR4';
  -- Convertible senior notes due 2015 'CCC/RR4';
  -- Senior subordinated notes 'C/RR6'.

Guidelines for Further Rating Actions:

Fitch's rating system does not have + or - indicators in the
rating categories of 'CCC' and below, so positive or negative
rating actions with respect to the IDR would reflect MGM's credit
quality migrating toward the 'B' or 'CC' categories.

The most important near-term credit events incorporated into
ratings include the expected IPO of the Macau JV and the
refinancing of the CityCenter credit facility.  Fitch's base
case currently incorporates proceeds from the IPO in the
$300-$400 million range, as well as potential support of the
CityCenter JV up to roughly $300 million.  The credit facility
agreement currently limits an MGM investment in CityCenter to
$50 million, although there is another general carveout that
provides for another $100 million investment in 2011, with
periodic step-ups in the basket.  The increased obligation under
the completion guarantee announced earlier this month was
generally within Fitch's expectations, but additional increases
are not currently in Fitch's base case.

Outside of those events, key rating triggers could include:

  -- A meaningful revision to Fitch's current base case operating
     outlook for MGM.  Currently, Fitch's base case incorporates
     wholly owned, adjusted EBITDA (after corporate expense,
     excluding stock compensation expense) of $1.15 billion in
     2011 and $1.35 billion in 2012.

  -- An additional parent company equity issuance with proceeds
     used for debt reduction. MGM still needs to ease the interest
     burden through debt reduction in order to generate a stronger
     free cash flow profile, although forward interest expense may
     now be reduced to the $925-$950 million.  The maintenance
     capex level of $200-$250 million is too low and
     unsustainable, in Fitch's view.

  -- If Mississippi, Michigan, or Illinois were to reconsider the
     suitability of MGM's JV partner in Macau, following New
     Jersey's recent decision and report.  However, Fitch believes
     it is highly unlikely that Nevada would reconsider its
     approval of Pansy Ho's suitability as a partner for MGM.


MODULAR MEDICAL: Case Summary & 18 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Modular Medical Systems, Inc.
        2701 Industrial Ave 3
        Fort Pierce, FL 34946

Bankruptcy Case No.: 10-42041

Chapter 11 Petition Date: October 21, 2010

Court: United States Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Paul G. Hyman Jr.

Debtor's Counsel: Brad Culverhouse, Esq.
                  320 S Indian River Dr # 100
                  Ft Pierce, FL 34950
                  Tel: (772) 465-7572
                  E-mail: bradculverhouselaw@gmail.com

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

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

A list of the Company's 18 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flsb10-42041.pdf

The petition was signed by George Barson, president.


MOMENTIVE PERFORMANCE: S&P Raises Corporate Credit Rating to 'B-'
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it raised its
corporate credit rating on Momentive Performance Materials Inc. to
'B-' from 'CCC+'.  In addition, S&P raised its second lien, senior
unsecured, and subordinated debt ratings by one notch to 'CCC'
(two notches below the corporate credit rating) from 'CCC-'.  The
recovery ratings on these classes of debt remain unchanged at '6',
indicating S&P's expectation of negligible (0%-10%) recovery in
the event of a payment default.

At the same time, based on the corporate credit rating upgrade and
its updated recovery analysis, S&P raised its senior secured debt
rating by two notches to 'B' (one notch above the corporate credit
rating) from 'CCC+' and revised the recovery rating to '2' from
'3'.  These ratings indicate S&P's expectation for substantial
(70%-90%) recovery in the event of a payment default.

S&P removed all the existing ratings from CreditWatch where they
had been placed with positive implications on Sept. 16, 2010.  The
outlook is stable.

S&P also assigned a 'CCC' senior unsecured debt rating and a
recovery rating of '6' to MPM's proposed offering of $1.36 billion
(U.S. dollar equivalent) springing second-lien notes due 2020 to
be issued in U.S. dollars and euros.  Proceeds will be used to
refinance senior unsecured notes due 2014.

"The upgrade reflects MPM's improving operating performance and
strengthening liquidity," said Standard & Poor's credit analyst
Cynthia Werneth.

The ratings on Albany, N.Y.-based MPM reflect a highly leveraged
financial profile (despite a steady decline in debt leverage
during the past several quarters), an aggressive financial policy,
and a fair business risk profile as a global producer of silicones
and quartz.

S&P is assessing credit quality on Momentive Performance Materials
Inc. and Momentive Specialty Chemicals Inc. (B-/Stable/--) in a
manner that recognizes their shared parentage, following the
recent placement of the two companies under a single holding
company by controlling shareholder Apollo Global Management LP.
This is despite each company maintaining a separate capital
structure.  S&P believes that the merger will benefit credit
quality only modestly.

The outlook is stable.  A key underpinning to the rating is S&P's
expectation that global economic conditions will not deteriorate
significantly, which should permit MPM and MSC to continue to
generate fairly steady operating results.  S&P expects both
companies to maintain adequate liquidity and to address upcoming
debt maturities in a proactive manner.  S&P assumes that debt
levels will remain relatively stable over the next few years, and
S&P's ratings do not factor in aggressive management actions
related to meaningful shareholder rewards or acquisitions.

S&P could lower the ratings if unexpected developments, including
a slowdown or reversal of the current economic recovery, cause the
ratio of total adjusted debt to EBITDA to worsen from the June
2010 level.  This could happen if the growth in demand slows down
or reverses, and if raw material volatility results in a decline
in operating margins to 17% or less.  This would start to raise
concerns about the company's ability to refinance upcoming debt
maturities.


MOMENTIVE PERFORMANCE: Moody's Puts 'Caa1' Rating to Senior Notes
-----------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to the guaranteed
senior unsecured notes due 2020 of Momentive Performance Materials
Inc.  Proceeds from the notes will be used to fund the repayment
of roughly $1.2 billion of guaranteed senior unsecured notes due
2014 under the tender offer announced last week.  The new notes
contain a springing lien and would obtain a second lien on
existing collateral if and when the existing $200 million second
lien notes are repaid.  The outlook is stable.

"This refinancing continues to extend maturities.  Moreover, as
reported EBITDA rises meaningfully above $500 million and credit
metrics reach more reasonable levels, the refinancing risk
associated with roughly $1 billion of term loans maturing in 2013
should meaningfully decline," stated John Rogers, Senior Vice
President at Moody's "Momentive could reach this threshold in 2011
providing it can continue to sequentially grow EBITDA at over 2.5%
on average".

Moody's also affirmed MPM's other ratings (Corporate Family Rating
at B3) and adjusted the LGD assessments to reflect the slight
increase in debt as a result of this transaction.  Moody's noted
that while the offering is for $840 million in new notes, MPM will
be issuing roughly $525 million of additional notes to an
affiliate of Apollo Management.

MPM's B3 Corporate Family Rating reflects its high leverage and
weak interest coverage offset by an improving credit profile, the
expectation for further increases in EBITDA and cash flow over the
next year, and continued debt reduction.  Moody's expects credit
metrics to improve toward 7x Net Debt/EBITDA and 6% Retained Cash
Flow/Net Debt by the end of 2010, with further moderate
improvements in 2011 causing Net Debt/EBITDA to decline toward
6.5x, Retained Cash Flow/Net Debt of over 7% and Free Cash
Flow/Net Debt approaching 4%.  The aforementioned ratios reflect
Moody's Global Standard Adjustments which include the
capitalization of pensions and operating leases.

The stable outlook reflects MPM's weak financial metrics offset
by better than anticipated free cash flow generation.  It also
reflects the uncertain macro-economic environment for 2011 but
an expectation for modest sequential growth in EBITDA.  To the
extent that MPM can continue to deliver sequential growth in
EBITDA in the fourth quarter and reported EBITDA rises closer
to $500 million, Moody's will consider moving to a positive
outlook.  The ratings would only be downgraded if the company
fails to sustain adjusted EBITDA of over $450 million (reported
EBITDA of $430 million) or if the company's cash and revolver
availability fall below $200 million for a sustained period.

Ratings assigned:

Momentive Performance Material Inc.

  -- Guaranteed senior unsecured notes due 2020 at Caa1 (LGD4,
     60%)

Ratings affirmed:

Momentive Performance Material Inc.

  -- Corporate Family Rating at B3

  -- Probability of Default Rating at B3

  -- Speculative grade liquidity rating at SGL-2

  -- Guaranteed senior secured revolver due 2012 at Ba3 (LGD2,
     12%)

  -- Guaranteed senior secured term loan due 2013 at Ba3 (LGD2,
     12%)

  -- Guaranteed senior secured 2nd lien notes due 2014 at B2
      (LGD3, 37%)

  -- Senior unsecured notes due 2014 at Caa1 (LGD4, 60%)*

  -- Senior subordinated notes due 2016 at Caa2 (LGD5,86%)

  * These ratings will be withdrawn upon successful completion of
    this transaction.

Momentive Performance Materials Inc., headquartered in Albany, New
York, is the second largest producer of silicones and silicone
derivatives worldwide.  The company has two divisions: silicones
(which accounted for roughly 90% of revenues) and quartz.
Revenues were roughly $2.4 billion for the LTM ending June 30,
2010.


MOMENTIVE SPECIALTY: Moody's Assigns 'Caa1' Rating on Senior Notes
------------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to the guaranteed
senior secured second lien notes due 2020 of Momentive Specialty
Chemicals Inc. (formerly known as Hexion Specialty Chemicals
Inc.).  Proceeds from the notes will be used to fund the repayment
of $533 million of guaranteed senior secured second lien notes due
2014 under the tender offer announced last week.  These new notes
have access to the same collateral package as the remaining second
lien notes due in 2014.  Moody's also raised MSC's speculative
Grade Liquidity Rating to SGL-2 from SGL-3 and changed MSC's
outlook to positive.

"With this refinancing Hexion will have refinanced or extended the
maturities on the vast majority of the debt that was originally
slated to mature prior to 2015.  There is less than $600 million
of this debt remaining, which should be much easier to for the
company to refinance as its credit metrics improve further,"
stated John Rogers, Senior Vice President at Moody's.

Moody's affirmed MSC's other ratings (Corporate Family Rating at
B3) and adjusted the LGD assessments to reflect the slight
increase in debt as a result of this transaction.

MSC's B3 Corporate Family Rating reflect its elevated, albeit
declining, leverage, exposure to volatile commodities, limited
presence in developing markets (North America and Europe account
for roughly 80% of sales) and the absence of consistent free cash
flow generation.  The rating benefits from its size (estimated
$5 billion in revenues in 2010), growing presence in Asia and
Latin America, meaningful product diversity, and a seasoned
management team that has demonstrated the ability to successfully
manage through difficult economic and end market conditions.

MSC's credit metrics are still weak but have improved rapidly in
2010.  Net Debt/EBITDA fell from 10x at year end 2009 to an
estimated 8x at the end of the third quarter based on the
company's third quarter guidance.  This metric could fall to
roughly 7x by year end if the company continues to demonstrate
strong year-on-year profit growth.  To the extent that leverage
falls meaningfully below 7x and Retained Cash Flow /Net Debt rises
toward 8%, Moody's will consider the appropriateness of a B2 CFR.
The aforementioned metrics reflect Moody's Global Standard
Adjustments which include the capitalization of pensions and
operating leases.

The positive outlook reflects the strong rebound in MSC's
financial performance despite significant exposure to housing and
auto markets in North America and Europe.  Additionally, margins
have improved significantly despite volumes remaining well below
peak levels.  There is limited downside to the rating at the
current time as the company's liquidity and lack of debt
maturities have substantially reduced the probability of a
default.  Only some exogenous event that greatly reduces its cash
balance and raises Net Debt/EBITDA back above 10x could trigger a
downgrade.

Moody's raised MSC's Speculative Grade Liquidity Rating to SGL-2
from SGL-3 due to the expectation that it will generate meaningful
free cash flow over the next four quarters due to the reduction of
inventory built to carry it through an unusually large number of
turnarounds in the third quarter of 2010.

Ratings assigned:

Momentive Specialty Chemicals Inc.

  -- Guaranteed senior secured second lien notes due 2020 at Caa1
     (LGD5, 72%)

  -- Speculative grade liquidity rating to SGL-2 from SGL-3

Ratings affirmed:

Momentive Specialty Chemicals Inc

  -- Corporate Family Rating at B3

  -- Probability of Default Rating at B3

  -- Guaranteed senior secured revolver due 2012 at Ba3 (LGD2,
     17%)

  -- Guaranteed senior secured term loan due 2013 at Ba3 (LGD2,
     17%)

  -- Guaranteed senior secured 1.5 lien notes due 2018 at B3
     (LGD4, 58%)

  -- Guaranteed senior secured second lien floating rate notes due
     2014 at Caa1 (LGD5, 72%)

  -- Guaranteed senior secured second lien fixed rate notes due
     2014 at Caa1 (LGD5, 72%) *

  -- Senior unsecured notes at Caa2 (LGD6, 91%)

  * These ratings will be withdrawn upon successful completion of
    this transaction.

Momentive Specialty Chemicals, Inc., headquartered in Columbus,
Ohio, is a leading producer of thermoset resins (epoxy,
formaldehyde and acrylic).  The company is also a supplier of
specialty resins for inks and specialty coatings sold to a diverse
customer base as well as a producer of commodities such as
formaldehyde, bisphenol A, epichlorohydrin, versatic acid and
related derivatives.


MOMENTIVE SPECIALTY: Revises Select Part of 2009 Annual Report
--------------------------------------------------------------
Momentive Specialty Chemicals Inc. revised selected parts of its
Annual Report on Form 10-K for the year ended December 31, 2009,
to record approximately $22 of income related to the insurance
recoveries by its owner for the costs incurred in connection with
the termination of the merger with Huntsman Corporation.

The insurance recoveries related to the $200 termination
settlement payment made that was pushed down and treated as an
expense of the Company in 2008.  As previously disclosed, the
Company records any related insurance recoveries as a non-cash
reduction to expenses in the period when the insurance settlement
is reached.

In August 2010, the Company was informed that its owner had
received insurance recoveries of approximately $15 and $7 in the
second and third quarters of 2009, respectively, that should have
been reported as a reduction to expenses in those periods with an
offsetting reduction in Paid-in capital.

                      About Momentive Specialty

Momentive Specialty Chemicals Inc. is a product of a merger
between Momentive Performance Materials Holdings Inc., and Hexion
Specialty Chemicals, Inc.  Hexion LLC's parent changed its name to
Momentive Specialty Chemicals Holdings LLC following the merger.

Momentive Performance is a producer of silicones and silicone
derivatives, and is engaged in the development and manufacture of
products derived from quartz and specialty ceramics.  As of Dec.
31, 2008, the Company had 25 production sites located worldwide,
which allows it to produce the majority of its products locally in
the Americas, Europe and Asia.  Momentive's customers include
companies in industries, such as Procter & Gamble, 3M, Goodyear,
Unilever, Saint Gobain, Motorola, L'Oreal, BASF, The Home Depot
and Lowe's.

As of March 30, 2010, Momentive had $3.22 billion in total assets,
$3.79 billion in total liabilities, and stockholders' deficit of
$565.8 million.

Momentive carries a 'CCC-' corporate credit rating from Standard &
Poor's Ratings Services.

Standard & Poor's Ratings Services said that it affirmed all its
ratings on Hexion Specialty Chemicals Inc., including the 'B-'
corporate credit rating.  The outlook is stable.  At the same
time, S&P placed all its ratings on Momentive Performance
Materials Inc., including the 'CCC+' corporate credit rating,
on CreditWatch with positive implications.


MOMENTIVE SPECIALTY: S&P Assigns 'CCC+' Rating to $574 Mil. Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its
'CCC+' (one notch below the corporate credit rating) rating and a
'5' recovery rating to Momentive Specialty Chemicals Inc.'s
proposed $574 million second-lien notes.  The '5' recovery rating
indicates S&P's expectation for modest recovery (10%-30%) in the
event of a payment default.  MSC expects to use proceeds from the
notes to pay down existing second-lien notes due 2014.

At the same time, S&P affirmed its 'B-' corporate credit rating on
the company.  The outlook is stable.

"The affirmation of the 'B-' corporate credit rating reflects a
highly leveraged financial profile, despite recent improvements in
debt leverage, an aggressive financial policy, and a weak business
risk profile as a global manufacturer and marketer of thermoset
resins," said Standard & Poor's credit analyst Paul Kurias.

S&P is assessing credit quality on Momentive Specialty Chemicals
Inc. and Momentive Performance Materials Inc. (B-/Stable/--) in a
manner that recognizes their shared parentage, following the
recent placement of the two companies under a single holding
company by controlling shareholder Apollo Global Management LP.
This is despite each company maintaining a separate capital
structure.  S&P believes that the merger will benefit credit
quality only modestly.

The stable outlook reflects S&P's expectation that global economic
conditions and operating results will not deteriorate
meaningfully, allowing MSC and MPM to generate steady operating
earnings.  S&P expects that both companies will maintain liquidity
at adequate levels.  S&P also expects that both MSC and MPM will
address upcoming debt maturities in a proactive manner.

S&P assumes that debt levels will remain relatively stable over
the next few years.  S&P's ratings do not factor in aggressive
management actions related to meaningful shareholder rewards or
acquisitions.

S&P could lower its ratings if unexpected developments, including
a slowdown or reversal of the current economic recovery, forestall
the improvement in operating performance and credit metrics, so
that the ratio of total debt to EBITDA deteriorates from June 30,
2010, levels against S&P's expectation for a modest improvement.
This could happen if the growth in demand slows or reverses, and
if raw material price volatility results in a decline in operating
margins to 9% or below.  S&P could also lower ratings if liquidity
declines meaningfully below current levels with no prospects for
improvement.


MONIQUE MORGAN: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Monique Heather Morgan
          aka Monique H Qualis
        14051 SW 54 St
        Miramar, FL 33027

Bankruptcy Case No.: 10-42173

Chapter 11 Petition Date: October 21, 2010

Court: United States Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: John K. Olson

Debtor's Counsel: Chad T. Van Horn, Esq.
                  LAW OFFICES OF BROWN, VAN HORN P.A.
                  330 N Andrews Ave #450
                  Ft Lauderdale, FL 33301
                  Tel: (954) 765-3166
                  E-mail: chad@brownvanhorn.com

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

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

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


MREF III: Case Summary & 42 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: MREF III Property II, L.L.C.
        7701 Forsyth Boulevard, Suite 700
        St. Louis, MO 63105

Bankruptcy Case No.: 10-16001

Chapter 11 Petition Date: October 22, 2010

Court: United States Bankruptcy Court
       Southern District of Indiana (Indianapolis)

Judge: Basil H. Lorch III

Debtor's Counsel: Deborah Caruso, Esq.
                  DALE & EKE
                  9100 Keystone Xing Ste 400
                  Indianapolis, IN 46240-2159
                  Tel: (317) 844-7400
                  E-mail: dcaruso@daleeke.com

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

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

A list of the Company's 42 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/insb10-16001.pdf

The petition was signed by Abraham Vaknin, manager of Creekwood
Apartments Management.


NATHANIEL FOX: Voluntary Chapter 11 Case Summary
------------------------------------------------
Joint Debtors: Nathaniel S. Fox, Jr.
                aka Nathaniel S. Fox
                aka Than Fox
               Kristina W. Fox
               50 Beach Street
               Rockport, MA 01966

Bankruptcy Case No.: 10-21535

Chapter 11 Petition Date: October 22, 2010

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

Judge: Frank J. Bailey

Debtor's Counsel: Timothy M. Mauser, Esq.
                  LAW OFFICE OF TIMOTHY MAUSER, ESQ.
                  Suite 240, One Center Plaza
                  Boston, MA 02114
                  Tel: (617) 338-9080
                  Fax: (617) 275-8990
                  E-mail: tmauser@mauserlaw.com

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

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

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


NEWPAGE CORP: Amends Revolving Credit Deal With Wells Fargo
-----------------------------------------------------------
NewPage Corporation and NewPage Holding Corporation entered on
October 15, 2010, into an amendment to their existing amended
Revolving Credit and Guaranty Agreement and their existing
Revolving Pledge and Security Agreement, by and among the Company,
NewPage Holding, certain subsidiaries of the Company, the lenders
party thereto, and the other parties thereto.

The Revolver Amendment was made to change the administrative agent
and collateral agent to Wells Fargo Capital Finance, LLC.  These
changes help align the relationship of the agents more closely to
the underlying financial investments of Wells Fargo in the
Revolving Credit and Guaranty Agreement.

A full-text copy of the third amendment to revolving credit
agreement is available for free at:

               http://ResearchArchives.com/t/s?6cf2

                        About NewPage Corp.

Headquartered in Miamisburg, Ohio, NewPage Corporation --
http://www.NewPageCorp.com/-- is a coated paper manufacturer in
North America, based on production capacity, with $3.1 billion in
net sales for the year ended December 31, 2009.  The company's
product portfolio is the broadest in North America and includes
coated freesheet, coated groundwood, supercalendered, newsprint
and specialty papers.  These papers are used for corporate
collateral, commercial printing, magazines, catalogs, books,
coupons, inserts, newspapers, packaging applications and direct
mail advertising.

NewPage owns paper mills in Kentucky, Maine, Maryland, Michigan,
Minnesota, Wisconsin and Nova Scotia, Canada.  These mills have a
total annual production capacity of approximately 4.4 million tons
of paper, including approximately 3.2 million tons of coated
paper, approximately 1.0 million tons of uncoated paper and
approximately 200,000 tons of specialty paper.

                           *     *     *

NewPage carries a 'CCC-' long term foreign issuer credit rating
and a 'CCC+' long term local issuer credit rating from Standard &
Poor's.  It has 'Caa1' long term corporate family and probability
of default ratings from Moody's.


NORTEL NETWORKS: Verizon Seeks to Assert Set-Off Rights
-------------------------------------------------------
Certain affiliates of Verizon Communications Inc. seek a Court
ruling determining that they are entitled to effectuate setoff
rights against Nortel Networks Inc.

The Verizon entities assert that they are entitled to set off a
$3.71 million liquidated claim against the $131.87 million that
it owes to NNI as of January 14, 2009.  The Verizon entities also
assert an unliquidated indemnity claim against NNI, which they
say is eligible for setoff as of NNI's bankruptcy filing date.

According to the Verizon entities, the indemnity claim stemmed
from NNI's failure to honor its obligation under a global
business partner agreement to defend and indemnify the Verizon
entities in a litigation that Voxpath Networks Inc. filed against
them.

The indemnity claim is unliquidated because the litigation
related to the claim is currently ongoing.

The Court will consider approval of the request at the hearing
scheduled for November 23, 2010.  Deadline for filing objections
is November 8, 2010.

                      About Nortel Networks

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

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

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

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

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

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

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


NORTEL NETWORKS: Commences Avoidance Suits vs. Acme Packet, et al.
------------------------------------------------------------------
Nortel Networks Inc. has sued 20 firms to recover its interests
in properties that were transferred to those firms or their
subsidiaries within the 90-day period before the company filed
for bankruptcy.

The 20 firm defendants are:

    * Acme Packet Inc.
    * Asteelflash California Inc.
    * Automotive Rentals Inc.
    * Camiant Inc.
    * CSWL Inc.
    * Gail & Rice Inc.
    * Green Hills Software Inc.
    * Ingram Micro Inc.
    * Judge Technical Services Inc.
    * Nathanson and Company LLC
    * Opnext Susbsytems Inc.
    * Pico Atlanta Inc.
    * PowerSteering Software Inc.
    * Springwell Capital Partners LLC
    * STMicroelectronics N.V.
    * Ace Technologies Corp.
    * Avea Iletisim Hizmetleri A.S.
    * BWCS Ltd.
    * Celestica Holdings PTE Ltd. and Celestica Thailand Ltd.
    * Maritz Canada Inc.

Under the complaints, Donna Culver, Esq., at Morris Nichols Arsht
& Tunnell LLP, in Wilmington, Delaware, counsel to NNI, asserts
that the transfers constitute "preferential transfers subject to
avoidance" and that NNI is entitled to recover the value of each
transfer under the bankruptcy laws.

The value of each transfer will be determined at trial, according
to NNI's lawyer.

Ms. Culver also asks the Court to disallow any claim held by the
firms against NNI unless they fully pay the company the value of
each transfer.

NNI, together with Nortel Networks (CALA) Inc., also filed
similar complaints against Eltek Valere Inc., Eltek Energy LLC
and Informatics International Ltd.

Nortel Networks (CALA) also sued Mercury Americas USA Corp. to
recover certain preferential transfers made to the firm prior to
NN Cala's bankruptcy filing.

                      About Nortel Networks

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

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

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

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

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

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

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


NORTEL NETWORKS: Canadian Court OKs New Claims Resolution Process
-----------------------------------------------------------------
Nortel Networks Corp. and its four Canadian affiliates sought and
obtained a further order from the Canadian Court approving a new
process for resolving claims asserted by their creditors.

NNC previously obtained a court order authorizing its
implementation of a claims resolution process.  The Initial Order
dated July 30, 2009, however, dealt mainly with notice to
creditors, the filing of claims and the setting of the deadline
for filing proofs of claim.  It did not deal with mechanisms to
dispute claims or to settle any such dispute.

The new claims resolution process includes rules to be followed
in resolving certain distinct categories of claims, which include
those that are significant in the estates of NNC and its Canadian
affiliates like the U.K. pension claims and intercompany claims.

The new process also requires Ernst & Young Inc. to file a
monthly report about the status of claims filed in the insolvency
cases of NNC and its Canadian affiliates, and to post the report
on its Web site.

Details of the new claims resolution process are contained in the
Canadian Court's order, a copy of which is available for free at:

   http://bankrupt.com/misc/Nortel_ClaimsResoOrderSept1710.pdf

NNC also obtained a separate order from the Canadian Court,
authorizing the appointment of Donald Brenner, QC, William Horton
and Andrew Diamond as claims officers to assist Ernst & Young in
determining the claims.

Mr. Brenner is a senior counsel at Farris Vaughan Wills & Murphy.
Mr. Horton was a former partner at Blake Cassels & Graydon LLP.
Mr. Diamond is a public sector adjudicator and mediator, and a
member of the Ontario Human Rights Tribunal.

In its 53rd monitor report, Ernst & Young recommended the
approval of the claims resolution process as well as the
appointment of the claims officers.

"As a result of the volume and complexity of the proofs of claim
filed, the resources required to reconcile such claims and the
likelihood that many of the claims will require significant
effort and time to resolve, undertaking the resolution of claims
at this time is both prudent from the perspective of ensuring
adequate company resources are available to complete the task and
furthermore will assist [Nortel] in progressing towards the
development of a plan," Ernst & Young said in the report.

                      About Nortel Networks

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

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

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

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

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

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

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


NORTEL NETWORKS: Claim Transfers Aggregate $4MM in September
------------------------------------------------------------
Seventeen claims, totaling $4,023,999, changed hands in Nortel
Networks' bankruptcy cases in September 2010.  The claims are:

Transferors                 Transferee      Claim No.  Claim Amt.
-----------           --------------------- ---------  ----------
Callidus Software     Hain Capital Holdings    4098      $400,528
                     LLC

Callidus Software     Hain Capital Holdings    4099      $400,528
                     LLC

Callidus Software     Hain Capital Holdings      --      $585,813
                     LLC

Call Jensen & Ferrell ASM Capital III L.P.      396      $151,055

Corre Opportunities   US Debt Recovery V LP     396       $52,858
Fund L.P.

Corre Opportunities   US Debt Recovery V LP    2386       $17,898
Fund L.P.

Corre Opportunities   US Debt Recovery V LP          3631
$394,258
Fund L.P.

Corre Opportunities   US Debt Recovery V LP    6125      $648,684
Fund L.P.

Corre Opportunities   US Debt Recovery V LP    6128       $24,893
Fund L.P.

Corre Opportunities   US Debt Recovery V LP      --        $5,386
Fund L.P.

The Impact Group      ASM Capital L.P.           --       $36,275

Trop Pruner & Hu PC   ASM Capital L.P.         3758      $152,191

Corre Opportunities   US Debt Recovery V LP    1489       $52,969
Fund L.P.

Global IP Solutions   ASM Capital III L.P.      468      $411,928

Global IP Solutions   ASM Capital III L.P.      415      $80,0000

Google Inc.           ASM Capital L.P.          453      $220,721

Hon Hai Precision     Fair Harbor Capital LLC  4721      $388,007
Industry Co.

                      About Nortel Networks

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

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

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

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

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

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

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


OLD COLONY: Reaches Stipulation With Wells on Cash Collateral Use
-----------------------------------------------------------------
Old Colony, LLC, has reached a stipulation with Wells Fargo Bank,
N.A., on the use of cash collateral until November 15, 2010.

Donald F. Farrell, Jr., Esq., at Anderson Aquino LLP, explains the
Debtor need access to cash collateral to fund its chapter 11 case,
pay suppliers and other parties.

Wells Fargo asserts that the Debtor's prepetition indebtedness due
as of the Petition Date included $16,500,000 in principal, plus
$1,294,363.74 in interest as of October 14, 2010, plus all other
fees, costs, expenses, and costs of collection that have accrued
and are due under the loan documents.

Under the stipulation, the Debtor must not intentionally incur any
material administrative expenses other than as set forth in the
budget, a copy of which is available for free at:

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

In exchange for the use of cash collateral, Wells Fargo is granted
a postpetition security interest to the extent of any diminution
in the value of the Lender's cash and non-cash collateral in and
upon all of the Debtor's assets of the same type or form of assets
that secured the Lender's claim prior to the Petition Date.  The
Lender will have a claim which will have priority over all other
claims, to the extent that the use of the Lender's cash collateral
results in diminution of the Lender's interest in cash collateral
as of the Petition Date in excess of the value of the adequate
protection liens.

The Debtor will furnish to Wells Fargo financial and other
information as the Lender will reasonably request, including:

     a. on or before Friday, October 29, 2010, (i) a copy of the
        management agreement currently in force and effect between
        the Debtor and Terra Resort Group, LLC, or other company
        that is managing the Debtor's real property; (ii) a copy
        of the Debtor's monthly financial statements for the
        period from December 1, 2009, through the Petition Date;
        and (iii) a complete accounting of the revenue, receipts,
        and other income generated by the Debtor during the period
        from December 1, 2009, through the Petition Date, and the
        uses to which that revenue, receipts, and other income was
        put during that same time period; and

     b. By Monday of each week, commencing October 18, 2010, each
        of these financial reports.

Wells Fargo is represented by Jeffrey D. Ganz --
jganz@riemerlaw.com -- at Riemer & Braunstein LLP.

Saugus, Massachusetts-based Old Colony, LLC, dba The Inn At
Jackson Hole, filed for Chapter 11 bankruptcy protection on
October 11, 2010 (Bankr. D. Mass. Case No. 10-21100).  Donald F.
Farrell, Jr., Esq., at Anderson Aquino LLP, assists the Debtor in
its restructuring effort.  The Debtor estimated its assets and
debts at $10 million to $50 million at the Petition Date.


PARK ROW: Case Summary & 16 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Park Row Senior Apartments, LP
        340 Royal Poinciana Way, Suite 305
        Palm Beach, FL 33480

Bankruptcy Case No.: 10-53346

Chapter 11 Petition Date: October 22, 2010

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

Debtor's Counsel: Ellen Arvin Kennedy, Esq.
                  DINSMORE & SHOHL
                  250 West Main Street, Suite 1400
                  Lexington, KY 40507
                  Tel: (859) 425-1020
                  E-mail: dsbankruptcy@dinslaw.com

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

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

A list of the Company's 16 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/kyeb10-53346.pdf

The petition was signed by Cristie George, senior vice president
of sole member of Debtor's general partner.


RADIO ONE: Extends Exchange Offer to November 5
-----------------------------------------------
Radio One, Inc., has further extended the expiration time of its
exchange offer for its 8-7/8% Senior Subordinated Notes due 2011
and its 6-3/8% Senior Subordinated Notes due 2013 and the related
consent solicitation, to 5:00 p.m., New York City time, on
November 5, 2010.

As of 5:00 p.m., New York City time, on October 22, 2010,
approximately 92% of the outstanding Existing Notes had been
validly tendered into the exchange offer and not withdrawn.

Radio One said the conditions necessary to consummate the exchange
offer as set forth in the Company's Exchange Offer and Consent
Solicitation Statement and Offering Memorandum, dated June 16,
2010, have not been not satisfied and, as a result, the Company
has determined to further extend the exchange offer.

                          About Radio One

Lanham, Maryland-based Radio One, Inc. (Nasdaq:  ROIAK and ROIA)
-- http://www.radio-one.com/-- is a diversified media company
that primarily targets African-American and urban consumers.  The
Company is one of the nation's largest radio broadcasting
companies, currently owning 53 broadcast stations located in 16
urban markets in the United States.

The Company owns a controlling interest in Reach Media, Inc. --
http://www.blackamericaweb.com/-- owner of the Tom Joyner Morning
Show and other businesses associated with Tom Joyner.  Beyond its
core radio broadcasting business, Radio One owns Interactive One
-- http://www.interactiveone.com/-- an online platform serving
the African-American community through social content, news,
information, and entertainment, which operates a number of branded
sites, including News One, UrbanDaily, HelloBeautiful, Community
Connect Inc. -- http://www.communityconnect.com/-- an online
social networking company, which operates a number of branded Web
sites, including BlackPlanet, MiGente, and Asian Avenue and an
interest in TV One, LLC -- http://www.tvoneonline.com/-- a
cable/satellite network programming primarily to African-
Americans.

Ernst & Young LLP, in Baltimore, Maryland, expressed substantial
doubt about the Company's ability to continue as a going concern
in its report on the Company's restated consolidated financial
statements for 2009.  The independent auditors noted that in June
and July 2010 the Company violated certain covenants of its loan
agreements, which ultimately may result in significant amounts of
outstanding debt becoming callable by lenders.

Moody's Investors Service has repositioned Radio One Inc.'s
Probability of Default Rating to Caa2/LD, from Caa2, following
expiration of the 30-day grace period under the indenture
governing the company's 6.375% senior subordinated notes due 2013.
The August interest payment was not made in accordance with the
scheduled terms, and Moody's treats the failure to meet the
original contractual terms as a limited default.  All of Radio
One's debt ratings remain under review for possible downgrade,
including Radio One's Caa1 corporate family rating.

In August 2010, Radio One Inc., warned in a regulatory filing that
it may have to file for bankruptcy absent an extension of a
forbearance agreement or waiver from its lenders.


RCLC INC: Completes $10.7-Mil. Sale to Trenton Aviation
-------------------------------------------------------
RCLC Inc. has completed the sale of its aviation business to
Trenton Aviation LLC, a wholly-owned subsidiary of Ross Aviation,
LLC.  The Company sold substantially all of the assets of Ronson
Aviation Inc. for a purchase price of $10.7 million in cash and
the assumption of liabilities of approximately $341,000.  In
connection with the transaction, Ronson Aviation changed its name
to RA Liquidating Corp.

A portion of the proceeds were utilized to repay all indebtedness
to creditors secured by the assets of the aviation business and to
pay certain transaction and advisory fees and expenses.  The
Company and its wholly-owned subsidiaries, RCPC Liquidating Corp.,
RCC, Inc., and Ronson Aviation, repaid all amounts due to Wells
Fargo Bank, National Association from the proceeds of the sale.
The Wells Fargo loan agreement and DIP financing agreement were
terminated with the repayment.

The remaining proceeds will be utilized to pay unsecured
liabilities in accordance with applicable law and certain
advisors' fees and expenses.  The Company does not expect that
there will be any proceeds available for shareholders of the
Company.

                          About RCLC Inc.

RCLC, Inc., formerly known as Ronson Corporation, in Woodbridge,
New Jersey, historically, has been engaged principally in these
businesses -- Consumer Products; and Aviation-Fixed Wing and
Helicopter Services.

Trenton, New Jersey-based Ronson Aviation, Inc., filed for Chapter
11 protection on August 17, 2010 (Bankr. D. N.J. Case No. 10-
35315).  The Debtor estimated its assets at $10 million to
$50 million and its debts at $1 million to $10 million.
Affiliates RCLC, Inc. (Bankr. D. N.J. Case No. 10-35313), and RCPC
Liquidating Corporation (Bankr. D. N.J. Case No. 10-35318) filed
separate Chapter 11 petitions on August 17, 2010, each estimating
their assets at $1 million to $10 million and debts at $1 million
to $10 million.  The cases, along with RCLC, Inc.'s, are jointly
administered, with RCLC, Inc., as the lead case.

Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, assists the Debtors their restructuring effort.

The Company's foreign subsidiary, RCC, Inc., formerly known as
Ronson Corporation of Canada Ltd. is not included in the filing.


REDDY ICE: Amended Credit Agreement Won't Move Moody's 'B3' Rating
------------------------------------------------------------------
Moody's Investors Service said Reddy Ice Holdings, Inc.'s (the
entity that wholly owns Reddy Ice Corporation) announcement that
it has amended and restated its credit agreement, consisting of a
$50 million revolving credit facility (not rated), does not affect
the B3 corporate family rating, nor the existing instrument
ratings and the negative ratings outlook.

This summarizes the current ratings:

Reddy Ice Holdings, Inc.

  -- Corporate family rating at B3;

  -- Probability-of-default rating at B3;

  -- $12 million 10.5% senior discount notes due 2012 at Caa2
     (LGD6, 96%);

  -- Speculative Grade Liquidity rating at SGL-3.

Reddy Ice Corporation:

  -- $300 million first lien senior secured notes due 2015 at B2
     (LGD3, 37%);

  -- $139 million second lien senior secured notes due 2015 at
     Caa2 (LGD5, 84%).

The last rating action was on August 13, 2010, when Moody's
lowered Reddy Ice Holdings, Inc.'s corporate family and
probability-of-default ratings to B3 from B2, and senior discount
notes due 2012 to Caa2 from Caa1.  Moody's also lowered the rating
on Reddy Ice Corporations' first lien senior secured notes due
2015 to B2 from B1 and the second lien notes due 2015 to Caa2 from
Caa1.  The speculative grade liquidity rating was affirmed at SGL-
3.

Reddy Ice Holdings, Inc., through its wholly-owned subsidiary,
Reddy Ice Corporation, manufactures and distributes packaged ice
products.  Revenues were approximately $310 million for the twelve
months ended June 30, 2010.


REFCO INC: NY App. Ct. Limits Professionals' Fraud Liability
------------------------------------------------------------
The New York Court of Appeals declined to expand remedies
available to shareholders and creditors against professionals
working for companies whose management engaged in fraud by
expanding existing precedent relating to in pari delicto,
imputation and the adverse interest exception.

In a 4-3 decision dated Oct. 21, 2010, in Kirschner v. KPMG LLP,
et al., and Teachers' Retirement System of Louisiana, ex rel. v.
PricewaterhouseCoopers, LLP, Nos. 151 and 152 (N.Y. App. Ct.), the
appellate tribunal ruled against Marc S. Kirschner, the trustee of
the Refco Litigation Trust pursuing third-party claims against
auditors, investment banks, lawyers and other professionals in
connection with the collapse of Refco, Inc., and against Teachers'
Retirement System of Louisiana and City of New Orleans Employees'
Retirement System in its derivative action on behalf of American
International Group, Inc., accusing PwC of audit malpractice.

A copy of the Court's slip opinion is available at
http://is.gd/gh9Jcfrom Leagle.com.

The three dissenting judges express their concern that the
majority opinion effectively precludes litigation by derivative
corporate plaintiffs or litigation trustees to recover against
negligent or complicit outside actors -- even where the outside
actor, hired to perform essential gatekeeping and monitoring
functions, actively colludes with corrupt corporate insiders.  In
the dissenters' view, the agency law principles upon which the
majority rests its conclusions ignore complex assumptions and
public policy that compel different conclusions than those reached
by the majority.

                       About Refco Inc.

Headquartered in New York, Refco Inc. -- http://www.refco.com/--
was a diversified financial services organization with operations
in 14 countries and an extensive global institutional and retail
client base.  Refco's worldwide subsidiaries were members of
principal U.S. and international exchanges, and were among the
most active members of futures exchanges in Chicago, New York,
London and Singapore.  Refco was also a major broker of cash
market products, including foreign exchange, foreign exchange
options, government securities, domestic and international
equities, emerging market debt, and OTC financial and commodity
products.  Refco was one of the largest global clearing firms for
derivatives.  The Company had operations in Bermuda.

The Company and 23 of its affiliates filed for Chapter 11
protection on October 17, 2005 (Bankr. S.D.N.Y. Case No. 05-
60006).  J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher
& Flom LLP, represented the Debtors in their restructuring
efforts.  Milbank, Tweed, Hadley & McCloy LLP, represented the
Official Committee of Unsecured Creditors.  Refco reported
US$16.5 billion in assets and US$16.8 billion in debts to the
Bankruptcy Court on the first day of its Chapter 11 cases.

The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its Direct and Indirect Subsidiaries,
including Refco Capital Markets, Ltd., and Refco F/X Associates,
LLC, on December 15, 2006.  That Plan became effective on Dec. 26,
2006.  Pursuant to the plan, RJM, LLC, was named plan
administrator to reorganized Refco, Inc., and its affiliates, and
Marc S. Kirschner as plan administrator to Refco Capital Markets,
Ltd.

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


RURAL/METRO CORP: S&P Affirms Corporate Credit Rating at 'B+'
-------------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B+'
corporate credit rating on Scottsdale, Ariz.-based Rural/Metro
Corp.  At the same time, S&P affirmed its 'BB' issue-level rating
on the company's existing senior secured facility.  S&P also
affirmed its 'B' issue-level rating on the company's Holdco pay-
in-kind notes due 2016.
7
The company will use proceeds from the proposed financing, in
addition to $8.5 million of cash from the balance sheet, to repay
its existing debt, including the Holdco PIK notes, simplifying the
capital structure.  The proposed revolving credit facility will
have a $65 million sublimit for letters of credit, which will
unlock $20 million of restricted cash.

In addition, S&P assigned a 'BB' issue-level rating and a '1'
recovery rating to subsidiary Rural/Metro Operating Co. LLC's
proposed $175 million senior secured credit facility.  The
facility consists of a $100 million revolving credit facility due
2015 and a $75 million term loan B due 2016.  S&P also assigned a
'B' issue-level rating and a '5' recovery rating to the proposed
$200 million senior unsecured notes due 2018 issued by
subsidiaries Rural/Metro Operating Co. LLC and Rural/Metro
(Delaware) Inc. Rural/Metro Corp. (parent) is the guarantor for
all debt.

"The low-speculative-grade corporate credit rating on medical
transport services company Rural/Metro reflects the company's
exposure to the ongoing uncertainty of government reimbursement
rates and sustainability of commercial payor price increases,"
said Standard & Poor's credit analyst Rivka Gertzulin, "as well as
modest operating margins and high levels of uncompensated care."
The company's aggressive financial risk profile reflects a
continued improvement of credit metrics and liquidity.  The
proposed refinancing will further improve liquidity because of
expected lower interest expense and mandatory amortizations and
more distant maturities.


SHUBH HOTELS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Shubh Hotels Detroit, LLC
        8402 Lookout Cir
        Boca Raton, FL 33496

Bankruptcy Case No.: 10-42163

Chapter 11 Petition Date: October 21, 2010

Court: United States Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Erik P. Kimball

Debtor's Counsel: Susan D. Lasky, Esq.
                  SUSAN D. LASKY, PA
                  2101 N Andrews Ave #405
                  Wilton Manors, FL 33311
                  Tel: (954) 565-5854
                  Fax: (954) 462-8411
                  E-mail: SDLPAECF@bellsouth.net

Estimated Assets: $0 to $50,000

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flsb10-42163.pdf

The petition was signed by Atul Bisaria, managing member of Shubh
Hotels Detroit Invest, LLC.


SIMMONS FOODS: Moody's Assigns 'B2' Corporate Family Rating
-----------------------------------------------------------
Moody's Investor Service assigned B2 corporate family and
probability of default ratings to Simmons Foods, Inc. and a B3
rating to the company's $250 million of second lien senior secured
notes due 2017.  The company is raising $475 million, including a
$125 million revolving credit facility, a $100 million term loan A
(bank facilities are unrated by Moody's), and $250 million of
second lien notes.  The transaction is expected to fund the
acquisition of Menu Foods, Limited (a pet food manufacturer) as
well as refinance the company's existing debt.  The rating outlook
is stable.

These ratings were assigned:

Simmons Foods, Inc.

  -- Corporate Family Rating at B2;
  -- Probability of Default Rating at B2;
  -- $250 million senior secured notes at B3 (LGD5, 76%).

                        Ratings Rationale

Simmon's B2 corporate family rating reflects the company's
concentration in poultry processing and high leverage following
the debt financed acquisition which will add to its smaller but
potentially less volatile pet food segment.  The rating also
considers the company's negligible level of free cash flow over
the past several years, although Moody's anticipates improvement
going forward.  The acquisition purchase price is approximately
$230 million, a multiple of about 7.7 times a depressed EBITDA and
before the assumption of any synergies.  While Moody's believes
the acquisition provides Simmons with a sizable customer base in
the private label wet pet food industry and reduces the company's
dependence on its more commoditized poultry segment, it presents
integration challenges.  Notably, both companies' pet food
business' historical performance are marred by the 2007 product
recall that impacted the entire industry.  As a start up business
in 2010, Simmons' dry pet food category has not been profitable as
of mid-year although it is expected to be profitable by year end.

As a consequence, the B2 corporate family rating is considered
prospective, incorporating ongoing good performance in the poultry
segment, a profitable pet food segment and attractive margin
performance by Simmon's "other" segment that while small generates
high margins and free cash flow.  More specifically, the rating
anticipates de-levering by 2011, meaningful free cash flow and the
repayment of first lien debt.

An upgrade is likely should the company de-lever to about 3 times
debt-to-EBITDA (including Moody's standard adjustments), providing
good cushion under the bank covenants alongside developing a track
record of more stable financial performance unhindered by the
volatility of feed and poultry prices as well as the damage from
the 2007 pet food recall.

The rating would likely be lowered if the company did not achieve
free cash flow and about a turn of de-levering by December 2011.
Absent de-levering the company could become vulnerable to a
covenant default.


STARFIRE SYSTEMS: Verdero Capital Acquires Business
---------------------------------------------------
Verdero Capital, LLC has acquired Starfire Systems, Inc., pursuant
to an order of the Bankruptcy Court of the Northern District of
New York confirming Starfire's Chapter 11 Reorganization Plan.

"We are excited to be part of Verdero's portfolio," said Andrew
Skinner, CEO, Starfire Systems, Inc.  "The increased capital and
other resources Verdero has committed to Starfire will allow us to
take advantage of the significant opportunities available in the
market."

Based in Schenectady, NY, Starfire currently employs a staff of 15
people and holds key patents in the area of Polymer-to-Ceramic(TM)
technology.  The company manufactures specialty polymers that are
processed into high temperature, advanced ceramics, and ceramic
composites.  These technologies are used in a wide variety of
industries such as aerospace, electronics, semiconductors, energy,
and petrochemical.

Starfire's clients include some of the most demanding, cutting-
edge, high-tech customers in the world, including NASA's Space
Shuttle Program, which relies on Starfire polymers as a key
component in the spacecraft's tile repair kits.

"Starfire is an industry leader in the Polymer-to-CeramicT
marketplace," said Jack Goldenberg of Verdero Capital, LLC.  "As a
result of the successful reorganization and emergence from Chapter
11, Starfire is in a unique position to take advantage of growth
opportunities for the use of its products in semiconductors and
other segments of the market.  We look forward to helping them
achieve their enormous potential."

The company will be led by Andrew Skinner, CEO and Guillermo
Borges, CTO.  Andrew spent more than 15 years in General
Electric's silicone products business where he held the role of
Global Business Leader.  He has been with Starfire since 2005 and
will drive the company's direction.

Guillermo has more than 25 years of technology leadership at
Johnson & Johnson and Lockheed Martin, and has played a
significant role in R&D and product development at Starfire since
2006.

                   About Verdero Capital, LLC

Headquartered in New York City, Verdero Capital is a private
investment firm focused on acquiring and restructuring distressed
businesses with opportunities for growth.  Combining inspired
ideas, strategic management, and financial backing, Verdero offers
solutions for companies challenged by the need for immediate
change.

Verdero approaches each company with a customized strategy and
works alongside existing management in an effort to improve the
business.  Experience, swift decision making, and a deep capital
base make Verdero the resource of choice for the distressed
business community.

                      About Starfire Systems

Starfire Systems, Inc. is a specialty materials and prototyping
company focused on Polymer-to-Ceramic technology.  The company
supplies specialty silicon-based molecules, ceramic forming
polymers, engineered systems, and prototypes.

With 20 years of experience in polymer chemistry and materials
science, the company creates engineered material systems allowing
customers to mold near net-shaped components.  These components
can then be converted to ceramic products using inexpensive
equipment.

Based in Schenectady, New York, Starfire Systems filed for Chapter
11 protection (Bankr. N.D.N.Y. Case No. 09-12989) on August 13,
2009.  Richard L. Weisz, Esq., at Hodgson Russ LLP, represents the
Debtor in its restructuring efforts.  In its Schedules of Assets
and Liabilities, the Debtor disclosed $2,699,546 in total assets
and $3,597,277 in total debts.


STEPHAN NEWMAN: Case Summary & 6 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Stephan John Newman
               Dona Jean Newman
               34745 Trails End Drive
               Punta Gorda, FL 33982

Bankruptcy Case No.: 10-25395

Chapter 11 Petition Date: October 22, 2010

Court: United States Bankruptcy Court
       Middle District of Florida (Ft. Myers)

Judge: David H. Adams

Debtor's Counsel: Robert L. Vaughn, Esq.
                  LAW OFFICE OF ROBERT L. VAUGHN PA
                  2080 Collier Avenue
                  Fort Myers, FL 33901
                  Tel: (239) 936-9393
                  Fax: (239) 236-0889
                  E-mail: robertlvaughnesq@earthlink.net

Scheduled Assets: $1,774,650

Scheduled Debts: $1,467,609

A list of the Joint Debtors' six largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flmb10-25395.pdf


SUSAN SCHINSTINE: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Susan Kelly Schinstine
        aka Susan Kelly Schlott
        2259 Paloma Street
        Navarre, FL 32566


Bankruptcy Case No.: 10-32198

Chapter 11 Petition Date: October 22, 2010

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

Debtor's Counsel: Thomas G. Morton, Jr., Esq.
                  MORTON LAW CENTER
                  6050 N. 9th Ave.
                  Pensacola, FL 32504
                  Tel: (850) 478-3409
                  Fax: (850) 476-5825
                  E-mail: bank@mortonlawcenter.com

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

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

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


SWB WACO: Nov. 30 Deadline to File Sec. 503(b)(9) Claims
--------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas has
set Nov. 30, 2010, as the last day for all persons and entities to
file written proofs of claim and claims under 11 U.S.C. Sec.
503(b)(9) against SWB Waco SH, L.P. on account of goods received
by the Debtor within the 20-day period prior to the Petition Date.

Sugar Land, Tex.-based SWB Waco SH, L.P., owns a 375 bed apartment
complex that's part of a re-development project in downtown Waco
and serves as an off-campus student housing facility for Baylor
University.

SWB Waco sought Chapter 11 bankruptcy protection (Bankr. S.D. Tex.
Case No. 10-38001) on Sept. 7, 2010.  David Ronald Jones, Esq., at
Porter & Hedges LLP, represent the Debtor.  The Debtor estimated
its assets and debts at $10 million to $50 million in its chapter
11 petition, and owed Sterling Bank about $18 million as of the
petition date.


TENET HEALTHCARE: Amends $800-Mil. Citicorp Credit Agreement
------------------------------------------------------------
Tenet HealthCare Corporation said on October 19, 2010, it entered
into an $800 million Amended and Restated Credit Agreement with
Citicorp USA, Inc., as Administrative Agent, Bank of America,
N.A., as Syndication Agent, Citigroup Global Markets Inc. and Banc
of America Securities LLC, as Joint Lead Arrangers and various
other financial institutions.  The Amended Credit Agreement amends
and restates in its entirety the Company's original credit
agreement.

The Company said, "The Amended Credit Agreement provides, subject
to borrowing availability, for revolving loans in an aggregate
principal amount of up to $800 million, with a $300 million sub-
facility for letters of credit.  Our borrowing availability under
the Facility is calculated by reference to a borrowing base which
is determined by specified percentages of eligible accounts
receivable, including self-pay accounts.  We currently have no
outstanding borrowings under the Facility.  Letters of credit in
the amount of $185 million are outstanding under the Facility.

"The revolving loans and all other obligations under the Amended
Credit Agreement are secured by a first priority lien on the
accounts receivable of all of our wholly-owned hospital
subsidiaries.  In addition, each of these subsidiaries has
guaranteed the payment of borrowings and all other obligations
under the Amended Credit Agreement.

"The Amended Credit Agreement will expire on the earliest of (a)
October 19, 2015, or (b) 60 business days before the maturity date
of either our 9 1/4% senior notes due February 1, 2015, or our 9%
senior secured notes due May 1, 2015, unless, prior to that date,
the maturity date with respect to 80% of the principal amount of
the notes is extended to a date no earlier than one year after the
scheduled termination date of the Credit Agreement or 80% of the
principal amount of such notes is repaid, defeased or refinanced.

"Outstanding revolving loans under the Facility accrue interest
during the six-month initial period at the rate of either (i) a
base rate plus a margin of 2.00% or (ii) LIBOR plus a margin of
3.00% per annum.  Thereafter, outstanding revolving loans under
the Facility accrue interest at a base rate plus a margin ranging
from 1.75% to 2.25% or LIBOR plus a margin ranging from 2.75% to
3.25% per annum as set forth in a grid based on available credit.
The unused commitment fee will be payable on the undrawn portion
of the Facility at a six-month initial rate of 0.50% per annum.
Thereafter, the unused commitment fee will range from 0.375% to
0.625% per annum as set forth in a pricing grid based on available
credit," says the Company.

A full-text copy of the Company's credit agreement is available
for free at http://ResearchArchives.com/t/s?6cee

                      About Tenet Healthcare

Dallas, Texas-based Tenet Healthcare Corporation (NYSE: THC) --
http://www.tenethealth.com/-- is a health care services company
whose subsidiaries and affiliates own and operate acute care
hospitals, ambulatory surgery centers and diagnostic imaging
centers.

                          *     *     *

As reported by the TCR on Aug. 5, 2010, Moody's Investors Service
affirmed its "B2" corporate family rating for Tenet.  The rating
reflects Moody's expectation that the Company will likely see
positive free cash flow for the full year ending December 31,
2010, as operating results continue to improve and litigation
settlement payments end in the third quarter.  However, the
ratings also consider the significant headwinds facing the
company, and the sector as a whole, with respect to increasing bad
debt expense, weak volume trends and changes in mix as commercial
volumes decline.

S&P's corporate credit rating on Tenet is 'B' and remains
unchanged.  The ratings agency noted that while the Company has
experience recent successes to date of a multiyear turnaround
effort, the Company has a still-weak business risk profile and
high financial leverage.

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.


TERRESTAR CORP: Gets $1.25-Mil. Term Loan from Solus, et al.
------------------------------------------------------------
TerreStar Corporation said it obtained a commitment from Highland
Capital Management, L.P., Solus Alternative Asset Management LP
and Harbinger Capital Partners LLC to provide the Company with a
non-amortizing multiple draw term loan facility in the principal
amount of $1,250,000.  The TSC Term Loan will be used for:

    i) operating expenses incurred in the ordinary course of
       business of the TSC Loan Parties,

   ii) certain other costs and expenses related to the TSC Term
       Loan,

  iii) payment of fees and expenses of the lenders, and

   iv) other costs and expenses approved by the lenders.

The principal outstanding under the TSC Term Loan will bear
interest at a rate of 12.5% per annum payable in cash.  After the
occurrence and during the continuance of an event of default under
the TSC Term Loan, the interest rate will increase by 2.00% per
annum.  The Company will pay the Lender a commitment fee of 5.00%
of the maximum amount of the aggregate commitments under the TSC
Term Loan.

The Company's obligations under the TSC Term Loan will be
guaranteed by TerreStar Holdings Inc. and will be secured by a
perfected security interest and lien on all of the Loan Parties'
assets.

All obligations under the TSC Term Loan will be due and payable on
the earliest of:

    i) 75 days after the closing date,

   ii) the time either of the Loan Parties enters into an
       agreement regarding financing for one or both of the Loan
       Parties, and

  iii) the date either of the Loan Parties files a Chapter 11
       petition or commences any similar insolvency proceeding.

The Lenders' commitment to provide the TSC Term Loan is subject to
certain conditions, including without limitation, the delivery and
execution of definitive legal documentation in form and substance
reasonably satisfactory to each of the Lenders.  From and after
the Closing Date and until the Termination Date, absent an event
of default under the TSC Term Loan, the Lenders shall forbear from
exercising rights and remedies under the certificates of
designations of any preferred stock of the Company, including the
right to appoint or elect members of the Company's Board of
Directors.

                        Tolling Agreement

In connection with the Loan Commitment, on October 15, 2010,
TerreStar Corporation entered into an agreement with James D.
Dondero, Highland Capital Management, L.P., and affiliates,
for the tolling of certain claims and the dismissal, without
prejudice, of three pending lawsuits.  Pursuant to the agreement,
Highland and its affiliates have dismissed two suits against
TerreStar, which were pending in Texas state district court and
the Delaware Court of Chancery and involve Highland's purchase and
ownership of TerreStar's Series A Preferred Stock, and TerreStar
has dismissed its suit against Mr. Dondero, also pending in Texas
state district court, concerning Mr. Dondero's actions during his
former service as a member of the Board of Directors of Motient
Corporation, as TerreStar was formerly known.  Among other
provisions, the parties agreed that in the event any of the suits
are refiled, the running of statutes of limitation, laches, and
other time limitations are tolled during the term of the
agreement.

                       About Terrestar Corp.

Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR)
-- http://www.terrestar.com/-- is in the mobile communications
business through its ownership of TerreStar Networks, its
principal operating subsidiary, and TerreStar Global.

TerreStar Networks, in cooperation with its Canadian partners,
TerreStar Canada and TerreStar Solutions, majority-owned
subsidiaries of Trio 1 and 2 General Partnerships, plans to launch
an innovative wireless communications system to provide mobile
coverage throughout the United States and Canada using integrated
satellite-terrestrial smartphones and other devices.  This system
build out will be based on an integrated satellite and ground-
based technology intended to provide communication service in most
hard-to-reach areas and will provide a nationwide interoperable,
survivable and critical communications infrastructure.  The
Company intends to provide multiple communications applications,
including voice, data and video services.

As of June 30, 2010, the Company had four wholly owned
subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar
Holdings Inc., and TerreStar New York Inc.  Motient Ventures
Holding Inc., a wholly owned subsidiary of MVH Holdings Inc.,
directly holds approximately 89.3% and 86.5% interest in TerreStar
Networks and TerreStar Global, respectively.

TerreStar Networks Inc. and certain of its affiliates filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No.
10-15446).

The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not
among the Chapter 11 filers.

TerreStar had $1.4 billion of assets and $1.64 billion of
liabilities as of June 30, according to its quarterly report filed
with the U.S. Securities and Exchange Commission.

The list of largest secured creditors shows U.S Bank National
Association:

     -- as indenture trustee, is owed $943.96 million on account
        of 15% Senior Secured PIK Notes due 2014; and

     -- as collateral agent, is owed $85.96 million on account of
        a money credit Agreement.

The Garden City Group, Inc. will act as claims and noticing agent
in the chapter 11 cases.  Michel Wunder, Esq., Ryan Jacobs, Esq.,
and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and  Ira
Dizengoff, Esq. , Arik Preis, Esq., and Ashleigh Blaylock, Esq.,
at Akin Gump Strauss Hauer & Feld LLP ,  serve as bankruptcy
counsel to the Debtors.  Blackstone Advisory Partners LP is the
financial advisor.


TERRESTAR NETWORKS: Proposes to Pay Prepetition Wages
-----------------------------------------------------
As of the Petition Date, TerreStar Networks Inc. and its
affiliates employ a total of approximately 107 employees, 20 of
which are employed by the Debtors on an hourly basis and the
remainder of which are employed on a full-time, salaried basis.
In addition to their Employees, the Debtors supplement their
workforce with independent contractors depending on their business
needs.

The Employees perform a variety of critical functions, which
include accounting, administrative support, accounts payable,
billing operations, compliance, corporate development, core
network engineering, customer care, external affairs, financial
planning & analysis, government sales/contracting, human
resources, information technology, legal, marketing, network
operations & maintenance, payroll, procurement, sales and
treasury.

The Debtors aver that the Employees' skills and knowledge and
understanding of TerreStar's operations and infrastructure are
essential to the effective reorganization of their business.

"Just as the Debtors depend on the Employees for their day-to-day
operations, the Employees depend on the Debtors for their
compensation, benefits and expense reimbursements to continue to
pay their daily living expenses," Ira S. Dizengoff, Esq., at Akin
Gump Strauss Hauer & Feld LLP, in New York, asserts.

The Debtors pay and incur a number of obligations related to
their Employees, like federal and state withholding taxes and
other withheld amounts, health benefits, retirement benefits,
workers' compensation benefits, vacation time, life and
accidental death and dismemberment insurance, short- and long-
term disability coverage, various reimbursable expenses and other
benefits that the Debtors have historically provided in the
ordinary course of business.

As of the Petition Date, the Debtors believe that the majority of
all prepetition amounts owed on account of the Employee
Obligations have been satisfied.  However, certain wage
obligations have accrued in the two business days that have
elapsed since the Debtors' last payroll payment, Mr. Dizengoff
says.  He further notes that certain amounts may remain
outstanding due to a number of factors, including:

  (a) discrepancies that exist between amounts paid prepetition
      and the amounts that should have been paid;

  (b) the possibility some prepetition checks or other payments
      may not have cleared before the Petition Date;

  (c) the fact that certain accrued obligations may not yet have
      become due and payable as of the Petition Date; and

  (d) the possibility that certain prepetition amounts related
      to the Employees may have accrued but remain outstanding
      because they are pending approval or they have not yet
      been submitted.

In an effort to minimize the personal hardship to Employees and
to maintain morale and stability in TerreStar's business
operations during this critical juncture, the Debtors now seek
authority from the Court to continue to pay and honor, in their
discretion, amounts arising under or in connection with their
Employee Obligations.

                   Employee Wage Obligations

A. Employee Payroll Obligations

  The Debtors pay the majority of their Employees on a bi-weekly
  basis.  The Debtors' payroll obligations generally include
  base wages and salaries, overtime compensation and bonuses, as
  applicable.  On average, the Debtors' gross payroll totals
  approximately $550,000 every two weeks.

  The Debtors estimate that approximately $45,000 in non-officer
  Employee Payroll Obligations, and approximately $7,000 in
  officer Employee Payroll Obligations remain unpaid as of the
  Petition Date.

  In connection with their Employee Payroll Obligations, certain
  of the Debtors outsource their payroll to a third-party
  service provider, ADP.  ADP is responsible for paying certain
  of the Debtors' withholding and payroll taxes to applicable
  third parties, and the Debtors incur approximately $55,000 per
  year in fees in connection with ADP's services.

  As of the Petition Date, the Debtors estimate that
  approximately $2,350 has accrued but remains unpaid on account
  of the Service Fees during the prepetition period.

B. Employee Incentive Programs

  In addition to paying salaries and hourly wages, to offer
  appropriate incentives to encourage their Employees and
  thereby maximize the value of their business, the Debtors
  offer a discretionary bonus program to their Employees.  The
  Employee Incentive Program is an important component of the
  Debtors' compensation structure for the Employees and is
  designed to encourage Employees to achieve performance goals
  and enhance the success of the Debtors' operations.

  Specifically, all of the Debtors' Employees are eligible to
  receive a discretionary annual performance bonus payable in
  March for the prior year's earned bonus.

  The annual cost associated with the program is approximately
  $2,400,000 and as of the Petition Date, no amounts are owing
  under the Employee Incentive Program.

C. Gross Pay Deductions, Governmental Withholdings and Payroll
  Taxes

  The Debtors routinely deduct certain amounts from their
  Employees' gross pay, including, without limitation:

  (a) garnishments, child support, and similar deductions; and
  (b) other pre-tax and after tax deductions payable pursuant to
      the Employee benefit plans.

  On a monthly basis, the Debtors deduct and remit to
  appropriate third-party recipients approximately $28,000 from
  the Employees' paychecks for the Deductions.

  Mr. Dizengoff says that, as of the Petition Date, all
  Deductions have been paid.  However, in an abundance of
  caution, the Debtors ask the Court for authority to remit any
  unpaid prepetition Deductions that may exist.

  In addition to the Deductions, the Debtors are required by law
  to withhold amounts related to federal, state, and local
  income taxes, as well as Social Security and Medicare taxes,
  for remittance to the appropriate taxing authority.

                     Reimbursable Expenses

In the ordinary course of business, the Debtors reimburse their
Employees for certain allowed expenses incurred on their behalf
or while traveling on business or that are related to business-
development.

Reimbursable Expenses include, among other things, business
travel, meals, postage & delivery, printing expenses, office and
computer supplies, publications, subscriptions and miscellaneous
other expenses, subject to manager approval.

Reimbursable Expenses are paid directly by Employees, who then
seek reimbursement from the Debtors.

The Debtors estimate that they reimburse Employees approximately
$25,000 to $50,000 in Reimbursable Expenses each month, with
certain increases for particular months based on heightened
business activity.

The Debtors believe that all accrued but unpaid Reimbursable
Expenses have been paid as of the Petition Date.  But due to the
fact that expenses may be submitted by Employees after the
Petition Date for amounts incurred before the Petition Date, in
an abundance of caution, the Debtors ask the Court for authority
to pay the Unpaid Reimbursable Expenses should any amount be
outstanding as of the Petition Date.

                       Employee Benefits

The Employee Obligations include obligations based on
comprehensive benefits that the Debtors provide to all of their
Full-Time Employees and certain of their dependents and
beneficiaries, including medical, dental and vision benefits,
short- and long-term disability, life insurance, retirement plans
and other miscellaneous company benefits.

Employee Benefits include:

  -- Medical, Vision and Dental Plans,
  -- Insurance and Disability Benefits,
  -- Workers' Compensation,
  -- Paid Time-Off and Leaves of Absence,
  -- Employee Savings Plan,
  -- Employee Assistance Program,
  -- Transportation Assistance, and
  -- Flexible Spending.

                          *     *     *

Judge Lane grants the Debtors' request to honor their prepetition
Employee Obligations and related employee benefits, on an interim
basis.

The Court will convene a final hearing on the request on
November 16, 2010, at 10:00 a.m. prevailing Eastern Time.  Any
objections or responses to entry of the Final Order must be filed
with the Court and served so as to be actually received on or
before November 9.

                     About TerreStar Networks

Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR)
-- http://www.terrestar.com/-- is in the mobile communications
business through its ownership of TerreStar Networks, its
principal operating subsidiary, and TerreStar Global.

TerreStar Networks, in cooperation with its Canadian partners,
TerreStar Canada and TerreStar Solutions, majority-owned
subsidiaries of Trio 1 and 2 General Partnerships, plans to launch
an innovative wireless communications system to provide mobile
coverage throughout the United States and Canada using integrated
satellite-terrestrial smartphones and other devices.  This system
build out will be based on an integrated satellite and ground-
based technology intended to provide communication service in most
hard-to-reach areas and will provide a nationwide interoperable,
survivable and critical communications infrastructure.  The
Company intends to provide multiple communications applications,
including voice, data and video services.

As of June 30, 2010, the Company had four wholly owned
subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar
Holdings Inc., and TerreStar New York Inc.  Motient Ventures
Holding Inc., a wholly owned subsidiary of MVH Holdings Inc.,
directly holds approximately 89.3% and 86.5% interest in TerreStar
Networks and TerreStar Global, respectively.

TerreStar Networks Inc. and Its affiliates filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No.
10-15446).

The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not
among the Chapter 11 filers.

The Garden City Group, Inc. will act as claims and noticing agent
in the chapter 11 cases.  Michel Wunder, Esq., Ryan Jacobs, Esq.,
and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and  Ira
Dizengoff, Esq. , Arik Preis, Esq., and Ashleigh Blaylock, Esq.,
at Akin Gump Strauss Hauer & Feld LLP ,  serve as bankruptcy
counsel to the Debtors.  Blackstone Advisory Partners LP is the
financial advisor.

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


TERRESTAR NETWORKS: Proposes to Honor Insurance Policies
--------------------------------------------------------
TerreStar Networks Inc. and its units ask Judge Sean Lane of the
U.S. Bankruptcy Court for the Southern District of New York for
authority to continue administering their prepetition insurance
coverage policies and practices.  In addition, they ask the Court
to authorize financial institutions to honor all related checks
and electronic payment requests.

In connection with the operation of their business and the
management of their properties, the Debtors maintain a
comprehensive insurance program that provides coverage related
to, among other things, satellite in-orbit activities, property
liability, general liability, directors' and officers' liability,
employment practices liability and business automobile liability.

Ira S. Dizengoff, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
New York, reveals that the Debtors' annual premiums last year
together with the associated taxes and fees for the Insurance
Programs totaled approximately $4,007,345.

Debtor TerreStar Networks Inc. is the named insured under the
Satellite Policy, which is provided by a consortium of 21
insurers, a list of which is available for free at:

         http://bankrupt.com/misc/TSN_21Insurers.pdf

The current Satellite Policy covers the period from July 1, 2010
to June 30, 2011 and has a limit of $200 million for in-orbit
coverage.  Mr. Dizengoff reveals that the Debtors paid a premium
of approximately $3,149,189 for the Satellite Policy, which
included all satellite in-orbit coverage fees and all broker fees
payable to Aon Inc., the Debtors' insurance broker for the
Satellite Policy.  The full premium payment of $3,149,189 was
paid on July 28, 2010.

The Debtors employ several insurance agents including Marsh USA,
Edgewood Partners, Armfield, Harrison & Thomas, Inc., and
International Space Brokers to assist with the procurement and
negotiation of their Insurance Programs.

All broker fees incurred by the Debtors in connection with the
Insurance Programs are absorbed into the Insurance Premiums and
no separate broker fees are paid to the Insurance Agents,
according to Mr. Dizengoff.

The Insurance Programs are essential to the preservation of the
value of the Debtors' business, property and assets; and failure
to pay premiums for the Policies when due may harm the Debtors'
estates in several ways, including the loss of insurance coverage
and subsequent need to obtain replacement insurance on an
emergency basis, likely at a higher price, Mr. Dizengoff asserts.

The Debtors do not believe that there are any outstanding
prepetition Insurance Premium obligations as of the Petition
Date.  However, several of the Debtors' directors' and officers'
insurance policies will expire in the coming months, Mr.
Dizengoff notes.

The Debtors aver that they have sufficient availability of funds
to pay the amounts in the ordinary course of business by virtue
of cash reserves, expected cash flows from ongoing business
operations and anticipated access to debtor-in-possession
financing.

                     About TerreStar Networks

Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR)
-- http://www.terrestar.com/-- is in the mobile communications
business through its ownership of TerreStar Networks, its
principal operating subsidiary, and TerreStar Global.

TerreStar Networks, in cooperation with its Canadian partners,
TerreStar Canada and TerreStar Solutions, majority-owned
subsidiaries of Trio 1 and 2 General Partnerships, plans to launch
an innovative wireless communications system to provide mobile
coverage throughout the United States and Canada using integrated
satellite-terrestrial smartphones and other devices.  This system
build out will be based on an integrated satellite and ground-
based technology intended to provide communication service in most
hard-to-reach areas and will provide a nationwide interoperable,
survivable and critical communications infrastructure.  The
Company intends to provide multiple communications applications,
including voice, data and video services.

As of June 30, 2010, the Company had four wholly owned
subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar
Holdings Inc., and TerreStar New York Inc.  Motient Ventures
Holding Inc., a wholly owned subsidiary of MVH Holdings Inc.,
directly holds approximately 89.3% and 86.5% interest in TerreStar
Networks and TerreStar Global, respectively.

TerreStar Networks Inc. and Its affiliates filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No.
10-15446).

The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not
among the Chapter 11 filers.

The Garden City Group, Inc. will act as claims and noticing agent
in the chapter 11 cases.  Michel Wunder, Esq., Ryan Jacobs, Esq.,
and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and  Ira
Dizengoff, Esq. , Arik Preis, Esq., and Ashleigh Blaylock, Esq.,
at Akin Gump Strauss Hauer & Feld LLP ,  serve as bankruptcy
counsel to the Debtors.  Blackstone Advisory Partners LP is the
financial advisor.

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


TERRESTAR NETWORKS: Schedules and Statements Due November 16
------------------------------------------------------------
Judge Sean Lane of the U.S. Bankruptcy Court for the Southern
District of New York granted TerreStar Networks Inc. and its units
a 14-day extension, through and including November 16, 2010, to
file their Schedules of Assets and Liabilities and Statements of
Financial Affairs pursuant to Rule 1007(c) of the Federal Rules of
Bankruptcy Procedure.

The extension is without prejudice to the Debtors' right to file
a motion seeking a further extension pursuant to Rule 1007(c).

                     About TerreStar Networks

Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR)
-- http://www.terrestar.com/-- is in the mobile communications
business through its ownership of TerreStar Networks, its
principal operating subsidiary, and TerreStar Global.

TerreStar Networks, in cooperation with its Canadian partners,
TerreStar Canada and TerreStar Solutions, majority-owned
subsidiaries of Trio 1 and 2 General Partnerships, plans to launch
an innovative wireless communications system to provide mobile
coverage throughout the United States and Canada using integrated
satellite-terrestrial smartphones and other devices.  This system
build out will be based on an integrated satellite and ground-
based technology intended to provide communication service in most
hard-to-reach areas and will provide a nationwide interoperable,
survivable and critical communications infrastructure.  The
Company intends to provide multiple communications applications,
including voice, data and video services.

As of June 30, 2010, the Company had four wholly owned
subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar
Holdings Inc., and TerreStar New York Inc.  Motient Ventures
Holding Inc., a wholly owned subsidiary of MVH Holdings Inc.,
directly holds approximately 89.3% and 86.5% interest in TerreStar
Networks and TerreStar Global, respectively.

TerreStar Networks Inc. and Its affiliates filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No.
10-15446).

The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not
among the Chapter 11 filers.

The Garden City Group, Inc. will act as claims and noticing agent
in the chapter 11 cases.  Michel Wunder, Esq., Ryan Jacobs, Esq.,
and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and  Ira
Dizengoff, Esq. , Arik Preis, Esq., and Ashleigh Blaylock, Esq.,
at Akin Gump Strauss Hauer & Feld LLP ,  serve as bankruptcy
counsel to the Debtors.  Blackstone Advisory Partners LP is the
financial advisor.

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


TEXAS RANGERS: Cuban, Crane Have Opposition to Reimbursement
------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the agent for second-lien lenders owed $130 million
by Texas Rangers Baseball Partners L.P. are opposing a request by
Mark Cuban and James Crane, who bid unsuccessfully at auction for
the Texas Rangers baseball club, for reimbursement of the
$2.65 million they spent on attorneys.

Messrs. Cuban and Crane want reimbursement for what they say was
their "substantial contribution" to the successful outcome of the
case.  They noted that participation at the auction for the Texas
Rangers raised the purchase price by $100 million.

The agent, however, says that neither Messrs. Cuban nor Crane is a
creditor and that the Bankruptcy Code only permits recovery by
creditors who make a substantial contribution in a bankruptcy
case.  The lenders' agent also cited prior court decisions saying
that unsuccessful bidders don't qualify for substantial
contribution claims.

Mr. Rochelle relates that the motion by Messrs. Cuban and Crane
originally was to be argued October 25 in U.S. Bankruptcy Court in
Fort Worth, Texas.  The hearing instead was converted to a status
conference. The U.S. Trustee, according to a court filing, will
make a motion for summary judgment that will be on the Nov. 17
calendar. Assuming Cuban and Crane survive the summary judgment
motion, their request for reimbursement will return to bankruptcy
court on Dec. 6.

                   About Texas Rangers Baseball

Texas Rangers Baseball Partners owns and operates the Texas
Rangers Major League Baseball Club, a professional baseball club
in the Dallas/Fort Worth Metroplex.  TRBP is a Texas general
partnership, in which subsidiaries of HSG Sports Group LLC own a
100% stake.  Controlled by Thomas O. Hicks, HSG also indirectly
wholly-owns Dallas Stars, L.P., which owns and operates the Dallas
Stars National Hockey League franchise.  The Texas Rangers have
had five owners since the club moved to Arlington in 1972.  Mr.
Hicks became the fifth owner in the history of the Texas Rangers
on June 16, 1998.

In its petition, Texas Rangers Baseball Partners said it had both
assets and debt of less than $500 million.

Martin A. Sosland, Esq., at Weil, Gotshal & Manges LLP, serves as
bankruptcy counsel to the Debtor.  Forshey & Prostok LLP is the
conflicts counsel.  Parella Weinberg Partners LP serves as
financial advisor.

Lenders to the Texas Rangers sought to force the baseball team's
equity owners -- Rangers Equity Holdings, L.P. and Rangers Equity
Holdings GP, LLC -- into bankruptcy court protection (Bankr. N.D.
Tex. Case No. 10-43624 and 10-43625).  The lenders, a group that
includes investment funds Monarch Alternative Capital and
Kingsland Capital Management, filed an involuntary bankruptcy
petition on May 28 against the two companies.  The two companies
were not included in the May 24 Chapter 11 filing of TRBP.

U.S. Bankruptcy Judge Stacey G. C. Jernigan on August 5 confirmed
the fourth amended version of the Prepackaged Plan of
Reorganization of Texas Rangers Baseball Partners.  The judge's
confirmation order clears the way for a group of Hall of Fame
pitcher Nolan Ryan, and Pittsburgh sports attorney and minor-
league team owner Charles Greenberg to purchase the Texas Rangers.
The Ryan group paid $385 million in cash and assumed $208 million
in liabilities.  The Ryan group outbid Dallas Mavericks owner Mark
Cuban at an auction.


TOWER INTERNATIONAL: S&P Raises Corporate Credit Rating to 'B+'
---------------------------------------------------------------
Standard & Poor's Ratings Services said it has raised its
corporate credit and other ratings on Tower International Inc. to
'B+' from 'B' and removed the ratings from CreditWatch, where they
had been placed on Oct. 7, 2010, with positive implications.  The
outlook is stable.

"The upgrade reflects S&P's view that Tower International's lower
leverage is sustainable," said Standard & Poor's credit analyst
Lawrence Orlowski.  "Also, because global vehicle demand continues
to recover, S&P expects company sales and profitability to rise in
2010 and 2011."

On Oct. 15, 2010, auto-parts supplier Tower International
(formerly Tower Automotive LLC) conducted an initial public
offering of 6.25 million shares for $13 per share.  The company
estimated that net proceeds from the IPO will be more than
$70 million, after subtracting underwriting costs and other
expenses arising from this offering.  According to company
filings, it plans to use the net proceeds to pay down the amount
outstanding under its revolving credit facility and along with
$3 million in cash, to reduce other indebtedness and expenses
related to the IPO.  Consequently, S&P believes Tower
International's credit measures have shown sufficient improvement
to justify the current rating.

Still, operating results will continue to reflect what S&P
considers to be Tower's aggressive financial risk profile
(including limited free cash flow generation in 2010) and weak
business risk profile (the company has several major competitors,
and vehicle production could remain volatile).  S&P expects the
company's sales for 2010 to grow almost 15% year over year as
vehicle production rises more than 30% in the U.S. (albeit from
low 2009 levels) and more than 15% in Asia.  S&P also expects
European vehicle production to grow slightly over last year's
levels.  Beyond this year, credit measures could improve as the
global auto sector continues its gradual recovery.

While the predecessor company was under Chapter 11, it took
significant restructuring actions, including closing 11 plants in
North America, decreasing all-in hourly labor costs by about 15%,
and freezing defined benefit pension and retiree health care
costs.  Moreover, like many auto parts suppliers, Tower
International continues to make process improvements, such as
standardizing production best practices, adopting lean Six Sigma
initiatives, reducing inventory and global materials, and training
shop-floor workers in Kanban, or "demand-pull" systems.

Tower's liquidity is adequate under S&P's criteria.  The company
has an unrated $150 million asset-based lending revolving credit
facility with $54million drawn as of June 30, 2010.  Availability
under the facility is currently about $110 million because of a
borrowing-base limitation.  Cash balances stood at $150 million as
of June 30, 2010.

The outlook is stable.  S&P expects the company's sales in 2010 to
rise almost 15% year over year as global vehicle production rises
significantly, especially in North America and Asia.  S&P could
raise S&P's rating in the next year if Tower's leverage ratio
falls below 3.5x and FFO to debt rises above 15% on a sustained
basis.  S&P estimate that this could occur if, for example,
revenue rises about 15% and the gross margin reaches 12%.

S&P could lower its rating if the company's sales are weaker than
S&P expect, leverage stays above 4x, and FFO to debt falls below
10%.  S&P could also lower its rating if free operating cash flow
declines significantly below the breakeven point.


TRICO MARINE: Creditors Seek to Force Units Into Bankruptcy
-----------------------------------------------------------
Steven Church at Bloomberg News reports that creditors of Trico
Marine Services Inc. are asking the U.S. Bankruptcy Court for the
District of Delaware to force some of the company's foreign units
into bankruptcy in the U.S. or to appoint a trustee to run the
supplier of rented ships to oil and natural-gas drillers.

According to the report, Arrowgrass Master Fund Ltd. and
Arrowgrass Distressed Opportunities Fund Ltd., which invest in
distressed debt, claim that before Trico Marine filed for
bankruptcy in August, it shifted "a substantial amount of cash and
other value" to subsidiary Trico Supply Group.  The two funds
assert the transaction was a fraudulent transfer that deprived
creditors of assets that could have been used to repay them.

Bloomberg relates that Arrowgrass claims that through transactions
from 2007 to 2010, Trico changed its business focus from providing
towing services and supplies to off-shore oil drillers to undersea
trenching and cable services.  Arrowgrass holds Trico's 3%
convertible debentures that mature in 2027.

                         DIP Financing

Arrowgrass is opposing approval of the Debtor's request to access
$35 million of secured credit supplied by Tennenbaum Capital
Partners LLC.

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
relates that opposition by Arrowgrass to the financing in part is
pointed at provisions providing $25 million in pre-bankruptcy debt
owing to Tennenbaum will be converted into a postbankruptcy
obligation with a larger collateral package.

Arrowgrass, Mr. Rochelle adds, contends that Tennenbaum is
embarked on a strategy to "take over non-debtor subsidiaries
comprising the Trico Supply Group."

                        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 in court documents that it had $30.5 million
in assets and $353.6 million in liabilities as of the Petition
Date.  The Company said in a regulatory filing in June that it had
assets of $904 million and liabilities of more than $1 billion.

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.  Postlethwaite & Netterville serves as the Debtors'
accountant and Ernst & Young LLP serves as tax advisors.
Pricewaterhousecoopers LLC provides the independent accountants
and tax advisors for the Debtors.


UNITED CONTINENTAL: UAL Nets $473MM in Q3; Continental $367MM
-------------------------------------------------------------
United Continental Holdings Inc. filed individual third quarter
2010 financial results for United Airlines and Continental
Airlines.  On Oct. 1, a wholly owned subsidiary of United
Continental Holdings, Inc., formerly UAL Corporation, merged with
Continental Airlines, Inc.  Financial results for United and
Continental will be combined when the company reports fourth
quarter 2010 results.

   * United reported third quarter 2010 net income of
     $473 million, an improvement of $533 million year-over-year.
     On a GAAP basis, United reported third quarter net income of
     $387 million.

   * Continental reported third quarter 2010 net income of
     $367 million or $2.24 diluted earnings per share excluding
     certain special items, an improvement of $365 million year-
     over-year.  On a GAAP basis, Continental reported third
     quarter net income of $354 million.

"Thanks to the efforts of my more than 80,000 co-workers across
both airlines, we achieved strong third quarter financial and
operational results at both United and Continental," said Jeff
Smisek, United's president and chief executive officer.  "We have
begun our merger integration, and we have a lot of work ahead of
us.  By working together, we will create the airline that
customers want to fly, employees want to work for, and
shareholders want to own."

   * United consolidated passenger revenue increased 21.4 percent
     in the third quarter 2010 compared to the same period in
     2009.

   * Continental consolidated passenger revenue increased 20.6
     percent in the third quarter 2010 compared to the same period
     in 2009.

"The strong revenue performance of the two carriers reflects the
commitment of our co-workers to provide industry leading-products
and service to our customers," said Jim Compton, executive vice
president and chief revenue officer.  "As we integrate the two
networks and create the world's leading airline, we will provide
even more value to our customers."

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6cf9

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?6cfa

                  About United Continental

United Continental Holdings, Inc. (NYSE: UAL) is the holding
company for both United Airlines and Continental Airlines.
Together with United Express, Continental Express and Continental
Connection, these airlines operate a total of approximately 5,800
flights a day to 371 airports throughout the Americas, Europe and
Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston,
Los Angeles, New York, San Francisco, Tokyo and Washington, D.C.
United and Continental are members of Star Alliance, which offers
more than 21,200 daily flights to 1,172 airports in 181 countries
worldwide through its 28 member airlines. United's and
Continental's more than 80,000 employees reside in every U.S.
state and in many countries around the world.For more information
about United Continental Holdings, Inc., go to
UnitedContinentalHoldings.com.  For more information about the
airlines, see http://www.united.com/and
http://www.continental.com/, and follow each company on Twitter
and Facebook.

United Continental carries 'B2' corporate family and probability
of default ratings, with stable outlook, from Moody's, 'B' issuer
credit ratings, with stable outlook, from Standard & Poor's, and
'B-' issuer default rating from Fitch.

UAL Corp filed for Chapter 11 protection on Dec. 9, 2002 (Bankr.
N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen, Esq., Marc
Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba,
Esq., at Kirkland & Ellis, represented the Debtors in their
restructuring efforts.  Fruman Jacobson, Esq., at Sonnenschein
Nath & Rosenthal LLP represented the Official Committee of
Unsecured Creditors.  Judge Eugene R. Wedoff confirmed a
reorganization plan for United on Jan. 20, 2006.  The Company
emerged from bankruptcy on Feb. 1, 2006.

At June 30, 2010, UAL had $20.134 billion in total assets against
total current liabilities of $8.573 billion, long-term debt of
$6.281 billion, long-term obligations under capital leases of
$1.01 billion, other liabilities and deferred credits of
$7.022 billion, and a stockholders' deficit of $2.756 billion.


URBAN BRANDS: Ashley Stewart Auction Attracted Four Bidders
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist at Bloomberg News, reports
that Urban Brands Inc., the owner of the Ashley Stewart line of
women's clothing, held an auction October 25 with four bidders.
The opening bid, nominally $15 million, came from liquidator
BG Merchant Partners LLC, an affiliate of Gordon Brothers Group
LLC.  The hearing for approval of the sale will be held today,
October 27, in U.S. Bankruptcy Court in Delaware.

                       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.  The DIP Lender is represented by Donald E. Rothman,
Esq. -- drothman@riemerlaw.com -- at Riemer & Braunstein LLP.


USG CORP: Widens Q3 Net Loss to $100 Million
--------------------------------------------
USG Corporation reported third quarter 2010 net sales of
$758 million, an operating loss of $58 million, and a net loss of
$100 million.  In last year's third quarter, the operating loss
was $92 million and the net loss was $94 million.

The Company's balance sheet at Sept. 30, 2010, showed
$3.86 billion in total assets, $515.0 million in total current
liabilities, $1.95 billion in long-term debt, $22.0 million
in other liabilities, and $666.0 million in commitments and
contingencies, and a stockholder's deficit of $1.73 billion.

"Our third quarter results reflect continued weak market
conditions and extraordinarily low shipping volumes," said William
C. Foote, Chairman and CEO.  "Nonetheless, operating margins for
our domestic wallboard business were stable, our ceilings business
had another strong quarter and the performance of our distribution
business continued to improve despite ongoing weakness in
commercial construction.

"One of the highlights of the third quarter was the successful
rollout of our revolutionary new lightweight wallboard product,
SHEETROCK Brand UltraLight Panels.  Customer response to the new
product has been very positive and we will continue the rollout in
response to strong customer demand."

Looking ahead, Foote said, "In the near term, we expect weak
demand and product volumes to continue.  Longer term, we
anticipate the combination of an eventual market recovery,
improved operating leverage, market-leading innovations like
SHEETROCK Brand UltraLight Panels and the benefits of our cost
reduction initiatives to contribute to significantly improved
financial performance."

Adjusted for restructuring and impairment charges, the
corporation's adjusted operating loss was $23 million in the third
quarter of 2010, which compares to an adjusted operating loss of
$29 million in the third quarter of 2009.  The adjusted operating
losses exclude $35 million of restructuring and asset impairment
charges in the third quarter of 2010, and $63 million of
restructuring and asset impairment charges in the third quarter
of 2009.

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6ce9

                          About USG Corp.

USG Corporation, headquartered in Chicago, Illinois, is a leading
producer and distributor of building materials in the Unites
States, Canada and Mexico.  The company manufactures and markets
gypsum wallboard and operates a specialty distribution business
that sells to professional contractors.  It also manufactures
ceiling tiles and ceiling grids used primarily in commercial
applications.  Revenues for the last 12 months through March 31,
2010, totaled approximately $3.1 billion.

                           *     *     *

As reported by the Troubled Company Reporter on June 28, 2010,
Moody's Investors Service downgraded USG Corporation's Corporate
Family Rating and Probability of Default Rating to Caa1 from B3.
In a related rating action Moody's downgraded the guaranteed
senior unsecured notes due 2014 to B2 from B1 and the other senior
unsecured debt to Caa2 from Caa1.  The Speculative Grade Liquidity
rating remains SIGIL-3.  The outlook is stable.

The downgrades result from weaker than previously anticipated
operating performance.  Moody's believes that potential demand
increases for wallboard from North American new home construction
and repair and remodeling will not be adequate to generate
sufficient volumes and operating profits to cover USG's interest
expense over the intermediate term.  Furthermore, the non-
residential construction end market, which accounts for about 30%
of USG's revenues, is expected to contract well into 2011.


VANTAGE DRILLING: S&P Assigns 'B-' Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B-' corporate
credit rating to Houston-based drilling contractor Vantage
Drilling Co.  The rating outlook is negative.

At the same time, S&P assigned a 'B-' issue-level rating (the same
as the corporate credit rating) and '3' recovery rating to the
company's $960 million senior secured notes.  The '3' recovery
rating indicates S&P's expectation of meaningful (50% to 70%)
recovery in the event of a payment default.  The rating
assignments follow S&P's previous assignment of preliminary
ratings on July 23, 2010.

"The ratings on Vantage Drilling Co. reflect delivery and
operational execution risk regarding the Platinum Explorer
drillship, the company's aggressive debt leverage, its limited
liquidity relative to fixed spending requirements, and its
reliance on one asset for a majority of cash flows," said Standard
& Poor's credit analyst Marc Bromberg.  S&P has also taken into
consideration the company's limited operating history, narrow
scale and scope, and contracts that are expiring in the near term
in a very difficult drilling price environment.  S&P characterizes
the business risk profile as vulnerable and the financial profile
as highly leveraged.

Houston-based Vantage Drilling provides contract drilling services
primarily to international oil and natural gas companies.  Its
fleet includes four owned and operated jackups along with the
Platinum Explorer drillship.  Construction on the drillship has
been completed and is currently undergoing sea trials, before
being mobilized to India where it is scheduled to arrive in mid-
December.  Vantage is required to deliver the drillship to
operator Oil and Natural Gas Corp. Ltd. by Dec. 31, 2010 (failure
to deliver to ONGC by this date would trigger a clause that will
require Vantage to return up to $575 million to bondholders).
Vantage also has a construction and operating management business
that S&P forecast could contribute 5% of the company's gross
margin in 2010.

The negative outlook reflects S&P's view of the mobilization and
operational risk associated with delivery of the Platinum
Explorer.  In the event the delivery of Platinum is delayed, the
company will forfeit its rights to Platinum and could face a
liquidity squeeze due to its funding requirement of a $70 million
bond payment.  Also, if the drillship is not successfully
operating by March 11, 2011, and ONGC cancels its contract,
Vantage is subject to renegotiation risk of the Platinum rig,
which could result in lower day rates and leave the company's
already weak liquidity position inadequate to meet its debt
service requirements, in S&P's view.

If the contract with ONGC begins as scheduled, S&P could revise
the outlook to stable.  S&P will lower the rating if the contract
with ONGC does not begin by Dec. 31, 2010.


VENTAS INC: Fitch Affirms Preferred Stock Rating at 'BB+'
---------------------------------------------------------
Fitch Ratings has affirmed the credit ratings of Ventas, Inc., and
two of its subsidiaries, Ventas Realty, Limited Partnership and
Ventas Capital Corporation:

  -- Issuer Default Rating at 'BBB';
  -- $1 billion unsecured credit facility at 'BBB';
  -- $750 million senior unsecured notes at 'BBB';
  -- $230 million senior unsecured convertible notes at 'BBB';
  -- $200 million senior unsecured term loan at 'BBB';
  -- Preferred stock (indicative rating) at 'BB+'.

The Rating Outlook has been revised to Negative from Stable.

The Negative Outlook reflects expected near-term weakening of the
company's credit metrics pro forma for the acquisition of the real
estate assets of Atria Senior Living Group from private equity
funds managed by an affiliate of Lazard Real Estate Partners.  The
purchase price for the Atria transaction of $3.1 billion is
expected to be funded initially via common share consideration of
$1.35 billion, $150 million of cash, and assumed mortgage debt.
VTR intends to repay certain assumed Atria mortgage debt and
existing VTR debt, including existing secured debt, with unsecured
debt.  Fitch projects that net debt to recurring operating EBITDA,
unencumbered asset coverage, and fixed charge coverage ratios will
be somewhat weaker for the 'BBB' IDR over the short term for a
healthcare REIT.

The affirmation of the IDR at 'BBB' centers on credit strengths
associated with the transaction.  Pro forma for the Atria
transaction, VTR's healthcare properties will feature
significantly less operator concentration, and the portfolio will
exhibit broader geographical and property segment diversification.

The affirmation also reflects Fitch's view that VTR's credit
metrics, while initially weakening after the Atria transaction,
will improve over the next 12-24 months to levels consistent with
more consistent with a 'BBB' rating for a healthcare REIT.  The
company is committed to maintaining a leverage ratio of
approximately 5.0 times, as evidenced by de-levering following
previous acquisitions (e.g., Senior Care, Inc. in 2006, Sunrise
REIT in 2007).  Fitch further anticipates that the company's fixed
charge coverage will improve over the medium term via incremental
debt paydowns and imbedded earnings growth across the portfolio.
As credit metrics are expected to improve, the company will
benefit from a good near-term liquidity profile and staggered debt
maturity schedule.

VTR's leverage, defined as net debt to recurring operating EBITDA,
was low for the rating category at 4.2x as of June 30, 2010,
compared with 4.3x and 5.1x as of Dec. 31, 2009 and Dec. 31, 2008,
respectively.  On July 1, 2010, VTR funded the $381 million
acquisition of businesses owned and operated by Lillibridge
Healthcare Services, Inc., and related entities along with
interests in medical office buildings and ambulatory facilities at
an implied capitalization rate of 7.75% with cash on hand,
borrowings under its revolving credit facilities, and the
assumption of mortgage debt, thereby increasing leverage modestly
above 4.5x on a pro forma basis.  Pro forma for the $3.1 billion
Atria transaction at an implied capitalization rate of 6.5% and
the repayment of certain assumed Atria mortgage debt and existing
VTR debt, including existing secured debt, with unsecured debt,
leverage is expected to increase above 5.5x.  Fitch anticipates
that the company will reduce leverage to levels approaching 5.0x
mainly through EBITDA growth and modest cash flow retention.

Unencumbered asset coverage of unsecured debt is also expected to
decline pro forma for the Atria transaction a contemplated
unsecured bond offering as well as Fitch's expectation that
approximately half of the $190 million EBITDA associated with the
Atria real estate portfolio will be unencumbered EBITDA.
Unencumbered asset coverage as defined in the company's bond
indenture was 3.7x as of June 30, 2010.  Fitch anticipates that
unencumbered asset coverage pro forma for the Atria transaction
will be approximately 2.5x.

The company's fixed charge coverage ratio (defined as recurring
operating EBITDA less routine capital expenditures less straight-
line rent adjustments, divided by interest expense and capitalized
interest) was robust at 3.5x for the trailing 12 months ended
June 30, 2010, compared with 3.4x and 2.8x during 2009 and 2008,
respectively.  VTR had neither preferred stock nor preferred units
outstanding as of June 30, 2010.  Substantial de-leveraging and
rent growth drove improvements in coverage.  VTR generates
incremental annual cash flow due to contractual rent escalators
within certain leases including those with Kindred Healthcare,
Inc. and Brookdale Senior Living, Inc., which contributed 29% and
14% of VTR's net operating income pro forma for the Lillibridge
and Atria transactions, respectively.  Fitch anticipates that
fixed charge coverage will initially decline to below 3.0x pro
forma for the Atria transaction.  Over the next 12-24 months,
Fitch projects that coverage will improve to a range between 3.0x
and 3.5x due to imbedded rent increases within VTR's triple net
leased portfolio and the earnings stability of the company's
operating portfolio, which has produced mid-to-high single digit
year-over-year growth in net operating income.

Pro forma for the Atria transaction, VTR's operator exposure will
be significantly less concentrated, as Atria-managed assets will
contribute 21% of pro forma NOI from a granular operating
portfolio in which cash flows are contributed by individual
seniors in locations with favorably demographic trends.  Kindred's
NOI contribution will decline to 29% pro forma for the Atria
transaction from 37%, Sunrise operating assets will decline to 15%
from 19% (which Fitch views favorably due to Sunrise's weak
financial condition), and Brookdale managed assets will decline to
14% from 18%.  Private pay sources are expected to contribute 67%
of VTR's total payment sources pro forma for the Atria
transaction, up from 58%, which is a positive as Fitch anticipates
that the value of government-revenue dependent facilities will
decline over time due to the need to reduce costs in the Medicare
and Medicaid system.

The portfolio will exhibit enhanced geographical and property
segment diversification.  While the company's existing portfolio
of 598 health care properties is located across 44 states in the
U.S. (including Washington D.C.), the Atria portfolio will add
another 118 properties (110 of which are stabilized) to the
portfolio across 25 states.  Moreover, operating seniors housing
properties will contribute 36% of total net operating income pro
forma for the Atria transaction, up from 19%.

Pro forma for the Atria transaction, the company will continue to
benefit from a good near-term liquidity profile and staggered debt
maturity schedule that are commensurate with a 'BBB' IDR.  The
company's sources of liquidity (unrestricted cash, availability
under the revolving credit facility pro forma for the Lillibridge
and Atria transactions and an illustrative 33% reduction in the
revolving credit facility commitment size, projected retained cash
flows from operating activities after dividend payments) divided
by uses of liquidity (projected debt maturities and projected
routine capital expenditures) result in a liquidity coverage ratio
of 1.5x for July 1, 2010 to Dec. 31, 2012, as compared with 0.5x
prior to the Atria transaction.  Pro forma for the Atria
transaction, the company will have no more than 10% of total debt
maturing in any given year over the next five years, which should
prove manageable through capital market cycles.

Based on Fitch's report, 'Equity Credit for Hybrids and Other
Capital Securities' dated Dec. 29, 2009, the two-notch
differential between VTR's IDR and its indicative preferred stock
rating of 'BB+' is consistent with Fitch's criteria for corporate
entities with a 'BBB' IDR.  In April 2009, VTR filed an automatic
shelf registration statement on Form S-3 with the SEC relating to
the sale of securities including the authorization of 10 million
shares of preferred stock.  The company had no preferred stock
outstanding as of June 30, 2010.

These factors may have a positive impact on VTR's ratings:

  -- If the company's net debt-to-recurring EBITDA ratio were to
     sustain below 4.0x (as of June 30, 2010 the company's debt-
     to-recurring EBITDA ratio was 4.2x but is expected to rise
     slightly above 5.5x pro forma for the Lillibridge and Atria
     transactions);

  -- If the company's fixed charge coverage ratio were to sustain
     above 3.5x (for the trailing 12 months ended June 30, 2010,
     fixed charge coverage was 3.5x but is expected to decrease to
     slightly below 3.0x pro forma for the Lillibridge and Atria
     transactions);

  -- Continued operator and manager diversification.

These factors may have a positive impact on VTR's Rating Outlook:

  -- If the company's net debt-to-recurring EBITDA ratio reverts
     to a range of 5.0x to 5.5x;

  -- If the company's fixed charge coverage ratio reverts to a
     range of 3.0x to 3.5x;

  -- Unencumbered asset coverage as defined under the company's
     senior unsecured notes indenture maintaining above 3.0x (as
     of June 30, 2010, unencumbered asset coverage was 3.7x but is
     expected to decrease to approximately 2.5x pro forma for the
     Lillibridge and Atria transactions).

These factors may have a negative impact on VTR's ratings:

  -- If the company's leverage ratio were to sustain above 5.5x
     beyond 12-18 months;

  -- If the company's fixed charge coverage ratio were to sustain
     below 3.0x beyond 12-18 months;

  -- Potential additional large-scale acquisitions that could
     weaken the company's credit profile from current levels.

VTR is a REIT headquartered in Chicago with an additional
office in Louisville that owns a portfolio of seniors housing
and healthcare-related properties in 43 states in the U.S.
and 2 Canadian provinces.  As of June 30, 2010, and pro forma
for the Lillibridge and Atria transactions, the portfolio will
consist of 716 assets: 360 seniors housing communities
(including 118 attributable to Atria), 187 skilled nursing
facilities, 40 hospitals, 122 medical office buildings (including
96 Lillibridge MOBs), and seven other properties.  As of June 30,
2010, VTR had $6.7 of undepreciated book assets, a total market
capitalization of $9.9 billion and an equity market capitalization
of $7.3 billion.  With the exception of the company's seniors
housing communities managed by Sunrise and to be managed by Atria
pursuant to long-term management agreements and medical office
buildings, VTR leases its properties to healthcare operating
companies under triple-net leases.


VENTAS INC: Moody's Affirms Ba2 Subordinated Debt Shelf Rating
--------------------------------------------------------------
Moody's affirmed the ratings of Ventas' senior unsecured debt at
Baa3 following the REIT's announcement of its intention to
purchase the real estate assets of Atria Senior Living for
$3.1 billion.  The transaction, which includes 118 senior housing
facilities, will be funded with $1.35 billion of VTR stock (a
fixed 24.96 million shares), $1.6 billion of assumed or repaid net
debt, and $150 million of cash.  The ratings outlook is stable.

The transaction solidifies Ventas' leadership position in the
health care REIT sector, adding scale and diversity to its broad
health care property spectrum.  In particular, VTR's top
operator/tenant concentration, Kindred, will be reduced to 29% of
net operating income from 37% at 2Q10.  From a balance sheet
perspective, Ventas' secured debt levels (as a percentage of gross
assets) will decrease modestly post-closing, once Ventas
refinances a significant portion of Atria's mortgage debt with
unsecured debt.  The REIT's unencumbered asset base is also
expected to increase modestly.  Offsetting these positives VTR's
leverage will increase materially.  Net debt to EBITDA is expected
to rise to 5.8X post-closing (from 4.1X at 2Q10), although Moody's
expects Ventas will reduce this leverage metric closer to 5.0X
over the intermediate term.  Fixed charge coverage and EBITDA
margins are also expected to decline, though Moody's views the
decline in fixed charge coverage as temporary.

Including the Sunrise assets, Ventas will now own 197 senior
housing assets that it will operate through a taxable REIT
subsidiary.  These assets are expected to contribute 36% of VTR's
total net operating income, which is substantial in Moody's view.
While the TRS structure allows the REIT to capture EBITDA growth
and provides granularity in Ventas' revenue sources, there are
more direct risks to the REIT versus a triple net lease structure.
These risks include greater volatility in earnings, operating
risk, and management risk.  These risks are incorporated in VTR's
Baa3 rating, along with the expectation that the REIT's net debt
to EBITDA ratio will consistently be at or below 5.0X over the
long term.  Moody's also notes that 56% of VTR's NOI will come
from triple net leases.

The Baa3 ratings reflect Ventas' expanding market position (both
in sheer size and health care property sub-segment
diversification), strengthened operational capacity, improved
asset quality and manageable debt maturity schedule.

The stable outlook reflects Moody's expectation that Ventas will
maintain adequate liquidity, reduced secured debt levels and
endeavor to maintain net debt to EBITDA below 5.0X on a long-term
basis, even as the REIT grows.  Moody's also expects Ventas to
continue to make progress in diversifying its healthcare
tenant/operator base.

Moody's indicated that upward ratings movement would be predicated
upon a reduction in its top two tenant exposure closer to 25% of
NOI, secured debt closer to 10% of gross assets and net debt to
EBITDA below 4.5X on a consistent basis.  The rating agency also
indicated that downward ratings movement could result if Ventas
were to employ a permanent and more aggressive capital strategy,
demonstrated by net debt to EBITDA beyond 5.0X and secured debt
beyond 20% of gross assets over the long-term.  Any material
operating weakness in its top four tenants or difficulty in the
integration of its Atria, Sunrise or Lillibridge acquisitions
could also pressure the ratings.

These ratings were affirmed with a stable outlook:

* Ventas Realty Limited Partnership -- Senior debt at Baa3; senior
  debt shelf at (P)Baa3; subordinated debt shelf at (P)Ba1

* Ventas, Inc. -- Senior guaranteed debt at Baa3; senior debt
  shelf at (P)Ba1; subordinated debt shelf at (P)Ba2; preferred
  stock shelf at (P)Ba3

* Ventas Capital Corporation -- senior debt shelf at (P)Baa3;
  subordinated debt shelf at (P)Ba1

The last rating action with respect to Ventas Inc was on
February 4, 2010, when Moody's upgraded the senior unsecured
ratings to Baa3 (senior unsecured debt) from Ba1.  The outlook was
stable.

Ventas, Inc., is a health care real estate investment trust that
owns 242 senior housing facilities, 187 skilled nursing
facilities, 40 hospitals and 34 medical office and other
healthcare facilities in 43 states and two Canadian provinces.  At
June 30, 2010, Ventas had $5.5 billion in book assets.


VIKING ACQUISITION: Moody's Puts 'Caa1' Rating to $250 Mil. Notes
-----------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to Viking
Acquisition, Inc.'s, the acquirer of the global autocare business
of The Clorox Company, proposed $250 million senior unsecured
notes offering.  Moody's also affirmed the company's B2 corporate
family and probability of default rating and its SGL-3 Speculative
Grade Liquidity Rating.  Moody's ratings are subject to receipt
and review of final documentation.  The outlook is stable.

Proceeds of the proposed senior unsecured notes along with
$350 million in senior secured bank facilities and approximately
$260 million in common equity contributed by Avista Capital
Partners will be used to fund Viking's acquisition of the Global
Autocare business from Clorox (rated Baa1).

Ratings assigned of Viking include these:

  -- $250 million senior unsecured notes due 2018 at Caa1 (LGD 5,
     81%)

Ratings affirmed of Viking include these:

  -- Corporate Family Rating at B2

  -- Probability of Default Rating at B2

  -- $50 million senior secured revolving credit facility due 2015
     at Ba3 (LGD 2, 26%)

  -- $300 million senior secured term loan B due 2016 at Ba3 (LGD
     2, 26%)

  -- Speculative Grade Liquidity Rating at SGL-3

  -- The outlook is stable

                        Ratings Rationale

Vikings ratings reflect the company's high leverage, relatively
small scale and limited product diversification in the highly
fragmented and competitive auto-care products business.  Moreover,
organic growth has been generally weak and the company's
strategies to accelerate growth through new product development
initiatives and heightened marketing is yet unproven.

Despite these constraints, Viking's ratings benefit from the
company's strong brand recognition, high profitability, low
capital requirements and global distribution capabilities.  In
addition, the company's historically strong cash flow from
operations will be muted by near-term working capital requirements
resulting from its spin-off from Clorox.  Accordingly, near-term
debt reduction is likely to be minimal.  Liquidity is adequate
with no near-term maturities, however the company will need to
utilize its revolver in the next twelve month as its cash flow
from operations is not sufficient to cover its working capital
requirements.  The ratings are also constrained by Viking's
ownership by private equity partner, Avista Capital due to Moody's
expectation that over time the shareholders will prioritize
shareholder-oriented activities, including debt financed
acquisitions and/or distributions.

Viking's ratings could be upgraded if the company was able to
maintain a Debt to EBITDA ratio below 4.5 times and an Interest
Coverage ratio above 2.5 times.  The degree of any ratings
improvement, however, is constrained by the company's relatively
small scale, limited product diversification and potential for
aggressive financial policies.

Conversely, Viking's ratings could be downgraded should it's
operating performance deteriorate, or if it made a sizable debt
financed acquisition or share repurchases such that its Debt to
EBITDA ratio remained above 6.0 times for an extended period and
its EBITA to interest expense ratio approached 1.75 times.

Moody's last rating action on Viking was on October 22, 2010 when
Moody's assigned a B2 corporate family rating and rated the
company's senior secured bank facilities.

Viking Acquisition, Inc., based in Oakland, California, is global
producer of auto-care products under variety of brands including
Armour-All autocare appearance products and STP performance
autocare additives.  Viking, a business of the Clorox Company
(rated Baa1, stable), is being acquired by Avista Capital Partners
and management in an all-cash transaction valued at $765 million.
The transaction is expected to close in November 2010.


WEST CORP: Posts $8.43 Million Net Loss in Sept. 30 Qtr.
--------------------------------------------------------
West Corporation reported its third quarter 2010 results.  For the
third quarter of 2010, revenue was $592.4 million compared to
$559.0 million for the same quarter last year, an increase of
6.0%.  The net increase in revenue from entities acquired or sold
was $6.8 million during the third quarter of 2010.

The Company reported a net loss of $8.43 million for the three
months ended Sept. 30, 2010, compared with net income of
$4.46 million for the same period a year ago.

Adjusted EBITDA for the third quarter of 2010 was $160.9 million,
or 27.2 percent of revenue, compared to $153.2 million for the
third quarter of 2009.  A reconciliation of Adjusted EBITDA to
cash flows from operating activities is presented below.

                    Balance Sheet and Liquidity

At September 30, 2010, West Corporation had cash and cash
equivalents totaling $137.9 million and working capital of
$228.7 million.

On October 5, 2010, the Company and its lenders amended and
restated the credit agreement governing its senior secured credit
facilities.  In connection with the restated credit agreement, the
Company has: extended the maturity of approximately $158 million
of its $250 million senior secured revolving credit facility from
October 2012 to January 2016; extended the maturity date for $500
million of its existing term loans from October 2013 to July 2016
with the interest rate margins of such extended term loans
increasing by 1.875 percent; increased the interest rate margins
of its term loans previously extended to July 2016 to match the
interest rate margins for the newly extended term loans; and
modified the step-down schedule in the financial covenants and
certain covenant baskets.

In connection with the amendments to its senior secured credit
facilities, the Company issued $500 million aggregate principal
amount of 8-5/8 percent senior notes that mature on October 1,
2018 and used the proceeds to repay existing term debt due October
2013 under the senior secured credit facilities.

After giving effect to the amendment and new issuance, the
maturity of the Company's current debt is as follows:

   * $250 million revolving credit line commitments; $49 million
     expire in 2012 and $201 million extended to 2016

   * $450 million term loan due 2013

   * $1,485 million term loan due 2016

   * $650 million senior notes due 2014

   * $450 million senior subordinated notes due 2016

   * $500 million senior notes due 2018

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6cf6

                      About West Corporation

Founded in 1986 and headquartered in Omaha, Nebraska, West
Corporation -- http://www.west.com/-- provides outsourced
communication solutions to many of the world's largest companies,
organizations and government agencies.  West Corporation has a
team of 41,000 employees based in North America, Europe and Asia.

West Corporation had total assets of $3,008,762,000, total
liabilities of $4,068,914,000, Class L Common Stock of
$1,413,958,000, and a stockholders' deficit of $2,474,110,000 as
of June 30, 2010.

West Corp. carries a 'B2' corporate rating from Moody's and 'B+'
corporate rating from Standard & Poor's.

Moody's Investors Service upgraded the ratings on West
Corporation's existing senior secured term loan to Ba3 from B1 and
the rating on $650 million of existing senior notes due 2014 to B3
from Caa1 upon the closing of its recent refinancing transactions.
Concurrently, Moody's affirmed all other credit ratings including
the B2 Corporate Family Rating and B2 Probability of Default
Rating.  The rating outlook is stable.


WESTMORELAND COAL: Tontine Capital Unloads 134,439 Shares
---------------------------------------------------------
Tontine Capital Partners, L.P., disclosed that it may be deemed to
beneficially own 924,726 shares or roughly 7.3% of the common
stock of Westmoreland Coal Company -- following TCP's sale on
October 8, 2010, of 134,439 shares at a price of $10.24 per share
in open market brokers transactions.

The percentage is calculated based upon 10,744,868 shares of
Common Stock of the Company issued and outstanding as of August 2,
2010, plus 1,849,452 shares of Common Stock which would be
outstanding upon conversion of senior secured convertible
promissory notes issued by the Company and 6,318 shares of Common
Stock which would be outstanding upon conversion of the Company's
Depositary Shares.

Jeffrey L. Gendell, the managing member of Tontine Capital
Management, L.L.C., the general partner of TCP, may be deemed to
beneficially own 3,259,531 shares or rough 25.9% of the shares.

TCP et al. acquired the shares of Common Stock, Depositary Shares
and the Notes for investment purposes and in the ordinary course
of business.

Colorado Springs, Colo.-based Westmoreland Coal Company is an
energy company whose operations include five surface coal mines in
Montana, North Dakota and Texas and two coal-fired power-
generating units with a total capacity of 230 megawatts in North
Carolina.  The Company sold 24.3 million tons of coal in 2009.
The Company's two principal operating segments are its coal
segment and its power segment, in addition to two non-operating
segments.

The Company's balance sheet as of June 30, 2010, showed
$762.6 million in total assets, $903.5 million in total
liabilities, and a stockholders' deficit of $140.8 million.

As reported in the Troubled Company Reporter on March 15, 2010,
KPMG LLP, in Denver, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that of the Company's recurring losses from
operations, working capital deficit and net capital deficiency.


WII COMPONENTS: Has Cash Tender Offer for $108MM Sr. Notes
----------------------------------------------------------
WII Components Inc. has commenced a cash tender offer and consent
solicitation with respect to all of its outstanding $108,350,000
aggregate principal amount of 10% Senior Notes due 2012.  The
tender offer and consent solicitation are being made subject to
the terms and conditions set forth in an Offer to Purchase and
Consent Solicitation Statement and a related Letter of
Transmittal, each dated as of October 18, 2010, which more fully
set forth the terms and conditions of the tender offer and consent
solicitation.  The tender offer and consent solicitation will
expire at 11:59 p.m., New York City time, on November 15, 2010,
unless extended.

Holders who validly tender their Notes on or prior to the consent
payment deadline of 5:00 p.m., New York City time, on October 27,
2010, and whose Notes are accepted for payment, will receive total
consideration equal to $1,002 per $1,000 principal amount of
Notes, plus any accrued and unpaid interest on the Notes up to,
but not including, the early settlement date described below.  The
Total Consideration includes a consent payment of $2.50 per $1,000
principal amount of Notes.

Holders who validly tender their Notes after the Consent Date, but
on or prior to the Expiration Date, and whose Notes are accepted
for payment, will receive the tender offer consideration equal to
$1,000.00 per $1,000 principal amount of Notes, plus any accrued
and unpaid interest on the Notes up to, but not including, the
final settlement date described below.  Holders of Notes who
tender after the Consent Date will not receive a consent payment.

Holders who tender Notes on or prior to the Consent Date may
withdraw such Notes at any time on or prior to the Consent Date.

In connection with the tender offer, the Company is also
soliciting consents from the holders of the Notes for certain
proposed amendments that would eliminate substantially all of the
restrictive covenants and certain events of default contained in
the indenture governing the Notes.  Adoption of the proposed
amendments with respect to the Notes requires the consent of the
holders of at least a majority of the outstanding principal amount
of the Notes.  Holders who tender their Notes will be deemed to
consent to the proposed amendments, and holders may not deliver
consents to the proposed amendments without tendering their Notes
in the tender offer.


The tender offer and consent solicitation are subject to customary
conditions, including, among others, a financing condition that
the Company receive net proceeds from a proposed debt refinancing
in an amount sufficient to fund all of its obligations under the
tender offer and consent solicitation.  Provided that the
conditions to the tender offer have been satisfied or waived, the
Company will pay for Notes purchased in the tender offer, together
with any accrued and unpaid interest, on either the early
settlement date or the final settlement date, as applicable.


Holders of Notes that have been validly tendered and accepted by
the Company by the Consent Date will receive the Total
Consideration and will be paid on the early settlement date, which
is expected to be promptly after satisfaction of the financing
condition and following the Consent Date, provided that all other
conditions to the tender offer have been satisfied or waived at
such time.  Holders of Notes that have been validly tendered and
accepted by the Company after the Consent Date, but on or prior to
the Expiration Date, will receive the Tender Offer Consideration
only, and will be paid on the final settlement date, which is
expected to be promptly after the date on which the Expiration
Date occurs.  The Company may, in its sole discretion, accept for
payment on the early settlement date Notes tendered after the
Consent Date but prior to the satisfaction of the financing
condition.

The Company has engaged Gleacher & Company Securities, Inc., to
act as dealer manager and solicitation agent for the tender offer
and consent solicitation and D.F. King & Co., Inc. to act as
tender agent and information agent for the tender offer and
consent solicitation.  Requests for documents may be directed to
D.F. King & Co., Inc. at (888) 628-9011 (toll free) or (212) 269-
5550 (collect).  Questions regarding the tender offer or consent
solicitation may be directed to Gleacher & Company Securities,
Inc. at (800) 462-6242 (toll free) or (212) 273-7100 (collect).

                       About WII Components

WII Components Inc. manufactures hardwood cabinet doors and
related components in the United States, selling primarily to
kitchen and bath cabinet original equipment manufacturers.

In April 2009, Standard & Poor's Ratings Services withdrew its
ratings on St. Cloud, Minnesota-based WII Components Inc.,
including its 'CCC+' corporate credit and senior unsecured debt
ratings, at the company's request.

In May 2009, Moody's Investors Service withdrew all of the ratings
on WII Components Inc. for business reasons.  These ratings were
withdrawn: Caa1 - Corporate family rating; Caa1 - Probability of
default rating; and B3 (LGD3-34%) rating on the Senior Unsecured
Notes, due 2012.  The last rating action on WII Components was the
downgrade of the corporate family rating to Caa1 from B2 on
February 2, 2009.


WII COMPONENTS: S&P Assigns 'B-' Corporate Credit Rating
--------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'B-'
corporate credit rating to St. Cloud, Minn.-based WII Components
Inc.  The rating outlook is stable.

At the same time, S&P assigned a preliminary issue-level rating of
'B-' (the same as the corporate credit rating on the company) to
WII's planned $115 million senior secured notes due 2015 based on
preliminary terms and conditions.  S&P assigned the notes a
preliminary recovery rating of '4', indicating S&P's expectation
of average (at the higher end of the 30% to 50% range) recovery
for lenders in the event of a payment default.

The company intends to use the proceeds of the notes to complete
the recent tender offer for its $108.4 million senior unsecured
notes due in 2012.

"The 'B-' preliminary corporate credit rating on WII reflects its
highly leveraged financial risk profile and vulnerable business
risk profile," said Standard & Poor's credit analyst Pamela Rice.
Along with a planned recapitalization which significantly reduces
debt at its parent company, WII Holdings Inc., S&P expects pro
forma adjusted debt to EBITDA, including unsecured notes held at
WII Holdings, to be around 7.7x at the end of 2010.  Although this
is a considerable improvement from adjusted leverage (including
parent debt) of around 14x at the end of 2009, the company still
faces a heavy debt burden relative to its prospects for earnings
and cash flow over the next year.  Nevertheless, S&P's financial
risk profile also incorporates its belief that the company should
have adequate liquidity in the near term to weather the sluggish
housing recovery.

The ratings and outlook incorporate S&P's expectation that new
residential construction will remain weak compared with historical
levels through at least 2011, while repair and remodeling
spending, from which WII generates approximately 75% of its sales,
will show a modest improvement.  Specifically, S&P expects repair
and remodeling spending in 2010 to increase by about 3% to 5%,
compared with an 8% decline in 2009, and to increase 5% in 2011.
As a result, S&P projects that WII's adjusted EBITDA should
modestly improve in 2011 to around $20 million from about
$17 million for the 12 months ended June 30, 2010, with leverage
strengthening toward 7x.  However, this level of EBITDA is
significantly lower than the $43 million in adjusted EBITDA
achieved in 2006 at the housing peak.


WORKSTREAM INC: Posts $490,210 Net Income in Aug. 31 Quarter
------------------------------------------------------------
Workstream Inc. filed its quarterly report on Form 10-Q with the
Securities and Exchange Commission, reporting net income of
$490,210 on $3.73 million of revenues for the three months ended
Aug. 31, 2010, compared with a net loss of $359,882 on
$4.21 million of revenues for the same period a year earlier.

The Company's balance sheet at Aug. 31, 2010, showed $10.7 million
in total assets, $7.71 million in total liabilities, and
stockholder's equity of $3.0 million.

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?6cec

                      About Workstream Inc.

Maitland, Fla.-based Workstream Inc. (OTC BB: WSTM.OB) provides
enterprise workforce management solutions and services that help
companies manage the entire employee lifecycle -- from recruitment
to retirement. Workstream services customers with offices across
North America.

The Company's balance sheet at May 31, 2010, showed $8.6 million
in total assets, $28.7 million in total liabilities, and a
stockholders' deficit of $20.1 million.


* Equifax Study Shows Drop in Small Business Bankruptcies
---------------------------------------------------------
Small business bankruptcy filings declined more than 11 percent in
the third quarter of this year compared to a year ago and have
decreased nearly 19 percent since their peak in Q2 2009, Equifax
Inc.  The decrease is the fifth consecutive quarter in which
commercial bankruptcies have declined based on data from the
company's quarterly research on small business activity.

Analysis from the Equifax study shows that the number of small
business bankruptcy filings peaked at 37,299 during Q2 2009,
compared to 30,392 during Q3 2010. There were 34,257 bankruptcies
in Q3 2009.

"For more than a year, we have seen a decline in the number of
small business bankruptcies but this is the biggest percentage
decrease during that period," said Dr. Reza Barazesh, senior vice
president, Equifax Commercial Information Solutions.  "Small
businesses are still having a tough time.  But the numbers are
beginning to indicate that some of the stresses may be abating."

For its quarterly study, Equifax analyzes Chapter 7, 11 and 13
filings as well as its data on the more than 24 million small
businesses in the U.S. The company considers commercial
enterprises with 100 employees or less as a small business.

                          About Equifax

Equifax empowers businesses and consumers with information they
can trust.  A global leader in information solutions, we leverage
one of the largest sources of consumer and commercial data, along
with advanced analytics and proprietary technology, to create
customized insights that enrich both the performance of businesses
and the lives of consumers.

With a strong heritage of innovation and leadership, Equifax
continuously delivers innovative solutions with the highest
integrity and reliability.  Businesses - large and small - rely on
us for consumer and business credit intelligence, portfolio
management, fraud detection, decisioning technology,
marketing tools, and much more.

Headquartered in Atlanta, Georgia, Equifax Inc. operates in the
U.S. and 14 other countries throughout North America, Latin
America and Europe.  Equifax is a member of Standard & Poor's
(S&P) 500(R) Index. Our common stock is traded on the New York
Stock Exchange under the symbol EFX.


* Leonard P. Goldberger Elected to INSOL World Editorial Board
--------------------------------------------------------------
Leonard P. Goldberger, Esq., a Stevens & Lee Shareholder, has been
elected to the INSOL World Editorial Board.  In 2008, Mr.
Goldberger completed INSOL International's Global Insolvency
Practice Course, with honors, to become a member of the inaugural
class of INSOL Fellows.

INSOL International is a world-wide federation of national
associations for lawyers and accountants who focus their practices
on turnaround and insolvency.  There are currently 40 member
associations world-wide with over 10,000 professionals
participating as members of INSOL International.  INSOL currently
publishes 17 journals and references concerning insolvency and
related subjects.

Leonard P. Goldberger has nearly 35 years of experience practicing
business bankruptcy law.  As a member of Stevens & Lee's China
Practice Group, he works with Chinese investors in the acquisition
of financially distressed U.S. businesses and assets.

Mr. Goldberger has lectured and written extensively on cross-
border insolvency law topics.  Recently, his articles on cross-
border insolvency matters have been published in China Daily and
Bloomberg Law Reports.  He was the featured speaker at conference
on Acquiring Financially-Distressed Companies and Assets in
U.S.A., sponsored by the Department of Foreign Trade and Economic
Cooperation of Guangdong Province, and organized by The Guangdong
Enterprises Association for Foreign Economic Cooperation, in
Guangzhou, China.  He has also spoken at private law firms in
Beijing, China, the Strategic Foreign Investment Forum for
Overseas Returnee Enterprises co-sponsored by The Guangzhou
Municipal Government and The Guangzhou Chamber of Commerce of
Chinese Returnees, in Guangzhou, China, and at the Distressed
Investing & Financial Restructuring China 2009 Conference, in
Shanghai, China. In December 2010, Mr. Goldberger will be giving a
lecture on cross-border insolvency law matters at the KoGuan Law
School, Shanghai Jiaotong University, in Shanghai, China.

Mr. Goldberger received a J.D. from Villanova University School of
Law and a B.A., summa cum laude, from Temple University.

                        About Stevens & Lee

Stevens & Lee -- http://www.stevenslee.com-- is part of a
multidisciplinary professional services platform which also
consists of a FINRA-licensed investment bank, a D&O and E&O
insurance risk consulting business, a swap and derivative advisory
business, federal and state lobbying units, a health care risk
consulting business and a government incentives and sales and use
tax consulting business.

The firm's 240 multidisciplinary professionals represent clients
throughout the Mid-Atlantic region and across the country from 15
offices in: Philadelphia, Reading, Harrisburg, Valley Forge,
Lancaster, the Lehigh Valley, Scranton and Wilkes-Barre,
Pennsylvania; Princeton and Cherry Hill, New Jersey; Wilmington,
Delaware; New York City and Charleston, South Carolina.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------

Oct. 28, 2010
  AMERICAN BANKRUPTCY INSTITUTE
     Mid-Level Professional Development Program
        Weil, Gotshal & Manges LLP, New York, N.Y.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 29, 2010 (tentative)
  AMERICAN BANKRUPTCY INSTITUTE
     International Insolvency Symposium
        The Savoy, London, England
           Contact: 1-703-739-0800; http://www.abiworld.org/

Nov. __, 2010
  AMERICAN BANKRUPTCY INSTITUTE
     Delaware Views from the Bench and Bankruptcy Bar
        Hotel du Pont, Wilmington, Del.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Nov. 11, 2010
  AMERICAN BANKRUPTCY INSTITUTE
     Detroit Consumer Bankruptcy Conference
        Hyatt Regency Dearborn, Dearborn, Mich.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Nov. 29, 2010
  RENAISSANCE AMERICAN MANAGEMENT, INC. & BEARD GROUP, INC.
     17th Annual Distressed Investing Conference
        The Helmsley Park Lane Hotel, New York City
           Contact: 1-903-595-3800;
                    http://www.renaissanceamerican.com/

Dec. 9-11, 2010
  AMERICAN BANKRUPTCY INSTITUTE
     Winter Leadership Conference
        Camelback Inn, a JW Marriott Resort & Spa,
        Scottsdale, Ariz.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Dec. 2-4, 2010
  AMERICAN BANKRUPTCY INSTITUTE
     22nd Annual Winter Leadership Conference
        Camelback Inn, Scottsdale, Arizona
           Contact: 1-703-739-0800; http://www.abiworld.org/

January 26-28, 2011
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Distressed Investing Conference
        Aria Las Vegas
           Contact: http://www.turnaround.org/

Jan. 27-28, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Rocky Mountain Bankruptcy Conference
        Westin Tabor Center, Denver, Colo.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Feb. 3-5, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Caribbean Insolvency Symposium
        Westin Casuarina Resort & Spa, Grand Cayman Island
           Contact: 1-703-739-0800; http://www.abiworld.org/

Feb. 24-25, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Valcon
        Four Seasons Las Vegas, Las Vegas, Nev.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 4, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Bankruptcy Battleground West
        Hyatt Regency Century Plaza, Los Angeles, Calif.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 7-9, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Conrad Duberstein Moot Court Competition
        Duberstein U.S. Courthouse, New York, N.Y.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 10, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Nuts and Bolts - Florida
        Tampa, Fla.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 10-12, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     SUCL/ Alexander L. Paskay Seminar on
     Bankruptcy Law and Practice
        Marriott Tampa Waterside, Tampa, Fla.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 17-19, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Byrne Judicial Clerkship Institute
        Pepperdine University School of Law, Malibu, Calif.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 31-Apr. 3, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Annual Spring Meeting
        Gaylord National Resort & Convention Center,
        National Harbor, Md.
           Contact: 1-703-739-0800; http://www.abiworld.org/

April 27-29, 2011
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        JW Marriott, Chicago, IL
           Contact: http://www.turnaround.org/

May 5, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Nuts and Bolts - New York City
        Association of the Bar of the City of New York,
        New York, N.Y.
           Contact: 1-703-739-0800; http://www.abiworld.org/

May 6, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     New York City Bankruptcy Conference
        Hilton New York, New York, N.Y.
           Contact: 1-703-739-0800; http://www.abiworld.org/

June 6, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Canadian-American Cross-Border Insolvency Symposium
        Fairmont Royal York, Toronto, Ont.
           Contact: 1-703-739-0800; http://www.abiworld.org/

June 9-12, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Central States Bankruptcy Workshop
        Grand Traverse Resort and Spa, Traverse City, Mich.
              Contact: http://www.abiworld.org/

July 21-24, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Northeast Bankruptcy Conference
        Hyatt Regency Newport, Newport, R.I.
           Contact: 1-703-739-0800; http://www.abiworld.org/

July 27-30, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Southeast Bankruptcy Workshop
        The Sanctuary at Kiawah Island, Kiawah Island, S.C.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 4-6, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Mid-Atlantic Bankruptcy Workshop
        Hotel Hershey, Hershey, Pa.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 14, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     NCBJ/ABI Educational Program
        Tampa Convention Center, Tampa, Fla.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. __, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     International Insolvency Symposium
        Dublin, Ireland
           Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 25-27, 2011
  TURNAROUND MANAGEMENT ASSOCIATION
     Hilton San Diego Bayfront, San Diego, CA
        Contact: http://www.turnaround.org/

Dec. 1-3, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     23rd Annual Winter Leadership Conference
        La Quinta Resort & Spa, La Quinta, Calif.
           Contact: 1-703-739-0800; http://www.abiworld.org/

April 3-5, 2012
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        Grand Hyatt Atlanta, Atlanta, Ga.
           Contact: http://www.turnaround.org/

Apr. 19-22, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Annual Spring Meeting
        Gaylord National Resort & Convention Center,
        National Harbor, Md.
           Contact: 1-703-739-0800; http://www.abiworld.org/

July 14-17, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Southeast Bankruptcy Workshop
        The Ritz-Carlton Amelia Island, Amelia Island, Fla.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 2-4, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Mid-Atlantic Bankruptcy Workshop
        Hyatt Regency Chesapeake Bay, Cambridge, Md.
           Contact: 1-703-739-0800; http://www.abiworld.org/

November 1-3, 2012
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Annual Convention
        Westin Copley Place, Boston, Mass.
           Contact: http://www.turnaround.org/

Nov. 29 - Dec. 2, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Winter Leadership Conference
        JW Marriott Starr Pass Resort & Spa, Tucson, Ariz.
           Contact: 1-703-739-0800; http://www.abiworld.org/

April 10-12, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        JW Marriott Chicago, Chicago, Ill.
           Contact: http://www.turnaround.org/

October 3-5, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Annual Convention
        Marriott Wardman Park, Washington, D.C.
           Contact: http://www.turnaround.org/

The Meetings, Conferences and Seminars column appears in the
Troubled Company Reporter each Wednesday.  Submissions via
e-mail to conferences@bankrupt.com are encouraged.

Last Updated: October 15, 2010



                           *********

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.


                  *** End of Transmission ***